31st Aug 2011 07:00
Goldenport Holdings Inc.
Athens, 31 August 2011
Interim Results for the Six Months Ended 30 June 2011
Goldenport Holdings Inc. ("Goldenport" or "the Company"), (LSE: GPRT) the international shipping company that owns and operates a fleet of container and dry bulk vessels, announces today its Interim Results for the six months ended 30 June, 2011 reporting an interim dividend for 2011 of 2.0 pence per share an increase of 11.1% compared to the 2010 interim dividend.
Financial Highlights (amounts in US$ '000 except per share data):
§ Revenue of US$ 52,091, +22.4% increase (2010: US$ 42,543)
§ EBITDA of US$ 25,685, +24.4% increase (2010: US$ 20,640)
§ Net income of US$ 3,374 (2010: Net loss of US$ 1,201)
§ Interim dividend of 2.0 pence per share or £ 1.83 million in total, +11.1% increase (2010: 1.8 pence per share or £ 1.64 million in total)
§ Earnings per Share of US$ 0.04 calculated on 91,263,252 shares (2010: loss per share US$ (0.02) calculated on 71,260,391 shares)
§ Available cash at 30 June 2011 of US$ 29,600 (31 December 2010: US$ 52,683)
§ Restricted cash of US$ 6,275 (31 December 2010: US$ 10,100)
§ Net debt to book capitalisation as of 30 June 2011, 46% (31 December 2010: 38%)
§ No impairment losses incurred on any vessel in the fleet
§ In full compliance with debt covenants
CEO Statement:
Captain Paris Dragnis, Founder and Chief Executive Officer of the Company commented:
"We are pleased to report healthy operational results for the first half of 2011, despite the continued market volatility.
"The current market environment, with a more volatile dry bulk and a healthier container market, validates our business model of operating in both market segments as well as our strategy to seek predominantly fixed employment for our fleet, as this enhances our overall cash flow stability and our ability to take advantage of market opportunities that may arise in either segment.
"We expect the freight market in the bulk carrier sector to remain volatile during the remaining months of 2011, mainly due to an oversupply of vessels. However, the Company's enlarged bulk carrier fleet has 89% of available days already fixed for 2011 providing partial insulation to the current market conditions. On the other hand, our container fleet is almost fully fixed for 2011, with upside coming from the better rates that can be achieved from our vessels opening for re-chartering in early 2012.
"As a testimony of Goldenport's financial strength, confidence for the future and commitment to its shareholders, the Board declared an interim dividend of 2.0 pence per share (£ 1.8 million in total) in respect of the financial year ending 31 December 2011 compared to the 1.8 pence per share (£ 1.6 million in total) declared as 2010 interim dividend.
"During the first half of 2011 we continued with the implementation of our strategy, which calls for prudent growth without adversely impacting our balance sheet, while seeking stable cash flows with upside potential through the employment of our fleet under period time charters. We have now successfully completed our initial new building program that commenced in 2007 without sacrificing the strength of our balance sheet. "Following the delivery of our last two remaining new building vessels in July 2011, we have now 26 operational vessels. Our larger and modern asset base enhances both our ability to serve our clients and long-term shareholder value through the extended life of our assets and the potential for an increased revenue stream.
"Our strong cash flow visibility based on the forward time charter coverage in both segments in which we operate, and our healthy balance sheet enable us to be confident about the future growth prospects of our Company and put us in a position to benefit from accretive fleet expansion opportunities as they arise."
Interim Dividend:
The Board of Directors of Goldenport believes it is prudent to maintain a conservative dividend payout ratio but at the same time it seeks to reward the shareholders who have been, and continue to be, supportive to the Company with a regular dividend. As a testimony of Goldenport's financial strength and commitment to its shareholders the Board declared an interim cash dividend of 2.0 pence per share in respect of the financial year ending 31 December 2011 (2010: 1.8 pence per share). The interim dividend for 2011 will be paid on the 91,288,554 shares of the Company, on 7 October to the shareholders on the register as at close of business on 9 September 2011. The ex-dividend date is 7 September 2011.
Fleet Developments:
New-Building Deliveries:
During the first half of 2011 the Company took delivery of 'Pisti' a new-building Supramax vessel built in COSCO Zhousan Shipyard in China with carrying capacity of 57,000 DWT and of 'D Skalkeas' a new-building post-panamax bulk carrier vessel with a 93,000 DWT capacity from Yangzijiang Shipbuilding Co Ltd., in China.
Furthermore, in July 2011 the Company took delivery of the two final vessels from the initial new-building program commenced in 2007. The first vessel was named 'Sofia' and is a Supramax dry bulk vessel built in COSCO Zhousan Shipyard in China with a carrying capacity of 57,000 DWT and the second vessel was named 'Erato' and is a geared container vessel with a 2,500 TEU capacity built in Yangzijiang Shipbuilding Co Ltd., in China.
As of today the fleet consists of 26 vessels of which 12 are container vessels and 14 dry bulk carriers.
Compliance with Debt Covenants:
The Company is in full compliance with the covenants of the existing bank debt.
Impairment:
No impairment loss has been incurred on any vessels in the fleet.
Operational Fleet Forward Coverage:
The percentage of available days of the fleet already fixed under contracts as of 30 August 2011, assuming the earliest charter expiration, is as follows:
2011(1) | 2012 (1) | 2013 (1) | |
Total Fleet | 94% (90%) | 34% (32%) | 10% (10%) |
Containers | 99% (99%) | 47% (47%) | 5% (5%) |
Bulk Carriers | 89% (81%) | 22% (18%) | 14% (14%) |
(1) Percentage of available days of the fleet fixed under contract as reported on 4 August 2011, being the date of the previous trading update, is given in brackets
2011 Financial Calendar:
Ex-dividend date: | 7 September 2011 |
Record date: | 9 September 2011 |
Dividend payment: | 7 October 2011 |
Enquiries:
Goldenport:
Christos Varsos, Chief Financial Officer: +30 210 8910 500
John Dragnis, Commercial Director +30 210 8910 500
Investor Relations Co-ordinators:
Capital Link:
Annie Evangeli - London +44 203 206 1320
Nicolas Bornozis - New York +1 212 661 7566
E-mail: [email protected]
Current Market Outlook:
Containers:
2011 has so far been another year of recovery for the Container industry. The market sentiment which has shifted significantly since the second quarter of 2010 for both charter rates and second hand prices, continued with the same momentum in the first quarter of 2011. Charter rates have increased on average by 35% (with the larger vessel sizes enjoying an increase up to 50%) whereas second hand prices gained an additional 5% compared to the second half of 2010. However, in the second quarter the charter market remained flat and the availability of tonnage (annualized fleet growth for the first half of the year was close to 10.5%) led to a softening at the start of third quarter of approximately 10%.
Second-hand market activity was limited in the second quarter with few transactions being completed. Buying interest has remained strong however the price/earnings disconnect led most of the interested parties to invest into new-buildings with forward delivery dates instead. As a result within the first half of the year a total of 175 contracts for new-building vessels have been placed representing total capacity of approximately 1.3 million TEU.
As of mid August 2011, the Howe Robinson Containers Index (HRCI) stands at 770 units or about 14% above its level on 31 December 2010. For the second half of the year the deliveries of new-buildings are expected to slow down bringing the average annual supply growth below or close to 7%.
The market outlook depends on the supply/demand balance; if annual trade growth remains at the current level of about 8%, the Company is expected to benefit from current market levels with the vessel 'Grand Vision' which opens for re-chartering in November 2011. The Company has already benefited from market improvement by arranging one-year time charter employment for the newly delivered 2,500 TEU vessel 'Erato' at US$ 15,250 per day, with charterers' option to extend for an additional year at U$20,000 per day. In the medium term the improvement in the market conditions should benefit the majority of the existing operational fleet which opens for re-chartering in 2012.
Bulk-Carriers:
The freight market for bulk carriers has been quite volatile in the first half of the year. Opening in January at the level of 1,693 units, the BDI index slid to a quarterly low by early February of 1,043 before recovering to a peak of 1,545 units in late March. During the second and third quarters the market continues to be volatile fluctuating between 1,250 and 1,450 BDI units.
The challenge for the dry bulk market evidenced throughout the period is mainly attributable to the unprecedented influx of new-building vessels in the market, even after taking into account the demolition of older vessels effected in the period. As of early August 2011 there have been more than 650 vessels delivered representing 55 million DWT. During the same period approximately 200 vessels have been sent for demolition representing 15 million DWT. As a result the global fleet capacity has grown more than 7.5% in 7 months or about 15% on an annualised basis. During 2011 new orders contracted for future delivery dates aggregated 220 additional vessels or 20 million additional DWT. As of late August the total order-book stood at 2,700 vessels representing 223 million DWT.
Emerging markets, especially China and India, continued fuelling strong demand growth during the period. However, in the established Western economies and Japan demand growth was slower. Market direction has never been easy to predict and the current market dynamics make it even harder. Based on the imbalance in the supply/demand equation as described above, the freight market requires considerable expansion in demand of both major and minor bulk cargoes in order to level off the aforementioned supply growth of the fleet.
The Company, however, following the delivery of all new buildings on order, has more vessels in operation compared to the previous periods, which will be supportive to the total revenue generation over the longer term.
Summary of Selected Financial and Operating Data:
| 6 months ended |
| |||
INCOME STATEMENT DATA (in US$ thousand except share data): | 30 June 2011 |
| 30 June 2010 |
| |
|
|
|
|
| |
|
|
|
|
| |
Revenue | 52,091 |
| 42,543 |
| |
EBITDA | 25,685 |
| 20,640 |
| |
EBIT | 4,958 |
| 1,087 |
| |
Net Income/(Loss) | 3,374 |
| (1,201) |
| |
Earnings per share (basic and diluted) | 0.04 |
| (0.02) |
| |
|
|
| |||
Weighted average number of shares | 91,263,252 |
| 71,260,391 |
| |
|
|
| |||
FLEET DATA: |
|
| |||
Average number of vessels | 22.4 |
| 16.8 |
| |
Number of vessels at end of period | 26 |
| 25 |
| |
- Operating | 24 |
| 18 | (1) | |
- Non-operating | - |
| - |
| |
- New Buildings under construction | 2 |
| 7 |
| |
Vessels performed or completed dry-docking in the period | 1 |
| 5 |
| |
Ownership days | 4,061 | (2) | 3,044 | (2) | |
Available days | 4,028 | (2) | 2,942 | (2) | |
Operating days | 4,006 | (2) | 2,755 | (2) | |
Fleet utilisation | 99.5% |
| 93.6% |
| |
|
|
| |||
AVERAGE DAILY RESULTS (in US$): |
|
| |||
Time Charter Equivalent (TCE) rate | 12,226 |
| 13,668 | (2) | |
Average daily vessel operating expenses | 4,755 | (2) | 5,017 | (1) (2) | |
|
|
|
|
| |
Average daily vessel operating expenses Full Year 2010 |
| 4,969 | (1) (2) | ||
(1): Number of vessels in operation at the end of period in 2010 and average daily vessel operating expenses exclude the vessel 'MSC Mekong' that was sold and delivered to the new owners before 30 June.
(2): Ownership days, available days, operating days, TCE and average daily vessel operating expenses in 2011 and 2010 exclude all of the new-build vessels that would be delivered in a future date from each reporting date.
See Appendices, for Notes on the Summary of Selected Financial and Operating Data, for forward looking statements, for detailed Fleet Employment profile and for Financial Statements.
Financial review (amounts in US$ '000, except the per day Opex data):
Time and Voyage Charter Revenues: Revenues increased by US$ 9,548 or 22.4% to US$ 52,091 for the six months ended 30 June 2011 (2010: US$ 42,543). The main reasons for this increase were: (i) the difference in available days between the two periods (2011: 4,028; 2010: 2,942 days), as a result of: a) the delivery in the fourth quarter of 2010 of the new-building vessels 'Eleni D', 'Sifnos' and 'Milos' that were fully operational in 2011; b) the operation for the full period in 2011 of the vessels 'Golden Trader' and 'Grand Vision' that were acquired and delivered to the Company in May 2010 so their contribution in revenue for the six months period ending 30 June 2010 was limited; c) the acquisition and initial of operation of the second hand vessel 'POS Yantian' in March 2011 contributing partially to the revenue for the period; d) the delivery of the new-building vessels 'Pisti' and 'D Skalkeas' although they contributed only for a limited time during the period; e) less vessels performed scheduled dry-dockings within 2011 compared to the same period in 2010 and (ii) the vessels 'MSC Anafi' and 'Gitte' were fully operational in 2011 compared to 2010 that they were only partially operating as they were laid up until January and May 2010 respectively.
Voyage expenses total: The voyage expenses increased by US$ 512 or 22.0% to US$ 2,845 for the period ended 30 June 2011 (2010: US$ 2,333) in line with the increase in the revenue.
Vessel operating expenses: Vessel operating expenses increased by US$ 4,037 or 26.4% to US$ 19,309 for the six months ended 30 June 2011 (2010: US$ 15,272) reflecting the increase of the number of vessels in the operating fleet following the delivery of the new-buildings and the acquisition of the vessels 'Golden Trader', 'Grand Vision' and 'POS Yantian'.
On a per day basis vessel operating expenses decreased by US$ 262 per day or 5.2% to US$ 4,755 per day (2010: US$ 5,017 per day) reflecting the change in the fleet profile after the sale of specific vessels and the delivery of several new-buildings. Even when comparing to the average per day vessel operating expenses for the full 2010 year the operating expenses showed an improvement of US$214 per day or a decrease of 4.3% (2010 full year average per day vessel operating expenses: US$4,969) although the improvement in the mix of the fleet was already evident in the calculation.
Depreciation: The vessels' depreciation charge increased by 26.4% to US$ 18,313 for the six months ended 30 June 2011 (2010: US$ 14,486) due to the incremental depreciation attributed to the acquired vessels 'Golden Trader', 'Grand Vision' and 'POS Yantian' and to the delivered new-building vessels 'Eleni D', 'Milos' 'Sifnos', 'Pisti' and 'D Skalkeas'.
Depreciation of dry-docking costs: Depreciation of dry-docking costs decreased by 56.7% to US$ 2,414 for the six months ended 30 June 2011 (2010: US$ 5,581), reflecting less dry-dockings performed in the period compared to the 2010 corresponding period.
Financing costs: Interest expense increased by US$ 448 or 16.4% to US$ 3,182 for the six months ended 30 June 2011 (2010: US$ 2,734), reflecting the increased loan balance following the delivery of the new-building vessels.
Cash and cash equivalents: The Company as of 30 June 2011 had US$ 29,600 of cash and cash equivalents (31 December 2010: US$ 52,683). The Company is expected to maintain this in order to have a strong balance sheet and to selectively acquire additional vessels.
Restricted Cash: The Company as of 30 June 2011 had US$ 6,275 (31 December 2010 US$10,100) of restricted cash relating to the amounts drawn for the delivery of the vessels 'D Skalkeas' and 'Pisti'. Both amounts can either be released to the Company upon specific events materializing or can be off-set against the outstanding loan balances.
APPENDIX 1:
Notes on Summary of Selected Financial and Operating Data:
(1) Average number of vessels is the number of vessels that constituted our fleet for the relevant period, as measured by the sum of the number of days each vessel was a part of our fleet during the period divided by the number of calendar days in the period.
(2) Ownership days are the aggregate number of days in a period during which each vessel in our fleet has been owned by us. Ownership days are an indicator of the size of our fleet over a period and affect both the amount of revenues and the amount of expenses that we record during a period.
(3) Available days are the number of our ownership days less the aggregate number of days that our vessels are off-hire due to scheduled repairs or repairs under guarantee, vessel upgrades or special surveys and the aggregate amount of time that we spend positioning our vessels. The shipping industry uses available days to measure the number of days in a period during which vessels should be capable of generating revenues.
(4) Operating days are the number of available days in a period less the aggregate number of days that our vessels are off-hire due to any reason, including unforeseen circumstances. The shipping industry uses operating days to measure the aggregate number of days in a period during which vessels actually generate revenues.
(5) We calculate fleet utilisation by dividing the number of our operating days during a period by the number of our available days during the period. The shipping industry uses fleet utilisation to measure a company's efficiency in finding suitable employment for its vessels and minimising the amount of days that its vessels are off-hire for reasons other than scheduled repairs or repairs under guarantee, vessel upgrades, special surveys or vessel positioning.
(6) Daily vessel operating expenses, which include crew wages and related costs, the cost of insurance, expenses relating to repairs and maintenance, the costs of spares and consumable stores, tonnage taxes and other miscellaneous expenses, are calculated by dividing vessel operating expenses by ownership days for the relevant period.
(7) TCE rates are defined as our time and voyage charter revenues less voyage expenses during a period divided by the number of our available days during the period, which is consistent with industry standards. Voyage expenses include port charges, bunker (fuel oil and diesel oil) expenses, canal charges and commissions. TCE rate is a standard shipping industry performance measure used primarily to compare daily earnings generated by vessels on time charters with daily earnings generated by vessels on voyage charters, because charter hire rates for vessels on voyage charters are generally not expressed in per day amounts while charter hire rates for vessels on time charters are generally expressed in such amounts.
(8) Net debt to book capitalisation is defined as total debt minus cash over the carrying amount of vessels and vessels under construction
APPENDIX 2:
Forward-Looking Statement
Matters discussed in this release may constitute forward-looking statements. Forward-looking statements reflect the current views of Goldenport Holdings Inc. ("the Company") with respect to future events and financial performance and may include statements concerning plans, objectives, goals, strategies, future events or performance, and underlying assumptions and other statements, which are other than statements of historical facts.
The forward-looking statements in this release are based upon various assumptions, many of which are based, in turn, upon further assumptions, including without limitation, management's examination of historical operating trends, data contained in our records and other data available from third parties. Although the Company believes that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond our control, the Company cannot assure you that it will achieve or accomplish these expectations, beliefs or projections.
Important factors that, in our view, could cause actual results to differ materially from those discussed in the forward-looking statements include the strength of world economies and currencies, general market conditions, including changes in charter hire rates and vessel values, changes in demand that may affect attitudes of time charterers to scheduled and unscheduled dry-docking, changes in the Company's operating expenses, including bunker prices, dry-docking and insurance costs, or actions taken by regulatory authorities, potential liability from pending or future litigation, domestic and international political conditions, potential disruption of shipping routes due to accidents and political events or acts by terrorists. The Company does not assume, and expressly disclaims, any obligation to update these forward-looking statements.
This press release is not an offer of securities for sale in the United States. The Company's securities have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States or to a U.S. person absent registration pursuant to, or an applicable exemption from, the registration requirements under U.S. securities laws.
APPENDIX 3:
Fleet Employment Profile:
Operational fleet | ||||||
Vessel | Type | Capacity | Built | Rate (US$) per day | Earliest | |
Expiration (1) | ||||||
Containers | TEU | |||||
1 | MSC Fortunate (2) | Post Panamax | 5,551 | 1996 | 28,500 | Feb-13 |
2 | MSC Socotra | Post Panamax | 4,953 | 1995 | 12,350 | Apr-13 |
3 | Bosporus Bridge | Sub Panamax | 3,720 | 1993 | 14,750 | Feb-12 |
4 | POS Yantian | Sub Panamax | 3,720 | 1988 | 10,750 | Sep-12 |
5 | MSC Finland | Sub Panamax | 3,032 | 1986 | 9,000 | Apr-12 |
6 | MSC Scotland | Sub Panamax | 3,007 | 1992 | 6,800 | Mar-12 |
7 | Grand Vision | Sub Panamax | 2,986 | 1991 | 9,000 | Nov-11 |
8 | Erato (3) | Sub Panamax | 2,500 | 2011 | 15,250 | Jun-12 |
9 | MSC Anafi | Sub Panamax | 2,420 | 1994 | 9,000 | Jan-12 |
10 | MSC Accra | Sub Panamax | 1,889 | 1985 | 14,200 | Jun-12 |
11 | Gitte | Handy | 976 | 1992 | 7,350 | May-12 |
12 | Brilliant | Handy | 976 | 1992 | 6,000 | Jun-12 |
Dry Bulk | DWT | |||||
13 | Vasos | Capesize | 152,065 | 1990 | 8,650 | Oct-11 |
14 | D Skalkeas | Post Panamax | 93,000 | 2011 | 10,500 | Sep-11 |
15 | Eleni D | Supramax | 59,000 | 2010 | 13,000 | Nov-11 |
16 | Milos | Supramax | 57,000 | 2010 | 15,650 + 50% profit share of 105% BSI(5) | Oct-13 |
17 | Sifnos | Supramax | 57,000 | 2010 | 17,700 + 50% profit share of 105% BSI(5) over 18,200 | Jan-14 |
18 | Pisti | Supramax | 57,000 | 2011 | 14,250 | Mar-12 |
19 | Sofia | Supramax | 57,000 | 2011 | 11,875 | Jun-12 |
20 | Marie-Paule (4) | Supramax | 53,800 | 2009 | 12,250 | Nov-11 |
21 | Alpine-Trader (4) | Supramax | 53,800 | 2009 | 15,300 | Oct-11 |
22 | Alex D | Supramax | 52,315 | 1989 | 9,000 | Oct-11 |
23 | Limnos | Supramax | 52,266 | 1992 | 10,500 | Dec-11 |
24 | Lindos | Supramax | 52,266 | 1990 | Note 6 | Sep-11 |
25 | Tilos (7) | Supramax | 52,266 | 1991 | Note 7 | Sep-11 |
26 | Golden-Trader | Handymax | 48,140 | 1994 | 18,600 | Nov-11 |
(1) Represents earliest day on which the charterer may redeliver the vessel | ||||||
(2) The rate stated is the average rate per day over the duration of the time charter | ||||||
(3) The charterer has the option to extend for one additional year at a daily rate of US$ 20,000 | ||||||
(4) Both vessels owned under a 50:50 joint venture with Glencore International AG | ||||||
(5) BSI: Baltic Supramax Index | ||||||
(6) The vessel is repositioning | ||||||
(7) The vessel is undergoing scheduled dry-docking |
APPENDIX 4:
Financial Statements
GOLDENPORT HOLDINGS INC.
Interim Condensed Consolidated
Financial Statements
30 June 2011
INDEPENDENT REVIEW REPORT
To the Shareholders of Goldenport Holdings Inc.
Introduction
We have reviewed the accompanying interim condensed consolidated financial statements of Goldenport Holdings Inc. and its subsidiaries ("the Group") as at 30 June 2011, comprising of the interim consolidated statement of financial position as at 30 June 2011 and the related interim consolidated statements of comprehensive income, changes in equity and cash flows for the six-month period then ended and explanatory notes. Management is responsible for the preparation and presentation of these interim condensed consolidated financial statements in accordance with International Financial Reporting Standards applicable to interim financial reporting as adopted by the European Union (IAS 34). Our responsibility is to express a conclusion on these interim condensed consolidated financial statements based on our review.
Scope of review
We conducted our review in accordance with International Standard on Review Engagements 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity". A review of interim financial information consists of making inquires, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing. Consequently, it does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34.
Ernst & Young (Hellas)
Certified Auditors - Accountants S.A.
30 August 2011
Athens
INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
For the six months ended 30 June 2011
|
| Notes | 6 months Ended 30 June 2011U.S.$'000 |
| 6 months Ended 30 June 2010U.S.$'000 | |
|
|
|
| Unaudited | Unaudited | |
Revenue | 52,091 | 42,543 | ||||
Expenses: | ||||||
Voyage expenses | 3 | (2,845) | (2,333) | |||
Vessel operating expenses | 3 | (19,309) | (15,272) | |||
Management fees - related party | 14 | (1,926) | (1,203) | |||
Depreciation | 5 | (18,313) | (14,486) | |||
Depreciation of dry-docking costs |
| 5 | (2,414) | (5,581) | ||
General and administrative expenses | (2,326) | (3,095) | ||||
Operating profit before disposal of vessels |
|
|
| 4,958 | 573 | |
Gain from disposal of vessels and loss from cancellation of new building contracts |
|
|
| - | 514 | |
Operating profit including disposal of vessels |
|
|
| 4,958 | 1,087 | |
Finance expense | (3,182) | (2,734) | ||||
Finance income | 138 | 235 | ||||
Foreign currency gain, net | 1,460 | 211 | ||||
Profit/ (Loss) for the period attributable to Goldenport Holdings Inc. shareholders |
|
|
| 3,374 | (1,201) | |
Total comprehensive income for the period attributable to Goldenport Holdings Inc. shareholders |
|
|
| 3,374 | (1,201) | |
Earnings per share (U.S.$): |
|
|
|
|
|
|
|
|
|
|
|
|
|
- Basic and diluted EPS for the period |
|
|
| 0.04 | (0.02) | |
Weighted average number of shares for basic and diluted EPS |
| 4 | 91,263,252 | 71,260,391 | ||
The accompanying notes 1 to 15 are an integral part of these consolidated financial statements.
INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION
As at 30 June 2011
Notes | 30 June 2011U.S.$'000 | 31 December 2010U.S.$'000 | ||||
ASSETS | Unaudited | Audited | ||||
Non-current assets | ||||||
Vessels at cost, net | 5 | 443,429 | 368,164 | |||
Advances for vessel acquisition | - | 2,432 | ||||
Advances for vessels under construction |
| 6 | 60,635 | 71,021 | ||
Other non-current assets | 8 | 1,094 | 1,770 | |||
505,158 | 443,387 | |||||
Current assets | ||||||
Trade receivables | 6,307 | 3,744 | ||||
Insurance claims | 278 | 433 | ||||
Due from related parties | 14 | 2,450 | 3,668 | |||
Prepaid expenses and other assets |
|
|
| 2,071 | 1,247 | |
Other current assets | 8 | 768 | 401 | |||
Restricted cash | 10 | 6,275 | 10,100 | |||
Cash and cash equivalents | 9 | 29,600 | 52,683 | |||
47,749 | 72,276 | |||||
TOTAL ASSETS | 552,907 | 515,663 | ||||
SHAREHOLDERS' EQUITY AND LIABILITIES | ||||||
Equity attributable to equity holders of the parent |
|
|
|
|
|
|
Issued share capital | 11 | 912 | 911 | |||
Share premium | 11 | 145,419 | 145,204 | |||
Other capital reserves | 213 | 84 | ||||
Retained earnings | 118,005 | 119,981 | ||||
TOTAL EQUITY | 264,549 | 266,180 | ||||
Non-current liabilities | ||||||
Long-term debt | 12 | 231,706 | 187,134 | |||
Deferred revenue | - | 434 | ||||
Other non-current liabilities | 8 | 569 | 682 | |||
232,275 | 188,250 | |||||
Current liabilities | ||||||
Trade payables | 8,332 | 8,706 | ||||
Current portion of long-term debt |
| 12 | 36,271 | 41,467 | ||
Accrued liabilities and other payables |
|
|
| 7,520 | 5,902 | |
Other current liabilities | 8 | 272 | 345 | |||
Deferred revenue | 3,688 | 4,813 | ||||
56,083 | 61,233 | |||||
TOTAL LIABILITIES | 288,358 | 249,483 | ||||
TOTAL EQUITY AND LIABILITIES | 552,907 | 515,663 |
The accompanying notes 1 to 15 are an integral part of these consolidated financial statements.
INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the six months ended 30 June 2011
| Number of shares | Par value U.S.$ | Issued share capital U.S.$'000 | Share premium U.S.$'000 | Other capital reserves U.S.$'000 | Retained earnings U.S.$'000 | Total Equity U.S.$'000 | |||
| ||||||||||
As at 1 January 2010 | 70,820,611 | 0.01 | 708 | 108,865 | - | 125,909 | 235,482 | |||
Loss for the period | - | - | - | - | - | (1,201) | (1,201) | |||
Total Comprehensive Income | - | - | - | - | - | (1,201) | (1,201) | |||
Share based payments- AIP (Annual Incentive Plan) shares | 116,196 | 0.01 | 1 | 176 | - | - | 177 | |||
Dividends to equity shareholders | 1,537,091 | 0.01 | 15 | 2,291 | - | (3,173) | (867) | |||
As at 30 June 2010 (unaudited) | 72,473,898 | 0.01 | 724 | 111,332 | - | 121,535 | 233,591 | |||
As at 1 January 2011 | 91,170,473 | 0.01 | 911 | 145,204 | 84 | 119,981 | 266,180 | |||
Profit for the period | - | - | - | - | - | 3,374 | 3,374 | |||
Total Comprehensive Income | - | - | - | - | - | 3,374 | 3,374 | |||
Share based payments- AIP (Annual Incentive Plan) shares | 111,965 | 0.01 | 1 | 204 | - | - | 205 | |||
Share based payment transactions | - | - | - | - | 129 | - | 129 | |||
Dividends to equity shareholders | 6,116 | 0.01 | 0 | 11 | - | (5,350) | (5,339) | |||
As at 30 June 2011 (unaudited) | 91,288,554 | 0.01 | 912 | 145,419 | 213 | 118,005 | 264,549 | |||
The accompanying notes 1 to 15 are an integral part of these consolidated financial statements.
INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS
For the six months ended 30 June 2011
Notes | 6 months Ended 30 June 2011U.S.$'000 |
| 6 months Ended 30 June 2010U.S.$'000 | ||
Unaudited | Unaudited | ||||
Operating activities | |||||
Profit/(Loss) for the period | 3,374 | (1,201) | |||
Adjustments to reconcile profit/(loss) for the period to net cash inflow from operating activities: | |||||
Depreciation | 5 | 18,313 | 14,486 | ||
Depreciation of dry-docking costs | 5 | 2,414 | 5,581 | ||
Gain from disposal of vessels | - | (868) | |||
Finance expense | 3,182 | 2,734 | |||
Finance income | (138) | (235) | |||
Annual Incentive Plan shares | 9 | 9 | |||
Share-based payment transactions | 129 | - | |||
Foreign currency gain, net | (1,460) | (211) | |||
Operating profit before working capital changes | 25,823 | 20,295 | |||
Increase in inventories | - | (126) | |||
Increase in trade receivables, prepaid expenses & other assets | (3,283) | (2,797) | |||
Decrease in insurance claims | 155 | 457 | |||
Receivable from cancellation of new building contracts | - | 9,360 | |||
Increase/(Decrease) in trade payables, accrued liabilities & other payables | 3,902 | (859) | |||
Decrease in deferred revenue | (1,559) | (1,195) | |||
Net cash flows from operating activities before movement in amounts due from related parties | 25,038 | 25,135 | |||
Due from related parties | 14 | 1,218 | (121) | ||
Net cash flows provided by operating activities | 26,256 | 25,014 | |||
Investing activities | |||||
Acquisition/improvements of vessels | (5,864) | (23,828) | |||
Proceeds from disposal of vessels net of commissions | - | 1,911 | |||
Dry-docking costs | (1,403) | (2,255) | |||
Advances for vessels under construction | (76,270) | (32,417) | |||
Interest received | 138 | 235 | |||
Net cash flows used in investing activities | (83,399) | (56,354) | |||
Financing activities | |||||
Proceeds from issue of long-term debt | 62,745 | 45,481 | |||
Repayment of long-term debt | (23,473) | (19,694) | |||
Restricted cash | 10 | 3,825 | 5,000 | ||
Interest paid | (2,853) | (2,486) | |||
Dividends paid | (5,339) | (867) | |||
Net cash flows provided by financing activities | 34,905 | 27,434 | |||
Net decrease in cash and cash equivalents | (22,238) | (3,906) | |||
Exchange (losses)/ gains on cash and cash equivalents | (845) | 2 | |||
Cash and cash equivalents at beginning of period | 52,683 | 24,618 | |||
Cash and cash equivalents at end of period | 29,600 | 20,714 |
The accompanying notes 1 to 15 are an integral part of these consolidated financial statements.
NOTES TO THE INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
For the six months ended 30 June 2011
1. FORMATION, BASIS OF PRESENTATION AND GENERAL INFORMATION:
Goldenport Holdings Inc. ('Goldenport' or the 'Company') was incorporated under the laws of Marshall Islands, as a limited liability company, on 21 March 2005. On 5 April 2006 Goldenport Holdings Inc. was admitted in the Official List and started trading at the London Stock Exchange ("LSE").
The address of the registered office of the Company is Trust Company Complex, Ajeltake Road, Ajeltake Island, Majuro, Marshall Islands MH 96960. The address of the Head Office of the Company is Status Center, 41 Athinas Avenue, 166-71 Vouliagmeni, Greece.
Goldenport as at 30 June 2011 is the holding Company for twenty two intermediate holding companies, each in turn owning a vessel-owning company, as listed in the table below. Goldenport is also the holding Company of two more intermediate holding companies, owning Cheyenne Maritime Company and Loden Maritime Co., which will be the vessel-owning companies of one new built bulk carrier ordered at Cosco Zhoushan Shipyard and one new built container vessel ordered at Jiangsu Yangzijiang Shipyard upon delivery of the vessels. Also, as at 30 June 2011 Goldenport is the holding Company of a fully owned subsidiary named Goldenport Marine Services, which provides the Company and its affiliates a wide range of shipping services, such as insurance consulting, legal, financial and accounting services, quality and safety, information technology (including software licences) and other administrative activities in exchange for a daily fixed fee, per vessel. Goldenport Marine Services has been registered in Greece under the provisions of Law 89/1967.
Goldenport and its subsidiaries will be hereinafter referred to as the 'Group'.
The interim condensed consolidated financial statements comprising the financial statements of the Company and its wholly owned subsidiaries (see (a) below) and the proportionally consolidated financial statements of the jointly controlled entity (see (b) below) were authorised for issue in accordance with a resolution of the Board of Directors on 30 August 2011.
a) The wholly owned subsidiaries of the Company are:
Intermediate holding company | Vessel - owning company | Country of Incorporation of vessel-owning company | Name of Vessel owned by Subsidiary | Year of acquisition of vessel | Type of Vessel |
Aloe Navigation Inc. | Karana Ocean Shipping Co. Ltd. | Malta | Alex D | 1999 | Bulk Carrier |
Carrier Maritime Co. | Black Diamond Shipping Ltd. | Malta | Lindos | 2003 | Bulk Carrier |
Medina Trading Co. | Carina Maritime Ltd. | Malta | Tilos | 2004 | Bulk Carrier |
Shavannah Marine Inc. | Serena Navigation Ltd. | Malta | Limnos | 2004 | Bulk Carrier |
Sirene Maritime Inc. | Alvey Marine Inc. | Liberia | MSC Scotland | 2006 | Container |
Kariba Shipping S.A. | Kosmo Services Inc. | Marshall Islands | MSC Fortunate | 2006 | Container |
Muriel Maritime S.A. | Ipanema Navigation Corp. | Marshall Islands | Vasos | 2006 | Bulk Carrier |
Baydream Shipping Inc. | Hinter Marine S.A. | Marshall Islands | MSC Finland | 2007 | Container |
Knight Maritime S.A. | Mona Marine S.A. | Liberia | MSC Anafi | 2007 | Container |
Foyer Marine Inc. | Ginger Marine Company | Marshall Islands | MSC Accra | 2007 | Container |
Genuine Marine Corp. | Breaport Maritime S.A | Panama | Bosporus Bridge | 2007 | Container |
Jaxon Navigation Ltd. | Hampson Shipping Ltd. | Liberia | Gitte | 2007 | Container |
Tuscan Navigation Corp. | Longfield Navigation S.A. | Liberia | Brilliant | 2007 | Container |
Oceanrace Maritime Limited | Seasight Marine Company | Marshall Islands | MSC Socotra | 2009 | Container |
Moyet Marine Ltd. | Anemone Maritime S.A. | Liberia | Grand Vision | 2010 | Container |
Aleria Navigation Company | Melia Shipping Limited | Liberia | Golden Trader | 2010 | Bulk Carrier |
Alacrity Maritime Inc. | Giga Shipping Ltd. | Marshall Islands | Milos | 2010 | Bulk Carrier |
Seaward Shipping Co. | Valaam Incorporated | Liberia | Sifnos | 2010 | Bulk Carrier |
Lativa Marine Inc. | Dionysus Shipholding Carrier Co. | Liberia | Eleni D | 2010 | Bulk Carrier |
Abyss Maritime Ltd. | Moonglade Maritime S.A. | Liberia | Pisti (ex. ZS07036) | 2011(2) | Bulk Carrier |
Clochard Maritime Limited | Shila Maritime Corp. | Marshall Islands | D. Skalkeas (ex. YZJ-917) | 2011(3) | Bulk Carrier |
Sycara Navigation S.A. | Prunella Shipholding S.A. | Marshall Islands | Pos Yantian (ex. Clifton Bridge) | 1988(1) | Container |
Jubilant Marine Company | Cheyenne Maritime Company | Marshall Islands | Sofia (ex. ZS07038) | 2011(4) | Bulk Carrier |
Chanelle Shipping Company | Loden Maritime Co. | Marshall Islands | Erato (ex. YZJ-815) | 2011(5) | Container |
Intermediate holding company | Vessel - owning company | Country of Incorporation of vessel-owning company | Name of Vessel owned by Subsidiary | ||
Bacaro Services Corp. | Accalia Navigation Limited | Liberia | Dormant Company | ||
Oates Trading Corp. | Risa Maritime Co. Ltd. | Malta | Dormant Company | ||
Nemesis Maritime Inc. | Samos Maritime Ltd. | Malta | Dormant Company | ||
Meredith Trading Corporation | Guilford Marine S.A. | Panama | Dormant Company | ||
Marta Trading Co. | Superb Maritime S.A. | Panama | Dormant Company | ||
Royal Bay Marine Ltd. | Opal Maritime Limited | Malta | Dormant Company | ||
Daphne Marine Corp. | Dancing Waves Co. Ltd. | Malta | Dormant Company | ||
Portia Navigation Co. | Borealis Shipping Co. Ltd. | Malta | Dormant Company | ||
Audrey Marine Corp. | Wild Orchid Shipping Ltd. | Malta | Dormant Company | ||
Sicuro Shipmanagement S.A. | Hampton Trading S.A. | Liberia | Dormant Company | ||
Rawlins Trading Ltd. | Fairland Trading S.A. | Panama | Dormant Company | ||
Platinum Shipholding S.A. | Coral Sky Marine Ltd. | Malta | Dormant Company | ||
Blaze Navigation Corp. | Nilwood Comp. Inc. | Panama | Dormant Company | ||
Dumont International Inc. | Black Rose Shipping Ltd. | Malta | Dormant Company | ||
Dryades Maritime Limited | Ingle Trading Co. | Liberia | Dormant Company | ||
Leste Shipholding Inc. | Sundown International Inc. | Liberia | Dormant Company | ||
Daysailer Navigation Co. | Platax Shipholding Carrier S.A. | Liberia | Dormant Company | ||
Goldenport Marine Services | - | Marshall Islands | - | ||
(1)Vessel Pos Yantian was delivered on 15 February 2011 | |||||
(2)Vessel Pisti was delivered on 18 April 2011 | |||||
(3) Vessel D Skalkeas was delivered on 9 May 2011 | |||||
(4) Vessel Sofia was delivered on 13 July 2011 | |||||
(5) Vessel Erato was delivered on 25 July 2011 |
b) Proportionally consolidated the 50% Joint Venture (Note 7)
Intermediate holding company | Vessel-owning company | Country of Incorporation of vessel-owning company | Name of Vessel owned by Subsidiary | Year of acquisition of vessel | Type of Vessel |
Sentinel Holdings Inc. | Citrus Shipping Corp. | Marshall Islands | Marie-Paule | 2009 | Bulk Carrier |
Sentinel Holdings Inc. | Barcita Shipping S.A. | Marshall Islands | Alpine Trader | 2009 | Bulk Carrier |
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
(a) Basis of preparation: The Group's interim condensed consolidated financial statements for the six months ended 30 June 2011 have been prepared using the same accounting policies and methods of computation used in the preparation of the Group's annual financial statements for the year ended 31 December 2010. The interim consolidated financial statements are presented in US dollars and all financial values are rounded to the nearest thousand ($000), except the per share information.
(b) Statement of compliance: The interim condensed consolidated financial statements for the six months ended 30 June 2011 have been prepared in accordance with International Financial Reporting Standards applicable to interim financial reporting as adopted by the European Union (IAS 34). The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Group's annual financial statements as at 31 December 2010.
(c) Changes in accounting policy and disclosures
The accounting policies adopted are consistent with those of the previous financial year except as follows:
The Group has adopted the following new and amended IFRS and IFRIC interpretations as of 1 January 2011:
o IFRIC 19 Extinguishing Financial Liabilities with Equity Instruments
o IFRIC 14 Prepayments of a Minimum Funding Requirement (Amended)
o IAS 32 Classification on Rights Issues (Amended)
o IAS 24 Related Party Disclosures (Revised)
o Improvements to IFRSs (May 2010)
None of the standards and interpretations had an impact in the consolidated financial statements or had an effect on the financial position of the Group.
·; In May 2010 the IASB issued its third omnibus of amendments to its standards, primarily with a view to removing inconsistencies and clarifying wording.
Ø IFRS 1 First-time adoption
Ø IFRS 3 Business Combinations
Ø IFRS 7 Financial Instruments: Disclosures
This improvement gives clarifications of disclosures required by IFRS 7 and emphasizes the interaction between quantitative and qualitative disclosures and the nature and extent of risks associated with financial instruments.
Ø IAS 1 Presentation of Financial Statements
This amendment clarifies that an entity will present an analysis of other comprehensive income for each component of equity, either in the statement of changes in equity or in the notes to the financial statements.
Ø IAS 27 Consolidated and Separate Financial Statements
This improvement clarifies that the consequential amendments from IAS 27 made to IAS 21 The Effect of Changes in Foreign Exchange Rates, IAS 28 Investments in Associates and IAS 31 Interests in Joint Ventures apply prospectively for annual periods beginning on or after 1 July 2009 or earlier when IAS 27 is applied earlier.
Ø IAS 34 Interim Financial Reporting
This improvement requires additional disclosures for fair values and changes in classification of financial assets, as well as changes to contingent assets and liabilities in interim condensed financial statements. The improvement had lead to no additional disclosures
Ø IFRIC 13 Customer Loyalty Programmes
(d) Standards issued but not yet effective and not early adopted
·; IFRS 7 Financial Instruments: Disclosures as part of its comprehensive review of off balance sheet activities (Amended)
The amendment is effective for annual periods beginning on or after 1 July 2011. The purpose of this amendment is to allow users of financial statements to improve their understanding of transfer transactions of financial assets (e.g. securitisations), including understanding the possible effects of any risks that may remain with the entity which transferred the assets. The amendment also requires additional disclosures if a disproportionate amount of transfer transactions are undertaken around the end of a reporting period. The amendments broadly align the relevant disclosure requirements of IFRSs and US GAAP. This amendment has not yet been endorsed by the EU. Management has assessed that this has no impact on the Group's financial statement disclosures.
·; IAS 12 Deferred tax: Recovery of Underlying Assets (Amended)
The amendment is effective for annual periods beginning on or after 1 January 2012. This amendment concerns the determination of deferred tax on investment property measured at fair value and also incorporates SIC-21 Income Taxes - Recovery of Revalued Non-Depreciable Assets into IAS 12 for non-depreciable assets measured using the revaluation model in IAS 16. The aim of this amendment is to include a) a rebuttable presumption that deferred tax on investment property measured using the fair value model in IAS 40 should be determined on the basis that its carrying amount will be recovered through sale and b) a requirement that deferred tax on non-depreciable assets, measured using the revaluation model in IAS 16, should always be measured on a sale basis. This amendment has not yet been endorsed by the EU. Management has assessed that this standard has no impact to the Group's financial position.
·; IFRS 9 Financial Instruments - Phase 1 Classification and Measurement
The new standard is effective for annual periods beginning on or after 1 January 2013. Phase 1 of this new IFRS addresses classification and measurement of financial instruments. Phase 1 of IFRS 9 will have a significant impact on (i) the classification and measurement of financial assets and (ii) a change in reporting for those entities that have designated financial liabilities using the Fair Value Option (FVO). Early adoption is permitted. This standard has not yet been endorsed by the EU. The Group is in the process of assessing the impact of the new standard on the financial position or performance of the Group.
·; IFRS 10 Consolidated Financial Statements
The new standard is effective for annual periods beginning on or after 1 January 2013. IFRS 10 establishes a single control model that applies to all entities, including special purpose entities. The changes introduced by IFRS 10 will require management to exercise significant judgment to determine which entities are controlled and, therefore, are required to be consolidated by a parent. Examples of areas of significant judgment include evaluating de facto control, potential voting rights or whether a decision maker is acting as a principal or agent. IFRS 10 replaces the part of IAS 27 Consolidated and Separate Financial Statements related to consolidated financial statements and replaces SIC 12 Consolidation - Special Purpose Entities. This standard has not yet been endorsed by the EU. The Group is in the process of assessing the impact of the new standard on the financial position or performance of the Group.
·; IFRS 11 Joint Arrangements
The new standard is effective for annual periods beginning on or after 1 January 2013. IFRS 11 eliminates proportionate consolidation of jointly controlled entities. Under IFRS 11, jointly controlled entities, if classified as joint ventures (a newly defined term), must be accounted for using the equity method. Additionally, jointly controlled assets and operations are joint operations under IFRS 11, and the accounting for those arrangements will generally be consistent with today's accounting. That is, the entity will continue to recognize its relative share of assets, liabilities, revenues and expenses. IFRS 11 replaces IAS 31 Interests in Joint Ventures and SIC 13 Jointly Controlled Entities - Non-Monetary Contributions by Venturers. This standard has not yet been endorsed by the EU. The Group is in the process of assessing the impact of the new standard on the financial position or performance of the Group.
·; IFRS 12 Disclosures of Interests in Other Entities
The new standard is effective for annual periods beginning on or after 1 January 2013. IFRS 12 combines the disclosure requirements for an entity's interests in subsidiaries, joint arrangements, investments in associates and structured entities into one comprehensive disclosure standard. A number of new disclosures also will be required such as disclosing the judgments made to determine control over another entity. IFRS 12 replaces the requirements previously included in IAS 27, IAS 31, and IAS 28 Investments in Associates. This standard has not yet been endorsed by the EU. The Group expects no impact of the new standard on the financial position or performance of the Group.
·; IFRS 13 Fair Value Measurement
The new standard is effective for annual periods beginning on or after 1 January 2013. The main reason of issuance of IFRS 13 is to reduce complexity and improve consistency in application when measuring fair value. It does not change when an entity is required to use fair value but, rather, provides guidance on how to measure fair value under IFRS when fair value is required or permitted by IFRS. IFRS 13 consolidates and clarifies the guidance on how to measure fair value and also to increase convergence with USGAAP which has also been amended by FAASB. This standard should be applied prospectively and early adoption is permitted. This standard has not yet been endorsed by the EU. The Group is in the process of assessing the impact of the new standard on the financial position or performance of the Group.
·; IAS 27 Separate Financial Statements (amended)
This amendment is effective for annual periods beginning on or after 1 January 2013. As a result of the new standards IFRS10, IFRS 11 and IFRS 12, this standard was amended to contain accounting and disclosure requirements for investments in subsidiaries, joint ventures and associates when an entity prepares separate financial statements. IAS 27 Separate Financial Statements requires an entity preparing separate financial statements to account for those investments at cost or in accordance with IFRS 9, Financial Instruments. Earlier application is permitted. This amendment has not yet been endorsed by the EU. The Group expects no impact of this amendment on the financial position or performance of the Group.
·; IAS 28 Investments in Associates and Joint Ventures (amended)
The Standard is effective for annual periods beginning on or after 1 January 2013. As a result of the new standards IFRS10, IFRS 11 and IFRS 12, this standard was amended to prescribe the accounting for investments in associates and set out the requirements for the application of the equity method when accounting for investments in associates and joint ventures. Earlier application is permitted. This amendment has not yet been endorsed by the EU. The Group expects no impact of this amendment on the financial position or performance of the Group.
·; IAS 19 Employee Benefits (amended)
The amendment is effective for annual periods beginning on or after 1 January 2013. The amended IAS 19 proposes major changes to the accounting for employee benefits, including the removal of the option for deferred recognition of changes in pension plan assets and liabilities (known as the "corridor approach"). The result is greater balance sheet volatility for those entities currently applying the corridor approach. These amendments will limit the changes in the net pension asset (liability) recognized in profit or loss to net interest income (expense) and service costs. Expected returns on plan assets will be replaced by a credit to income based on the corporate bond yield rate. In addition, the revised standard requires immediate recognition of past service costs as a result of plan amendments (in the income statement) and requires termination benefits to be recognized only when the offer becomes legally binding and cannot be withdrawn. Early application is permitted. This amendment has not yet been endorsed by the EU. The Group is in the process of assessing the impact of this amendment on the financial position or performance of the Group.
·; IAS 1 Presentation of Financial Statements (amended)
The amendment is effective for annual periods beginning on or after 1 July 2012. This amendment changes the grouping of items presented in Other Comprehensive Income. Items that could be reclassified (or "recycled") to profit or loss at a future point in time (for example, upon derecognition or settlement) would be presented separately from items which will never be reclassified. This amendment has not yet been endorsed by the EU.
3. VOYAGE AND VESSEL OPERATING EXPENSES:
The amounts in the accompanying consolidated statement of comprehensive income are analysed as follows:
Voyage expenses
30 June 2011U.S.$'000 | 30 June 2010U.S.$'000 | |||
Unaudited | Unaudited | |||
Port charges | (188) | (85) | ||
Bunkers (fuel costs), net | 341 | 108 | ||
Commissions | (2,998) | (2,356) | ||
(2,845) | (2,333) |
Vessel operating expenses
30 June 2011U.S.$'000 | 30 June 2010U.S.$'000 | |||
Unaudited | Unaudited | |||
Crew expenses | (8,968) | (6,085) | ||
Stores & Consumables | (733) | (562) | ||
Spares | (1,269) | (1,199) | ||
Repairs & Maintenance | (1,008) | (1,272) | ||
Lubricants | (3,060) | (2,118) | ||
Insurance | (2,194) | (2,093) | ||
Taxes (other than income tax) |
| (319) | (341) | |
Other operating expenses | (1,758) | (1,602) | ||
(19,309) | (15,272) |
4. EARNINGS PER SHARE:
Basic and diluted earnings per share ("EPS") of U.S.$0.04 (2010: (0.02)) are calculated by dividing the profit/(loss) for the period attributable to Goldenport Holdings Inc. shareholders (U.S.$3,374 and U.S.$ (1,201) for the periods ended 30 June 2011 and 30 June 2010, respectively), by the weighted average number of shares outstanding (91,263,252 and 71,260,391 for the six month periods ended 30 June 2011 and 30 June 2010, respectively). The weighted average number of shares outstanding reflects the weighted average of the shares existed on 31 December 2010, the shares issued on 16 March 2011 relating to the Full Share Award under the provisions of AIP and the shares issued on 17 May 2011 relating to the scrip dividend program (as approved by the AGM on 11 May 2011).
Diluted EPS reflects the potential dilution that could occur if share options or other contracts to issue shares were exercised or converted into shares.
Date | Number of shares as of year / period end | |
31 December 2010 (audited) | 91,170,473 | |
30 June 2011 (unaudited) | 91,288,554 | |
Weighted average number of shares during the six month period ended 30 June 2011 (unaudited) | 91,263,252 |
5. VESSELS:
Vessels consisted of the following as at 30 June 2011 and 31 December 2010:
|
| 30 June 2011U.S.$'000 | 31 December 2010U.S.$'000 | |
Cost | Unaudited | Audited | ||
At 1 January | 468,605 | 338,576 | ||
Additions | 8,296 | 23,828 | ||
Transfer from vessels under construction |
| 86,709 | 107,621 | |
Disposals | - | (1,420) | ||
At end of period/year |
| 563,610 | 468,605 | |
Depreciation | ||||
At 1 January | (108,098) | (78,022) | ||
Depreciation charge for the period/year |
| (18,313) | (30,686) | |
Disposals | - | 610 | ||
At end of period/year |
| (126,411) | (108,098) | |
Net carrying amount of vessels |
| 437,199 | 360,507 | |
Cost of dry-dockings | ||||
At 1 January | 44,651 | 39,706 | ||
Additions | 987 | 5,960 | ||
Disposals | - | (1,015) | ||
At end of period/year |
| 45,638 | 44,651 | |
Depreciation | ||||
At 1 January | (36,994) | (29,018) | ||
Depreciation charge for the period/year |
| (2,414) | (8,758) | |
Disposals | - | 782 | ||
At end of period/year |
| (39,408) | (36,994) | |
Net carrying amount of dry-docking costs |
| 6,230 | 7,657 | |
Total net carrying amount | 443,429 | 368,164 |
All of the Company's operating vessels, except for vessel MSC Scotland (with carrying value of U.S.$16,856 and U.S.$18,055 as at 30 June 2011 and 31 December 2010 respectively), having a total carrying value of U.S. $426,573 as at 30 June 2011 (U.S.$350,109 as at 31 December 2010), have been provided as collateral to secure the loans discussed in note 12.
Operational vessel acquisition
On 15 February 2011, the Company took delivery of the M/V 'Clifton Bridge', a container vessel of 3,720 TEU built in 1988, which was acquired for U.S.$8,100. The vessel was renamed to 'Pos Yantian' upon delivery and commencement of charter.
Delivery of new build bulk carriers
On 18 April 2011 the Company took delivery of the 57,000 DWT new build bulk carrier 'Pisti', which was constructed in Cosco Zhousan shipyard of China. The total construction cost of vessel amounted to U.S.$39,367.
On 9 May 2011 the Company took delivery of the 93,000 DWT new build bulk carrier 'D Skalkeas', which was constructed in Jiangsu Yangzijiang Shipbuilding Co. shipyard of China. The total construction cost of vessel amounted to U.S.$47,842.
Dry-docking costs
During 2011 one vessel of the Group underwent scheduled dry-docking at a cost of U.S.$608 (U.S.$ 5,015 as at 31 December 2010 for dry docking of seven vessels). The total cost of dry dockings includes also a cost of U.S.$500 (U.S.$945 as at 31 December 2010) relating to the dry docking components of the new vessels, reduced by an amount of U.S.($121) relating to reduction of cost incurred by vessels which underwent scheduled dry-dockings in 2010.
6. Advances for vesselS UNDER construction:
The balances as at 30 June 2011 and 31 December 2010 were as follows:
|
| 30 June 2011U.S.$'000 | 31 December 2010U.S.$'000 | |
Unaudited | Audited | |||
1 Bulk Carriers (Cosco Zhousan Shipyard, China - Sofia) |
| 31,138 | 8,100 | |
1 Container (Jiangsu Yangzijiang Shipbuilding Co. Ltd, China - Erato) | 29,497 | 19,507 | ||
60,635 | 27,607 | |||
2 Bulk Carriers (Cosco Zhousan Shipyard, China - Milos & Sifnos) |
| - | 74,571 | |
1 Bulk Carrier (SPP Shipbuilding Co. - Eleni D) |
| - | 33,050 | |
1 Bulk Carrier (Cosco Zhousan Shipyard, China -Pisti) |
| 39,367 | 23,407 | |
1 Bulk Carrier (Jiangsu Yangzijiang Shipbuilding Co. Ltd, China - D Skalkeas) | 47,842 | 20,007 | ||
Transfer to cost of vessels |
| (87,209) | (107,621) | |
60,635 | 71,021 |
Bulk Carriers (Cosco Zhousan Shipyard)
Vessel Pisti
On 14 January 2011 the Group paid to the shipyard an amount of US$7,550 representing the fourth instalment for M/V Pisti and on 18 April 2011 the Group paid to the shipyard an amount of US$7,851 representing the delivery instalment of U.S.$7,550, which was paid along with additional charges of U.S.$301 under agreement with the shipyard. The total construction cost of US$39,367 for M/V Pisti has been reclassified to vessels in the interim consolidated statement of financial position.
Vessel Sofia
On 18 January 2011 and on 11 April 2011 the Group paid to the shipyard the amounts of US$15,100 and U.S.$7,550 representing the aggregate of second and third instalment and the fourth instalment respectively for M/V Sofia. The remaining payments will be made to the yard based on the construction process schedule (note 15).
1 Bulk Carrier - 1 Container (Jiangsu Yangzijiang Shipbuilding Co. Ltd. Shipyard)
Vessel D Skalkeas
On 7 January 2011 and on 6 May 2011 the Group paid to the shipyard the amounts of US$18,235 and US$8,596 representing the aggregate of the third and fourth instalment and the delivery instalment respectively for M/V D Skalkeas. The total construction cost of US$47,842 for M/V D Skalkeas has been reclassified to vessels in the interim consolidated statement of financial position.
Vessel Erato
On 1 April 2011 the Group paid to the shipyard the amounts of US$9,432 representing the third instalment for M/V Erato. The remaining payments will be made to the yard based on the construction process schedule (note 15).
7. JOINT VENTURE:
The Group's 50% portion in the stand alone financial statements of Sentinel Holdings Inc., as at 30 June 2011 and 31 December 2010 was as follows:
Consolidated Statement of Financial Position |
| 30 June 2011U.S.$'000 | 31 December 2010U.S.$'000 | |
Unaudited | Audited | |||
ASSETS | ||||
Non-current assets | ||||
Vessels | 29,480 | 30,126 | ||
29,480 | 30,126 | |||
Current assets | ||||
Prepaid expenses and other assets |
| 453 | 515 | |
Cash and cash equivalents | 1,024 | 2,390 | ||
1,477 | 2,905 | |||
TOTAL ASSETS | 30,957 | 33,031 | ||
SHAREHOLDERS' EQUITY AND LIABILITIES | ||||
Equity attributable to equity holders of the parent |
|
|
|
|
Retained earnings | 3,916 | 3,069 | ||
TOTAL EQUITY | 3,916 | 3,069 | ||
Non-current liabilities | ||||
Long-term debt | 19,841 | 20,552 | ||
19,841 | 20,552 | |||
Current liabilities | ||||
Current portion of long-term debt |
| 1,412 | 1,412 | |
Other liabilities | 5,788 | 7,998 | ||
7,200 | 9,410 | |||
TOTAL LIABILITIES | 27,041 | 29,962 | ||
TOTAL EQUITY AND LIABILITIES | 30,957 | 33,031 |
Consolidated Statement of Comprehensive Income |
| 30 June 2011U.S.$'000 | 30 June 2010U.S.$'000 | |
Unaudited | Unaudited | |||
Revenue | 2,839 | 2,955 | ||
Expenses | ||||
Voyage expenses | (135) | (141) | ||
Vessel operating expenses | (828) | (833) | ||
Management fees - related party | (128) | (128) | ||
Depreciation | (597) | (597) | ||
Depreciation of dry-docking costs |
| (50) | (50) | |
Operating profit | 1,101 | 1,206 | ||
Finance expense | (237) | (248) | ||
Foreign currency (loss)/gain, net |
| (17) | 6 | |
Profit for the period attributable to Sentinel Holdings Inc. shareholders |
| 847 | 964 |
8. OTHER ASSETS - LIABILITIES:
The amounts in the accompanying statement of financial position are analysed as follows:
ASSETS
30 June 2011U.S.$'000 | 31 December 2010U.S.$'000 | |||
Unaudited | Audited | |||
Non current: | ||||
Non-level charters | 1,094 | 1,770 | ||
1,094 | 1,770 | |||
Current: | ||||
Non-level charters | 768 | 196 | ||
Fair value of foreign currency forward - current | - | 205 | ||
768 | 401 |
The amount of U.S.$1,862 as at 30 June 2011 (U.S.$1,966 as at 31 December 2010) relates to the asset created upon accounting for charter agreements with specified rate increases over the charter term (non-level charters).
LIABILITIES
The amounts in the accompanying statement of financial position are analysed as follows:
| 30 June 2011U.S.$'000 | 31 December 2010U.S.$'000 | ||
Unaudited | Audited | |||
Fair value of interest rate swaps- non current(1) | (569) | (682) | ||
Fair value of interest rate swaps- current(1) | (272) | (345) | ||
(1): interest rate swaps for the loan of vessel Bosporus Bridge and the loan of vessels MSC Socotra | ||||
and MSC Finland. |
Variability can appear in floating rate assets, floating rate liabilities or from certain types of forecasted transactions, and can arise from changes in interest rates or currency exchange rates.
During 2009, the Group entered into an interest rate swap for the loan of vessels MSC Finland and MSC Socotra. The initial notional amount of this contract amounted to U.S.$11,900 amortising in accordance with the loan repayment schedule. Under the swap agreement, the Group exchanged variable to fixed interest rate at 3.23%. The fair value of the specific derivative financial instrument as at 30 June 2011 and 31 December 2010 was a liability of U.S.$117 and U.S.$240 respectively which is included in other non-current and current liabilities in the accompanying interim consolidated statement of financial position and gains or losses arising from changes in the fair value of the interest rate swap are taken to the interim statement of comprehensive income as finance income or finance expense respectively.
During 2007, the Group entered into an interest rate swap for the loan of vessel Bosporus Bridge. The initial notional amount of this contract amounted to U.S.$12,166 amortising in accordance with the loan repayment schedule. Under the swap agreement, the Group exchanged variable to fixed interest rate at 4.64%. The fair value of the specific derivative financial instrument as at 30 June 2011 and 31 December 2010 was a liability of U.S.$724 and U.S.$787 respectively, which is included in other non-current and current liabilities in the accompanying interim consolidated statement of financial position and gains or losses arising from changes in the fair value of the interest rate swap are taken to the interim statement of comprehensive income as finance income or finance expense respectively.
All financial instruments carried at fair value are categorised in three categories defined as follows:
Level 1 - Quoted market prices
Level 2 - Valuation techniques based on market observable inputs
Level 3 - Valuation techniques based on non- market observable inputs.
Both of the interest rate swaps of the Group were assessed as Level 2.
9. CASH AND CASH EQUIVALENTS:
30 June 2011U.S.$'000 | 31 December 2010U.S.$'000 | |||
Unaudited | Audited | |||
Cash at banks | 11,897 | 31,086 | ||
Short term deposits at banks |
| 17,703 | 21,597 | |
29,600 | 52,683 |
Cash at banks earns interest at floating rates based on daily bank deposit rates. Short term deposits are made for varying periods between one day and three months, depending on the immediate cash requirements of the Group, and earn interest at the respective short-term deposit rates.
The Group's loan agreements contain minimum liquidity clauses requiring available cash balances of at least U.S.$13,443 throughout the year.
10. RESTRICTED CASH:
The restricted cash of U.S. $6,275 as at 30 June 2011 (U.S.$10,100 as at 31 December 2010) consists of part of the amount drawn for the delivery instalment of MV Pisti of U.S.$2,275 and part of the amount drawn for the delivery instalment of MV D Skalkeas of U.S.$4,000, which remain restricted in use from the financing banks.
11. SHARE CAPITAL AND SHARE PREMIUM:
Share capital consists of the following:
|
| 30 June 2011U.S.$'000 | 31 December 2010U.S.$'000 | |
Unaudited | Audited | |||
Authorised | ||||
Shares of $0.01 each | 2,000 | 2,000 | ||
Issued and paid | ||||
Shares of $0.01 each | 912 | 911 | ||
Total issued share capital | 912 | 911 |
Annual Incentive Plan (AIP):
The Remuneration Committee at its meeting on 15 December 2010 proposed and the Board of Directors approved the base award for each participant under the terms of the AIP. Two of the participants selected the full shares award (FSA).
On 16 March 2011, 111,965 shares (116,196 shares were issued in 2010 for 2009 FSA) were issued to the participants that selected the FSA for the performance of the year 2010. On the same date an amount of U.S.$204 (U.S.$177 for 2009 FSA), representing the fair value of the award as of the grant date, was transferred from Current Liabilities into Equity.
The analysis of the share premium is as follows:
|
| U.S. $'000 |
|
|
|
Balance 31 December 2009 |
| 108,865 |
AIP shares issued in 2010 |
| 176 |
Follow on offering, net of transaction costs |
| 33,494 |
Scrip dividend shares |
| 2,669 |
Balance 31 December 2010 |
| 145,204 |
AIP shares issued in 2011 |
| 204 |
Scrip dividend shares |
| 11 |
Balance 30 June 2011 |
| 145,419 |
12. LONG-TERM DEBT:
The amounts in the accompanying statement of financial position are analysed as follows:
|
| 30 June 2011 U.S.$'000 | 31 December 2010U.S.$'000 | ||
Unaudited | Audited | ||||
Bank Loan | Vessel(s) | Amount | Rate % | Amount | Rate % |
a. Issued 26 June 2006, maturing 26 September 2011 (repaid 1 June 2011) | MSC Scotland | - | - | 4,300 | 2.80% |
b. Issued 19 July 2006, maturing 16 July 2011 | Vasos | 4,950 | 1.17% | 6,400 | 1.21% |
c. Issued 16 December 2008, maturing 29 July 2013 | MSC Fortunate | 18,565 | 2.80% | 20,485 | 2.79% |
d. Issued 19 July 2007, maturing 19 July 2014 | MSC Anafi | 9,950 | 2.77% | 10,950 | 2.79% |
e. Issued 17 August 2007, maturing 17 August 2012 | MSC Accra | 2,025 | 2.76% | 2,835 | 2.78% |
f. Issued 18 October 2007, maturing 18 October 2014 | Bosporus Bridge | 7,828 | 2.53% | 8,495 | 2.54% |
g. Issued 18 December 2009, maturing 6 May 2021 | D Skalkeas | 28,000 | 2.74% | 4,400 | 2.54% |
h. Issued 14 August 2009, maturing 25 July 2021 | Erato | 9,570 | 2.53% | 4,400 | 2.54% |
i. Issued 11 November 2007, maturing 11 November 2014 | Gitte, Brillinat | 10,700 | 2.77% | 11,850 | 2.79% |
j. Issued 16 January 2009, maturing 16 January 2019 | Marie-Paule | 10,361 | 2.03% | 10,715 | 2.29% |
k .Issued 26 October 2009, maturing 26 October 2019 | Alpine Trader | 10,940 | 2.29% | 11,294 | 2.04% |
l. Issued 6 March 2009 maturing 25 October 2020 | Milos | 24,102 | 2.13% | 24,976 | 2.05% |
m. Issued 22 April 2009, maturing 3 November 2020 | Sifnos | 24,318 | 2.02% | 25,200 | 2.04% |
n. Issued 2 August 2010, maturing 18 April 2021 | Pisti | 26,425 | 2.00% | 11,325 | 2.04% |
o. Issued 18 January 2011, maturing 12 July 2021 | Sofia | 18,875 | 2.02% | - | - |
p. Issued 16 December 2009, maturing 16 March 2015 | MSC Finland,MSC Socotra, Tilos, Limnos, Grand Vision, Pos Yantian | 23,868 | 3.25% | 31,550 | 3.30% |
q. Issued 10 May 2010, maturing 10 November 2017 | Golden Trader, Lindos, Alex D | 17,400 | 3.27% | 18,700 | 3.29% |
r. Issued 10 May 2010, maturing 1 December 2022 | Eleni D | 20,976 | 2.10% | 21,700 | 2.14% |
Total | 268,853 | 229,575 | |||
Less: initial financing costs | (876) | (974) | |||
Less: current portion | (36,271) | (41,467) | |||
Long-term portion | 231,706 | 187,134 |
Use of credit facilities:
·; Loan p: On 15 February 2011 the Group agreed with the financing bank to use an amount of U.S.$5,200 from the restricted amount of U.S.$10,100 to finance the acquisition of the container vessel 'Pos Yantian'. The outstanding balance of the credit facility amounts to U.S.$4,900 was fully repaid to the bank upon delivery of vessel reducing the amortisation of loan (o) on a prorata basis.
Drawdown of loans:
§ Loan n: On 14 January 2011 and as part of the loan agreement concluded between the vessel owning company of the new-built bulk carrier 'Pisti' and a bank, the vessel owning company proceeded with the drawdown of U.S.$7,550, representing the fourth instalment paid directly to the shipyard as per the contract. On 18 April 2011 and as part of the loan agreement concluded between the vessel owning company of the new-built bulk carrier 'Pisti' and a bank, the vessel owning company proceeded with the drawdown of U.S.$7,550, representing part of the delivery instalment paid directly to the shipyard as per the contract.
§ Loan o: On 18 January 2011 and as part of the loan agreement concluded between the vessel owning company of the new-built bulk carrier 'Sofia' and a bank, the vessel owning company proceeded with the drawdown of U.S.$11,325, representing 50% portion of the second instalment and the third instalment amounted to U.S.$7,550 each, which were paid directly to the shipyard as per the contract. On 11 April 2011 and as part of the loan agreement concluded between the vessel owning company of the new-built bulk carrier 'Sofia' and a bank, the vessel owning company proceeded with the drawdown of U.S.$7,550, representing the fourth instalment paid directly to the shipyard as per the contract.
§ Loan g&h: i) On 1 April 2011 and as part of the loan agreement concluded between the vessel owning company of the new-built container 'Erato' and a bank, the vessel owning company proceeded with the drawdown of U.S.$5,170, representing the bank's portion of the third instalment, which amounted to U.S.$9,432 paid directly to the shipyard as per the contract. ii) On 7 January 2011 and as part of the loan agreement concluded between the vessel owning company of the new-built bulk carrier 'D Skalkeas' and a bank, the vessel owning company proceeded with the drawdown of U.S.$10,340, representing the bank's portion of the third and fourth instalment paid directly to the shipyard as per the contract. On 6 May 2011 and as part of the loan agreement concluded between the vessel owning company of the new-built bulk carrier 'D Skalkeas' and a bank, the vessel owning company proceeded with the drawdown of U.S.$13,260 part of which amounted to U.S.$4,664 was used to partially refinance the third and fourth instalment and the remaining amount of U.S.$8,596 was paid directly to the shipyard as per the contract.
All loans discussed above are denominated in U.S. dollars, and bear interest at LIBOR plus a margin. In addition, the Company has entered into an interest rate swap agreement for loan (f) and loan (p), to exchange variable to fixed interest rate at 4.64% and 3.23%, respectively.
The remaining loans have margins between 0.90% and 3.00% above LIBOR.
Total borrowing cost capitalised was U.S.$645 and U.S.$346 for the six months period ended 30 June 2011 and 30 June 2010, respectively.
Total interest paid was U.S.$2,853 and U.S.$2,486 for the six months period ended 30 June 2011 and 30 June 2010, respectively.
The loans are secured with first priority mortgages over the borrowers' vessels. The loan agreements contain covenants including restrictions as to changes in management and ownership of the vessels, additional indebtedness and mortgaging of vessels without the bank's prior consent as well as minimum requirements regarding corporate liquidity and hull cover ratio and corporate guarantees of Goldenport Holdings.
13. COMMITMENTS AND CONTINGENCIES:
a. Various claims, suits, and complaints, including those involving government regulations and product liability, arise in the ordinary course of the shipping business. In addition, losses may arise from disputes with charterers, agents, insurance providers and from other claims with suppliers relating to the operations of the Group's vessels. Currently, management is not aware of any such claims or contingent liabilities, which should be disclosed, or for which a provision should be established in the consolidated financial statements.
b. Goldenport Holdings Inc. entered into agreement with Cosco (Zhousan) Shipyard Co. for the construction of four new build bulk carriers of 57,000 DWT each. Two of these vessels were delivered in 2010, one was delivered in April 2011 (note 6) and the remaining one is expected to be delivered in July 2011 (note 15). One of the payments to the shipyard for M/V Sofia is committed and will be paid in accordance with the milestones, as described in the contract.
c. Goldenport Holdings Inc. entered into agreement with Jiangsu Yangzijiang Shipbuilding Co. Ltd and Anhui Technology Imp. & Exp. Co. for the construction of one new build bulk carrier of 93,000 DWT and one new build container vessel of 2,500 TEU nominal capacity. The bulk carrier (M/V D Skalkeas) was delivered in May 2011 and the container vessel (M/V Erato) is expected to be delivered in July 2011 (note 6). One of the payments to the shipyard for M/V Erato is committed and will be paid in accordance with the milestones, as described in the contract.
d. The Group has entered into time charter arrangements for all its vessels. These arrangements have remaining terms between 1-29 months as of 30 June 2011 (1-46 months as of 30 June 2010). Future minimum charters receivable (based on earliest delivery dates) upon time charter arrangements as at 30 June 2011, are as follows (it is noted that the vessel off-hires and dry-docking days that could occur but are not currently known are not taken into consideration; in addition early delivery of the vessels by the charterers is not accounted for; with regard to vessels Milos and Sifnos the calculation is based on the floor rate without taking into account any profit share scheme; for the vessels into Joint Venture (see note 7) 50% of revenue is included):
| 30 June 2011 U.S.$'000 | 30 June 2010 U.S.$'000 | ||
Unaudited | Unaudited | |||
Within one year | 69,634 | 79,087 | ||
After one year but not more than five years | 29,658 | 136,022 | ||
99,292 | 215,109 |
14. RELATED PARTY TRANSACTIONS:
Transactions with related parties consist of the following:
(a) Goldenport Shipmanagement Ltd. ("GSL"): All vessel operating companies included in the consolidated financial statements have a management agreement with GSL, a Liberian corporation directly controlled by Captain Paris Dragnis, to provide, in the normal course of business, a wide range of shipping managerial and administrative services, such as commercial operations, chartering, technical support and maintenance, engagement and provision of crew for a monthly management fee of U.S.$14.5 per vessel. In addition to the monthly fee GSL charges a commission equal to 2% of time and voyage revenues relating to charters it organises.
|
| 30 June 2011U.S.$'000 | 30 June 2010U.S.$'000 | |
Unaudited | Unaudited | |||
Voyage expenses - related Party | ||||
Goldenport Shipmanagement Ltd (Note 3) | 984 | 791 | ||
Management fees - related party | ||||
Goldenport Shipmanagement Ltd | 1,926 | 1,203 | ||
Total | 2,910 | 1,994 |
30 June 2011U.S.$'000 | 31 December 2010U.S.$'000 | |||
Unaudited | Audited | |||
Due from related parties -Current |
|
|
|
|
Goldenport Shipmanagement Ltd | 2,450 | 3,668 | ||
Total | 2,450 | 3,668 |
For the period ended 30 June 2011 commission charged by GSL amounted to U.S.$ 984 (30 June 2010: U.S.$791) and is included in "Voyage expenses". GSL has a branch office registered in Greece under the provisions of Law 89/1967.
The amounts receivable from GSL, shown in the table above, represent the vessel operating companies' cash surplus handled by GSL.
(b) Share-based payment transactions, Annual Incentive Plan and other remuneration of Directors and Management team
Annual incentive plan: On 1 March 2011, the Board of Directors approved the financial statements for the year ended 31 December 2010 and authorised the issuance of the shares relating to the full share award under the provisions of the AIP. Under these provisions the AIP shares would have to be calculated by reference to the closing market value of the Company's shares on the date of announcement of full year results for 2010. By reference to the closing market value of the Company's shares on 11 March 2011, 111,965 shares were granted and then registered to the participants' names on 16 March 2011.
The participants shall have the right to receive dividends for 2011 and the right to vote in respect of AIP shares but during a restricted period of one calendar year from registration the participants are not allowed to sell, assign, exchange, transfer, pledge, hypothecate or otherwise dispose of or encumber any of the AIP shares.
Share-based payment transactions: On 1 September 2010, the Company granted the Discretionary Share Option Plan (the "DSOP"), with eligibility for executive directors and employees, and the Group Share Award Plan (the "Plan"), with eligibility for all employees and Directors. The total shares under option and award amount to 1,520,000 (DSOP shares: 1,020,000 & Plan: 500,000) and there are no cash settlement alternatives.
The amounts included in the financial statements under AIP, DSOP, the Plan and other remuneration of Directors and Management team as of 30 June are as follows:
|
| 30 June 2011U.S.$'000 | 30 June 2010U.S.$'000 | |
Unaudited | Unaudited | |||
Directors and management team remuneration |
| 656 | 568 | |
Share based payment transactions | 129 | - | ||
AIP | 9 | 9 | ||
794 | 577 |
(c) The Interests of the Directors, the Senior Management and their respective immediate families in the share capital of the Company (all of which are beneficial unless otherwise stated), were as at 30 June 2011 as follows:
Name | Number of shares as at 31 December 2010 |
| Shares issued under AIP 2010 | Shares issued under the scrip alternative of final dividend 2010 |
| Number of shares as at 30 June 2011 |
| Percentage of shares as at 30 June 2011 | ||
|
|
|
|
|
|
| ||||
Captain Paris Dragnis | 51,279,444 | 80,334 | - | 51,359,778 | 56.26% | |||||
Chris Walton | 18,606 | - | 606 | 19,212 | 0.02% | |||||
John Dragnis | 595,130 | - | - | 595,130 | 0.65% | |||||
Christos Varsos | 81,203 | - | - | 81,203 | 0.09% | |||||
Konstantinos Kabanaros | 86,103 | 31,631 | - | 117,734 | 0.13% |
(d) Rental of office space: A monthly rental of EUR17.8 was agreed to be charged by the owner of the building (a related party under common control) to Goldenport Marine Services for the rental of the head offices. Total rent expense for the period ended 30 June 2011 amounted to U.S.$158 (U.S.$132 in 2010) and is included in General and administration expenses in the accompanying financial statements.
The future minimum lease (rental) payments under the above agreement as at 30 June 2011 and 30 June 2010 are as follows:
| 30 June 2011U.S.$'000 | 30 June 2010U.S.$'000 | ||
Unaudited | Unaudited | |||
Within one year | 316 | 308 | ||
After one year but not more than five years | 660 | 963 | ||
More than five years | 277 | 313 | ||
1,253 | 1,584 |
15. EVENTS AFTER THE REPORTING DATE:
Drawdown of loan & delivery of M/V Sofia: On 12 July 2011 and as part of the loan agreement concluded between the vessel owning company of the new building bulk carrier 'Sofia' and a bank (note 6) the vessel owning company proceeded with the drawdown of U.S.$3,525, representing the bank's portion of the delivery instalment of U.S.$7,973. The remaining amount of U.S.$4,448 was agreed to be paid to the shipyard in tranches as follows: i)U.S.$248 upon delivery of vessel and ii) the remaining amount of U.S.$4,200 in six quarterly instalments of U.S.$700 each, starting from 13 October 2011.
Drawdown of loan & delivery of M/V Erato: On 25 July 2011 and as part of the loan agreement concluded between the vessel owning company of the new building bulk carrier 'Erato' and a bank (note 6) the vessel owning company proceeded with the drawdown of U.S.$21,930, representing the undrawn amount from the total loan of U.S.$31,500. On the same date the Group used the amount of U.S.$21,930 to finance the delivery instalment of U.S.$18,969 paid to the shipyard and the remaining amount of U.S.$2,961 was used to partially refinance the third instalment of U.S.$9,432.
Post delivery loan: On 1 August 2011 the Company agreed with a bank a credit facility up to the amount of U.S.$13,000 to be used as post-delivery part financing for vessels 'Vasos' and 'MSC Scotland'. The two vessels have been provided as collateral. The credit facility is available for draw-down until 15 October 2011.
Dividends: On 30 August 2011 the Board of Directors declared an interim dividend of 2.0 pence per share amounting to GBP 1,826. The interim dividend is expected to be paid in October 2011. The respective interim dividend of 2010 amounted to GBP 1,637 (1.8 pence per share) or U.S.$ 2,548 and was paid in October 2010.
Related Shares:
GPRT.L