Revenue Growth of 17.0% in Q3
Adjusted EBITDA(1) Growth of 29.0% in Q3
Funds from Operations(1) Growth of 42.9% in Q3
Newbuild Fleet Growth of 25 Vessels, Totalling
175,000 TEU in Q3
First of 70 Newbuild Vessels Delivered Ahead of Schedule
Newbuild Financing Ahead of Schedule
$17.9
Billion(2) Total Gross Contracted Cash
Flow
Reaffirms Increased 2021 Financial Guidance
Atlas Corp. Third Quarter 2021 Financial Performance Compared
to Third Quarter 2020
- Revenue growth of 17.0% to $451.9
million
- Adjusted EBITDA(4) growth of 29.0% to $322.2 million
- Funds From Operations ("FFO")(1) growth of 42.9% to
$248.0 million and FFO Per
Share(1) growth of 36.8% to $0.93
- Earnings per diluted share of $0.30
- Adjusted diluted EPS(1) of $0.56, representing growth of 107.4%, excluding
$70.9 million non-cash charge, or
$0.26 per diluted share, related to
loss on debt extinguishment
LONDON, Nov. 8, 2021 /PRNewswire/ - Atlas Corp.
("Atlas" or the "Company") (NYSE: ATCO) announced today its results
for the quarter ended September 30,
2021.
(1)
|
This is a non-GAAP
financial measure. Refer to "Definitions of Non-GAAP Financial
Measures" and the "Non-GAAP Reconciliations" for a definition of
this term and a reconciliation of this non-GAAP financial measure,
as used in this release, to their most directly comparable GAAP
financial measure..
|
(2)
|
These gross
contracted cash flows include purchase obligations and exclude
purchase options, extensions, higher charter rate options and
profit-sharing components.
|
Comments from Management:
Bing Chen, President and CEO
of Atlas, commented, "Our team continued to exceed expectations by
delivering operational excellence and strong financial performance
during the third quarter of 2021. As a result of our resilient
business model focused on long term contracted cash flows, our
financial performance has been unaffected by port congestion and
supply chain disruptions. We are working closely with our customers
through these operational challenges by leveraging our fully
integrated platform to maintain industry-leading operational
performance. In the third quarter, Seaspan continued exhibiting its
market leadership by securing 25 newbuild vessel orders backed by
long term charters. We also took delivery of the first vessel in
our 70 vessel newbuild program approximately two months ahead
of schedule. APR Energy delivered a solid performance, successfully
executing two grid stabilization peaking power projects and is
progressing on building a pipeline of longer-term projects."
"Atlas' consistent operational excellence and creative customer
partnerships, coupled with our integrated platform, enables our
team to deliver superior solutions for all stakeholders through all
market cycles. We look forward to closing out the fourth quarter of
2021 with continued strong performance."
Graham Talbot, CFO of Atlas,
commented, "Our third quarter performance reflected strong
execution across the organization and the strength of our fully
integrated and highly differentiated platform. We made substantial
progress on key initiatives: securing funding for our newbuild
program ahead of schedule and on highly competitive terms,
continuing to optimize our capital structure, and broaden our
access to key global financial markets. Financing of our newbuild
program is materially ahead of schedule. Funding has been secured
for 60 vessels and financing for the remaining 10 vessels is on
track to be concluded by the end of the year. For the first time in
the Company's 20-year history, we accessed the US institutional
unsecured bond markets, issuing a $750
million bond into significant investor demand driving
tightened pricing and a 50% upsize. We are confident in achieving
our 2021 financial guidance, which was increased at the time we
reported our second quarter financial results."
Atlas Corp. Q3 2021 and Recent Achievements:
- Gross contracted cash flows of $17.9
billion(1) as of September
30, 2021, including $11.2
billion(1) related to undelivered vessels.
- Earnings per diluted share of $0.30 for the quarter ended September 30, 2021, including a $70.9 million non-cash charge, or $0.26 per diluted share, related to loss on debt
extinguishment, compared to earnings per diluted share of
$0.27 for the same period in
2020.
- Adjusted diluted EPS(2) was $0.56 for the quarter ended September 30, 2021, excluding the non-cash charge
mentioned above. This represents growth of 107.4% compared to the
third quarter of 2020.
- Redeemed Series E and G preferred shares for $334.9 million, including accrued dividends.
- Ms. Katie Wade, non-executive
board member, joined effective September 1,
2021.
Seaspan Q3 2021 and Recent Achievements:
- During the quarter ended September 30,
2021, Seaspan continued its industry leading quality growth
and fleet innovation by entering into agreements to order 25
newbuild vessels:
-
- 15 dual-fuel LNG vessels.
- 10 conventional vessels (with optionality for alternative
fuels).
- The table below summarizes our 69 newbuild vessels:
|
Expected delivery
dates
|
Newbuilds
|
Total
TEU
|
12200 TEU
|
November 2021 - June
2022
|
4
|
48,800
|
12000 TEU
|
July 2022 - October
2022
|
4
|
48,000
|
15000 TEU
|
January 2023 - June
2024
|
10
|
150,000
|
15000 TEU
LNG
|
February 2023 -
January 2024
|
10
|
150,000
|
15500 TEU
|
August 2023 - May
2024
|
6
|
93,000
|
24000 TEU
|
June 2023 - July
2023
|
2
|
48,000
|
12000 TEU
|
October 2022 -
November 2022
|
2
|
24,000
|
15000 TEU
|
September 2023 -
February 2024
|
6
|
90,000
|
7000 TEU
LNG
|
October 2023 -
December 2024
|
15
|
105,000
|
7000 TEU
|
April 2024 - November
2024
|
10
|
70,000
|
Total
|
|
69
|
826,800
|
- Seaspan:
-
- entered into forward fixtures for 60 operating vessels year to
date 2021, with no remaining charter roll-offs in 2021, six in
2022, and 19 in 2023, and
- accepted delivery of the first of five 12,200 TEU vessels 2
months ahead of schedule, representing Seaspan's first newbuild
delivery since 2018. Upon delivery, the vessel commenced an 18-year
bareboat charter, and
- We completed significant steps to increase the proportion of
unsecured debt and to simplify our capital structure,
including:
-
- the issuance of $750 million
5.50% blue transition bonds due in 2029, lowering our cost of
unsecured capital, and
(1)
|
These gross
contracted cash flows include purchase obligations and exclude
purchase options, extensions, higher charter rate options and
profit-sharing components.
|
(2)
|
This is a non-GAAP
financial measure. Refer to "Definitions of Non-GAAP Financial
Measures" and the "Non-GAAP Reconciliations" for a definition of
this term and a reconciliation of this non-GAAP financial measure,
as used in this release, to their most directly comparable GAAP
financial measure.
|
Seaspan Q3 2021 and Recent Achievements (continued):
-
- redemption of the remaining $300
million of 5.50% senior notes due 2025 and 2026 previously
held by Fairfax Financial Holdings Limited (the "Fairfax Notes");
the redemption of the Fairfax Notes reflects their continuing
support to further refine and simplify our capital structure, with
$600 million of preferential notes
redeemed and restructured in 2021. Fairfax continues to be a
supportive investor, including their $500
million common equity purchases in 2018 and 2019, and their
$300 million preferred share
investment completed this year as part of the notes restructuring.
- Kroll Bond Rating Agency upgraded Seaspan's Corporate rating to
BB+ from BB; Senior Secured rating to BBB from BBB-.
- Redeemed $27.8 million of 7.125%
senior unsecured notes due in 2027 which remained outstanding
following Atlas' May 2021 exchange
offer.
- In August 2021, Seaspan entered
into $661.8 million in sale-leaseback
financing arrangements related to six newbuild vessels (the "August
Newbuild Financings").
- As of the date of this announcement, including the August
Newbuild Financings, Seaspan has secured financing arrangements
totaling $5.3 billion relating to its
$7.6 billion newbuild program.
- Additional financing arrangements relating to the $7.6 billion newbuild program, totaling
$1.6 billion, are in advanced stages
and expected to close by the end of 2021.
APR Q3 2021 and Recent Achievements:
- Energy-industry veteran leader Benjamin
Church appointed CEO of APR Energy in August 2021.
- Two successful APR Energy mobile power deployments delivered in
Q3:
-
- Mexicali contract for 10 turbines to provide up to 330MW of
baseload power concluded in Q3, the third consecutive year of
project engagement.
- Imperial Irrigation District contract for three turbines to
provide grid stabilization solutions to southern California concluded on October 15, 2021.
Consolidated Results:
The following table summarizes Atlas' consolidated results for
the three months ended September 30,
2021, June 30, 2021, and
September 30, 2020.
|
Three Months
Ended
|
(in millions of US
dollars, except per share amounts, percentages and ratios,
unaudited)
|
September 30,
2021
|
|
June 30,
2021
|
|
September 30,
2020
|
GAAP
Financial
|
|
|
|
|
|
|
|
|
Revenue
|
$
|
451.9
|
|
$
|
393.9
|
|
$
|
386.2
|
Net
earnings
|
|
94.6
|
|
|
66.0
|
|
|
84.1
|
Earnings per share,
diluted
|
|
0.30
|
|
|
0.18
|
|
|
0.27
|
|
|
|
|
|
|
|
|
|
Non-GAAP
Financial
|
|
|
|
|
|
|
|
|
Adjusted
EBITDA(1)
|
|
322.2
|
|
|
272.5
|
|
|
249.8
|
FFO(1)
|
|
248.0
|
|
|
193.5
|
|
|
173.5
|
FFO per
Share(1)
|
|
0.93
|
|
|
0.73
|
|
|
0.68
|
Adjusted
EPS(1)
|
|
0.56
|
|
|
0.39
|
|
|
0.27
|
Net Debt to Adjusted
EBITDA(1)
|
|
5.0x
|
|
|
4.6x
|
|
|
4.8x
|
|
|
|
|
|
|
|
|
|
Financial
Position
|
|
|
|
|
|
|
|
|
Ending
Liquidity(2)
|
|
957.1
|
|
|
1,270.5
|
|
|
427.6
|
Gross Contracted Cash
Flow(3)
|
|
17,850.6
|
|
|
13,735.8
|
|
|
4,912.2
|
Total
Borrowings(4)
|
|
5,605.8
|
|
|
5,123.2
|
|
|
4,302.7
|
|
|
|
|
|
|
|
|
|
Operational
|
|
|
|
|
|
|
|
|
Vessel
Utilization
|
|
98.6%
|
|
|
98.5%
|
|
|
98.6%
|
Power Fleet
Utilization
|
|
91.9%
|
|
|
78.2%
|
|
|
80.0%
|
(1)
|
This is a non-GAAP
financial measure. Refer to "Definitions of Non-GAAP Financial
Measures" and the "Non-GAAP Reconciliations" for a definition of
this term and a reconciliation of this non-GAAP financial measure,
as used in this release, to their most directly comparable GAAP
financial measure. Adjusted EPS for the quarter ended September 30,
2020, is the same as diluted earnings per share for the
period.
|
(2)
|
This is the total
cash and cash equivalents balance plus the total available undrawn
committed credit facilities at period end.
|
(3)
|
Gross contracted cash
flow as at September 30, 2021, includes $5.7 billion of lease
payments receivable from operating leases, $1.0 billion of gross
lease receivable from finance leases and $11.2 billion of gross
lease payments for acquired vessels with signed charter agreements
that are undelivered as at September 30, 2021. Gross contracted
cash flow as at June 30, 2021, includes $5.4 billion of lease
payments receivable from operating leases, $0.9 billion of gross
lease receivable from finance leases and $7.4 billion of gross
lease payments from newbuild vessels with signed charter
agreements that were undelivered as at June 30, 2021. Gross
contracted cash flow as at September 30, 2020, includes $3.9
billion of lease payments receivable from operating leases and $1.0
billion of gross lease receivable from financing leases. Gross
contracted cash flow includes purchase obligations and excludes
purchase options, extension options, higher charter rate options
and profit-sharing components.
|
(4)
|
Total borrowings do
not include debt to be incurred in connection with certain
undelivered vessels.
|
Financial Results Summary:
Revenue growth of 17.0% to $451.9
million for the quarter ended September 30, 2021, compared to the same quarter
in 2020. The growth was primarily driven by an increase in average
charter rates for its existing vessels and the contribution of six
second-hand vessels delivered to Seaspan after September 2020.
Adjusted EBITDA growth of 29.0% to $322.2 million for the quarter ended September 30, 2021, compared to the same quarter
in 2020. The growth was primarily driven by the increase in
revenue.
FFO Per Share growth of 36.8% to $0.93 for the quarter ended September 30, 2021, compared to the same quarter
in 2020. The growth was primarily driven by the increase in
revenue.
Earnings Per Diluted Share was $0.30 for the quarter ended September 30, 2021, compared to earnings per
diluted share of $0.27 for the same
period in 2020.
Adjusted Earnings Per Diluted Share growth of 107.4% to
$0.56 for the quarter ended
September 30, 2021, compared to
$0.27 for the same period in 2020.
Adjusted earnings per diluted share of $0.56 for the quarter ended September 30, 2021, excludes a non-cash charge
for loss on debt extinguishment related to the redemption of the
Fairfax Notes in August 2021.
Liquidity
As of September 30,
2021, Atlas had total liquidity of $957.1 million, consisting of $257.6 million of cash and cash equivalents and
$699.5 million of availability under
undrawn committed credit facilities (not including committed
financing related to newbuild vessels). As of September 30, 2021, Atlas had an unencumbered
asset base including 33 vessels with a book value of $1.2 billion.
Segmental Financial Results:
The following table
summarizes selected segmental financial results for the three
months ended September 30, 2021.
|
Three Months Ended
September 30, 2021
|
(in millions of US
dollars, unaudited)
|
Containership
Leasing
|
|
Mobile Power
Generation
|
|
Elimination and
Other(2)
|
|
Total
|
Revenue
|
$
|
376.6
|
|
$
|
75.3
|
|
$
|
-
|
|
$
|
451.9
|
Operating
expense
|
|
73.0
|
|
|
13.1
|
|
|
-
|
|
|
86.1
|
G&A
expense
|
|
12.2
|
|
|
8.8
|
|
|
(4.4)
|
|
|
16.6
|
Operating lease
expense
|
|
35.6
|
|
|
0.9
|
|
|
-
|
|
|
36.5
|
Adjusted
EBITDA(1)
|
|
255.8
|
|
|
66.0
|
|
|
0.4
|
|
|
322.2
|
FFO(1)
|
|
202.2
|
|
|
60.8
|
|
|
(15.0)
|
|
|
248.0
|
Net
earnings
|
|
60.1
|
|
|
30.4
|
|
|
4.1
|
|
|
94.6
|
Gross Contracted Cash
Flow(3)
|
|
17,684.1
|
|
|
166.5
|
|
|
-
|
|
|
17,850.6
|
(1)
|
This is a non-GAAP
financial measure. Refer to "Definitions of Non-GAAP Financial
Measures" and "Non-GAAP Reconciliations" for a definition of this
term and a reconciliation of this non-GAAP financial measure, as
used in this release, to their most directly comparable GAAP
financial measure.
|
(2)
|
Elimination and Other
includes amounts relating to preferred shares, change in contingent
consideration asset, elimination of intercompany transactions and
unallocated amounts.
|
(3)
|
Gross contracted cash
flow as at September 30, 2021, includes $5.7 billion of lease
payments receivable from operating leases, $1.0 billion of gross
lease receivable from finance leases and $11.2 billion of gross
lease payments for acquired vessels with signed charter agreements
that are undelivered as at September 30, 2021. Gross
contracted cash flow includes purchase obligations and excludes
purchase options, extension options, higher charter rate options
and profit-sharing components.
|
Distribution:
On October 6,
2021, the Board of Directors of Atlas declared a quarterly
distribution in the amount of $0.125 per common share,
unchanged from the prior quarter. Regular quarterly dividends on
the Series D, Series H, Series I and Series J preferred shares were
also declared. All dividends were paid on November 1, 2021.
Conference Call and Webcast:
Atlas will host a
conference call and webcast presentation for investors, analysts
and interested parties to discuss its third quarter
results on November 9, 2021 at
8:30 a.m. ET. Participants should
call, 1-877-246-9875, International Dial-In, 1-707-287-9353, Listen
Only Toll-Free Dial-In Number, 1-888-556-5741, and Listen Only
International Dial-In Number, 1-857-270-6226 and request the Atlas
call (conference ID: 3042969). The live webcast and slide
presentation are available under "Events & Presentations"
at www.atlascorporation.com. A webcast replay will be
available until November 4, 2022.
The replay telephone numbers are: US/Canada 1-855-859-2056 and International
1-404-537-3406, and the replay passcode is: 3042969. The phone
replay will be available until November 23,
2021.
About Atlas
Atlas is a leading global asset management
company, differentiated by its position as a best-in class owner
and operator with a focus on disciplined capital deployment to
create sustainable shareholder value. We target long-term, risk
adjusted returns across high quality infrastructure assets in the
maritime sector, energy sector and other infrastructure verticals.
For more information visit atlascorporation.com.
About Seaspan
Seaspan is a leading independent owner
and operator of containerships. We primarily charter our vessels on
long-term, fixed-rate time charters to the world's largest
container shipping liners. As at September
30, 2021, Seaspan's operational fleet, consists of 132
vessels with a total capacity of 1,132,400 TEU. We also have 69
vessels under construction, increasing total fleet capacity to
1,959,200 TEU, on a fully delivered basis. For more information,
visit seaspancorp.com.
About APR
APR provides rapidly deployable, large-scale
power and fast-track mobile power to underserved markets and
industries. APR's mobile, turnkey power plants help run industries,
cities and countries globally in both developed and developing
markets. For more information, visit aprenergy.com.
ATLAS CORP.
UNAUDITED CONSOLIDATED
BALANCE SHEETS
(IN MILLIONS OF US DOLLARS)
|
September 30,
2021
|
|
December 31,
2020
|
Assets
|
|
|
|
|
|
Current
assets:
|
|
|
|
|
|
Cash and cash
equivalents
|
$
|
257.6
|
|
$
|
304.3
|
Accounts
receivable
|
|
91.2
|
|
|
75.9
|
Inventories
|
|
58.3
|
|
|
60.2
|
Prepaid expenses and
other
|
|
34.1
|
|
|
33.9
|
Net investment in
lease
|
|
13.7
|
|
|
10.7
|
Acquisition related
assets
|
|
101.5
|
|
|
99.3
|
|
|
556.4
|
|
|
584.3
|
|
|
|
|
|
|
Property, plant and
equipment
|
|
7,047.4
|
|
|
6,974.7
|
Vessels under
construction
|
|
1,019.9
|
|
|
42.0
|
Right-of-use
assets
|
|
756.4
|
|
|
841.2
|
Net investment in
lease
|
|
578.0
|
|
|
418.6
|
Goodwill
|
|
75.3
|
|
|
75.3
|
Deferred tax
assets
|
|
26.1
|
|
|
19.3
|
Derivative
instruments
|
|
2.4
|
|
|
-
|
Other
assets
|
|
344.7
|
|
|
333.7
|
|
$
|
10,406.6
|
|
$
|
9,289.1
|
|
|
|
|
|
|
Liabilities and
shareholders' equity
|
|
|
|
|
|
Current
liabilities:
|
|
|
|
|
|
Accounts payable and
accrued liabilities
|
$
|
166.3
|
|
$
|
134.1
|
Deferred
revenue
|
|
21.1
|
|
|
28.2
|
Income tax
payable
|
|
109.7
|
|
|
110.4
|
Long-term debt -
current
|
|
377.4
|
|
|
332.1
|
Operating lease
liabilities - current
|
|
154.7
|
|
|
160.9
|
Other financing
arrangements - current
|
|
92.7
|
|
|
64.1
|
Other liabilities -
current
|
|
65.7
|
|
|
24.8
|
|
|
987.6
|
|
|
854.6
|
|
|
|
|
|
|
Long-term
debt
|
|
3,955.9
|
|
|
3,234.0
|
Operating lease
liabilities
|
|
592.2
|
|
|
669.3
|
Other financing
arrangements
|
|
1,096.9
|
|
|
801.7
|
Derivative
instruments
|
|
38.5
|
|
|
63.0
|
Other
liabilities
|
|
19.4
|
|
|
40.9
|
|
|
6,690.5
|
|
|
5,663.5
|
|
|
|
|
|
|
Cumulative redeemable
preferred shares
|
|
296.9
|
|
|
-
|
|
|
|
|
|
|
Shareholders'
equity:
|
|
|
|
|
|
Share
capital
|
|
2.4
|
|
|
2.4
|
Additional paid in
capital
|
|
3,524.0
|
|
|
3,842.7
|
Deficit
|
|
(87.8)
|
|
|
(199.2)
|
Accumulated other
comprehensive loss
|
|
(19.4)
|
|
|
(20.3)
|
|
|
3,419.2
|
|
|
3,625.6
|
|
$
|
10,406.6
|
|
$
|
9,289.1
|
ATLAS CORP.
UNAUDITED CONSOLIDATED
STATEMENTS OF OPERATIONS
(IN MILLIONS OF US DOLLARS,
EXCEPT SHARES IN THOUSANDS AND PER SHARE AMOUNTS)
|
|
Three Months
Ended
September 30,
|
|
Nine Months
Ended
September 30,
|
|
|
2021
|
|
2020
|
|
2021
|
|
2020
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
|
|
$
|
451.9
|
|
$
|
386.2
|
|
$
|
1,218.4
|
|
$
|
1,058.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
expenses
|
|
|
86.1
|
|
|
78.2
|
|
|
245.2
|
|
|
205.0
|
Depreciation and
amortization
|
|
|
106.6
|
|
|
103.9
|
|
|
284.7
|
|
|
264.6
|
General and
administrative
|
|
|
16.6
|
|
|
21.1
|
|
|
55.6
|
|
|
51.3
|
Indemnity claim under
acquisition agreement
|
|
|
(13.6)
|
|
|
—
|
|
|
(29.1)
|
|
|
—
|
Operating
leases
|
|
|
36.5
|
|
|
37.0
|
|
|
109.4
|
|
|
113.7
|
|
|
|
232.2
|
|
|
240.2
|
|
|
665.8
|
|
|
634.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating
earnings
|
|
|
219.7
|
|
|
146.0
|
|
|
552.6
|
|
|
423.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other expenses
(income):
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest
expense
|
|
|
50.0
|
|
|
45.3
|
|
|
151.4
|
|
|
145.7
|
Interest
income
|
|
|
(0.6)
|
|
|
(0.9)
|
|
|
(2.8)
|
|
|
(3.4)
|
Loss (gain) on
derivative instruments
|
|
|
0.2
|
|
|
2.2
|
|
|
(6.8)
|
|
|
34.0
|
Loss on debt
extinguishment
|
|
|
70.9
|
|
|
—
|
|
|
127.0
|
|
|
—
|
Other
expenses
|
|
|
4.5
|
|
|
10.8
|
|
|
17.2
|
|
|
16.3
|
|
|
|
125.0
|
|
|
57.4
|
|
|
286.0
|
|
|
192.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax
expense
|
|
|
0.1
|
|
|
4.5
|
|
|
8.4
|
|
|
12.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
earnings
|
|
$
|
94.6
|
|
$
|
84.1
|
|
$
|
258.2
|
|
$
|
218.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends - preferred
shares
|
|
|
(15.2)
|
|
|
(16.8)
|
|
|
(49.9)
|
|
|
(50.3)
|
Net earnings
attributable to common shares
|
|
$
|
79.4
|
|
$
|
67.3
|
|
$
|
208.3
|
|
$
|
168.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average
number of shares, basic
|
|
|
246,411
|
|
|
245,924
|
|
|
246,251
|
|
|
240,120
|
Effect of dilutive
securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Share-based
compensation
|
|
|
2,590
|
|
|
474
|
|
|
2,041
|
|
|
290
|
Fairfax
warrants
|
|
|
11,419
|
|
|
210
|
|
|
10,466
|
|
|
2,322
|
Holdback
shares
|
|
|
6,153
|
|
|
6,734
|
|
|
6,239
|
|
|
5,002
|
Exchangeable
notes
|
|
|
1,399
|
|
|
—
|
|
|
790
|
|
|
—
|
Weighted average
number of shares, diluted
|
|
|
267,972
|
|
|
253,342
|
|
|
265,787
|
|
|
247,734
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per share,
basic
|
|
$
|
0.32
|
|
$
|
0.27
|
|
$
|
0.85
|
|
$
|
0.70
|
Earnings per share,
diluted
|
|
$
|
0.30
|
|
$
|
0.27
|
|
$
|
0.78
|
|
$
|
0.68
|
ATLAS CORP.
UNAUDITED CONSOLIDATED
STATEMENTS OF CASH FLOWS
(IN MILLIONS OF US
DOLLARS)
|
Three Months
Ended
September 30,
|
Nine Months
Ended
September 30,
|
|
2021
|
|
2020
|
|
2021
|
|
2020
|
Cash from (used
in):
|
|
|
|
|
|
|
|
|
|
|
|
Operating
activities:
|
|
|
|
|
|
|
|
|
|
|
|
Net
earnings
|
$
|
94.6
|
|
$
|
84.1
|
|
$
|
258.2
|
|
$
|
218.7
|
Items not involving
cash:
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization
|
|
106.6
|
|
|
103.9
|
|
|
284.7
|
|
|
264.6
|
Change in right-of-use
asset
|
|
31.9
|
|
|
30.7
|
|
|
94.3
|
|
|
90.2
|
Non-cash interest
expense and accretion
|
|
8.0
|
|
|
10.6
|
|
|
31.5
|
|
|
29.5
|
Unrealized change in
derivative instruments
|
|
(6.3)
|
|
|
(4.6)
|
|
|
(26.8)
|
|
|
18.3
|
Amortization of
acquired revenue contracts
|
|
3.7
|
|
|
4.6
|
|
|
11.8
|
|
|
12.7
|
Loss on debt
extinguishment
|
|
70.9
|
|
|
-
|
|
|
127.0
|
|
|
-
|
Other
|
|
9.3
|
|
|
3.4
|
|
|
11.3
|
|
|
5.4
|
Change in other
operating assets and liabilities
|
|
(69.1)
|
|
|
(39.6)
|
|
|
(146.4)
|
|
|
(156.8)
|
Cash from operating
activities
|
|
249.6
|
|
|
193.1
|
|
|
645.6
|
|
|
482.6
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing
activities:
|
|
|
|
|
|
|
|
|
|
|
|
Expenditures for
property, plant and equipment
|
|
(622.6)
|
|
|
(154.6)
|
|
|
(1,331.9)
|
|
|
(607.7)
|
Prepayment on vessel
purchase
|
|
-
|
|
|
(4.4)
|
|
|
(132.3)
|
|
|
(40.2)
|
Payment on settlement
of interest swap agreements
|
|
(5.6)
|
|
|
(5.4)
|
|
|
(19.0)
|
|
|
(13.5)
|
Cash and restricted
cash acquired from APR Energy acquisition
|
|
-
|
|
|
-
|
|
|
-
|
|
|
50.6
|
Loss on foreign
currency repatriation
|
|
(1.4)
|
|
|
(7.0)
|
|
|
(10.6)
|
|
|
(11.6)
|
Receipt from
contingent consideration asset
|
|
11.9
|
|
|
3.2
|
|
|
25.2
|
|
|
3.2
|
Other assets and
liabilities
|
|
11.4
|
|
|
(2.0)
|
|
|
11.1
|
|
|
(11.7)
|
Cash used in
investing activities
|
|
(606.3)
|
|
|
(170.2)
|
|
|
(1,457.5)
|
|
|
(630.9)
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing
activities:
|
|
|
|
|
|
|
|
|
|
|
|
Repayments of
long-term debt and other financing arrangements
|
|
(244.2)
|
|
|
(159.8)
|
|
|
(1,217.0)
|
|
|
(951.1)
|
Issuance of long-term
debt and other financing arrangements
|
|
958.7
|
|
|
188.2
|
|
|
2,797.7
|
|
|
1,225.1
|
Repayment of Fairfax
Notes
|
|
(300.0)
|
|
|
-
|
|
|
(300.0)
|
|
|
-
|
Issuance of Fairfax
Notes
|
|
-
|
|
|
-
|
|
|
-
|
|
|
100.0
|
Redemption of
preferred shares
|
|
(330.4)
|
|
|
-
|
|
|
(330.4)
|
|
|
-
|
Financing
fees
|
|
(12.3)
|
|
|
(5.9)
|
|
|
(40.6)
|
|
|
(24.9)
|
Share issuance
cost
|
|
-
|
|
|
-
|
|
|
(0.1)
|
|
|
-
|
Dividends on common
shares
|
|
(31.1)
|
|
|
(31.2)
|
|
|
(93.4)
|
|
|
(88.9)
|
Dividends on preferred
shares
|
|
(17.4)
|
|
|
(16.8)
|
|
|
(51.0)
|
|
|
(50.3)
|
Cash from (used in)
financing activities
|
|
23.3
|
|
|
(25.5)
|
|
|
765.2
|
|
|
209.9
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase / (decrease)
in cash, cash equivalents and restricted cash
|
|
(333.4)
|
|
|
(2.6)
|
|
|
(46.7)
|
|
|
61.6
|
Cash, cash
equivalents and restricted cash, beginning of period
|
|
629.2
|
|
|
261.5
|
|
|
342.5
|
|
|
197.3
|
Cash, cash
equivalents and restricted cash, end of period
|
$
|
295.8
|
|
$
|
258.9
|
|
$
|
295.8
|
|
$
|
258.9
|
The following table
provides a reconciliation of cash, cash equivalents and restricted
cash reported within the consolidated balance sheets that sum to
the amounts shown in the consolidated statements of cash
flows:
|
|
September
30,
|
|
September
30,
|
|
2021
|
|
2020
|
Cash and cash
equivalents
|
$
|
257.6
|
|
$
|
220.6
|
Restricted
cash
|
|
38.2
|
|
|
38.3
|
Total cash, cash
equivalents and restricted cash shown in the consolidated
statements of cash flows
|
$
|
295.8
|
|
$
|
258.9
|
ATLAS CORP.
NON-GAAP
RECONCILIATIONS
FUNDS FROM OPERATIONS
|
Three Months
Ended
|
(in millions of
U.S. dollars, except shares in thousands and per share amounts,
unaudited)
|
September 30,
2021
|
|
June 30, 2021
|
|
September 30,
2020
|
|
|
|
|
|
|
|
|
|
GAAP Net
earnings
|
$
|
94.6
|
|
$
|
66.0
|
|
$
|
84.1
|
|
|
|
|
|
|
|
|
|
Preferred share
dividends
|
|
(15.2)
|
|
|
(17.9)
|
|
|
(16.8)
|
(Gain) / loss on
sale
|
|
(0.1)
|
|
|
(0.4)
|
|
|
0.1
|
Loss on debt
extinguishment
|
|
70.9
|
|
|
56.1
|
|
|
–
|
Unrealized change in
fair value of derivative instruments
|
|
(6.3)
|
|
|
(4.9)
|
|
|
(4.6)
|
Change in contingent
consideration asset(1)
|
|
(3.9)
|
|
|
0.6
|
|
|
(0.2)
|
Loss on foreign
currency repatriation(2)
|
|
1.4
|
|
|
3.2
|
|
|
7.0
|
Depreciation and
amortization
|
|
106.6
|
|
|
90.8
|
|
|
103.9
|
FFO
|
$
|
248.0
|
|
$
|
193.5
|
|
$
|
173.5
|
Weighted average
number of shares, basic
|
|
246,411
|
|
|
246,303
|
|
|
245,924
|
Effect of dilutive
securities:
|
|
|
|
|
|
|
|
|
Share-based
compensation
|
|
2,590
|
|
|
2,351
|
|
|
474
|
Fairfax
warrants
|
|
11,419
|
|
|
10,697
|
|
|
210
|
Holdback
shares
|
|
6,153
|
|
|
6,242
|
|
|
6,734
|
Exchangeable
note
|
|
1,399
|
|
|
972
|
|
|
–
|
Weighted average
shares outstanding, diluted
|
|
267,972
|
|
|
266,565
|
|
|
253,342
|
FFO per share,
diluted
|
$
|
0.93
|
|
$
|
0.73
|
|
$
|
0.68
|
|
Three Months Ended
September 30, 2021
|
(in millions of
U.S. dollars, unaudited)
|
Containership
Leasing
|
|
Mobile Power
Generation
|
|
Elimination and
Other(3)
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Net
earnings
|
$
|
60.1
|
|
$
|
30.4
|
|
$
|
4.1
|
|
$
|
94.6
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred share
dividends
|
|
-
|
|
|
-
|
|
|
(15.2)
|
|
|
(15.2)
|
Gain on
sale
|
|
-
|
|
|
(0.1)
|
|
|
-
|
|
|
(0.1)
|
Loss on debt
extinguishment
|
|
70.9
|
|
|
-
|
|
|
-
|
|
|
70.9
|
Unrealized change in
fair value of derivative instruments
|
|
(6.3)
|
|
|
-
|
|
|
-
|
|
|
(6.3)
|
Change in contingent
consideration asset(1)
|
|
-
|
|
|
-
|
|
|
(3.9)
|
|
|
(3.9)
|
Loss on foreign
currency repatriation(2)
|
|
-
|
|
|
1.4
|
|
|
-
|
|
|
1.4
|
Depreciation and
amortization
|
|
77.5
|
|
|
29.1
|
|
|
-
|
|
|
106.6
|
FFO
|
$
|
202.2
|
|
$
|
60.8
|
|
$
|
(15.0)
|
|
$
|
248.0
|
(1)
|
The change in
contingent consideration asset relates to the mark to market impact
of contingent consideration related to the acquisition of APR.
Pursuant to the acquisition agreement, the sellers of APR agreed to
compensate the Company for losses on cash repatriation from a
foreign jurisdiction related to cash generated from specified
contracts less relevant costs (the "Peso Contingent Asset
Arrangement"). The seller's indemnification obligations will end on
April 30, 2022, or earlier if certain conditions are met. In
February 2021, the sellers of APR further agreed to compensate the
Company, subject to definitive documentation, for losses on sale or
disposal of certain fixed asset and inventory items. The definitive
documentation was executed on April 30, 2021. The value of
compensation receivable from the sellers is accounted for as a
contingent consideration asset.
|
(2)
|
Loss on foreign
currency repatriation relates to losses recognized on cash
repatriation from a foreign jurisdiction, where compensation is
receivable through the Peso Contingent Asset Arrangement.
Compensation is made by the sellers in cash or return of previously
issued equity, which is offset against the contingent consideration
asset when received and therefore, is not reflected in the income
statement.
|
(3)
|
Elimination and Other
includes amounts relating to preferred shares, change in contingent
consideration asset, elimination of intercompany transactions and
unallocated amounts.
|
ATLAS CORP.
NON-GAAP
RECONCILIATIONS
ADJUSTED EPS
|
Three months
ended
September 30,
|
|
Nine months
ended
September 30,
|
(in millions of
U.S. dollars, except shares in thousands and per share amounts,
unaudited)
|
2021
|
|
2020
|
|
2021
|
2020
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Net
earnings
|
$
|
94.6
|
|
$
|
84.1
|
|
$
|
258.2
|
$
|
218.7
|
Preferred share
dividends
|
|
(15.2)
|
|
|
(16.8)
|
|
|
(49.9)
|
|
(50.3)
|
Loss on debt
extinguishment
|
|
70.9
|
|
|
–
|
|
|
127.0
|
|
–
|
Adjusted
Earnings
|
$
|
150.3
|
|
$
|
67.3
|
|
$
|
335.3
|
$
|
168.4
|
Weighted average
number of shares, basic
|
|
246,411
|
|
|
245,924
|
|
|
246,251
|
|
240,120
|
Effect of dilutive
securities:
|
|
|
|
|
|
|
|
|
|
|
Share-based
compensation
|
|
2,590
|
|
|
474
|
|
|
2,041
|
|
290
|
Fairfax
warrants
|
|
11,419
|
|
|
210
|
|
|
10,466
|
|
2,322
|
Holdback
shares
|
|
6,153
|
|
|
6,734
|
|
|
6,239
|
|
5,002
|
Exchangeable
notes
|
|
1,399
|
|
|
–
|
|
|
790
|
|
–
|
Weighted average
shares outstanding, diluted
|
|
267,972
|
|
|
253,342
|
|
|
265,787
|
|
247,734
|
Adjusted EPS,
diluted
|
$
|
0.56
|
|
$
|
0.27
|
|
$
|
1.26
|
$
|
0.68
|
|
Three Months Ended
September 30, 2021
|
(in millions of
U.S. dollars, unaudited)
|
Containership
Leasing
|
|
Mobile Power
Generation
|
|
Elimination and
Other(1)
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Net
earnings
|
$
|
60.1
|
|
$
|
30.4
|
|
$
|
4.1
|
|
$
|
94.6
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred share
dividends
|
|
-
|
|
|
-
|
|
|
(15.2)
|
|
|
(15.2)
|
Loss on debt
extinguishment
|
|
70.9
|
|
|
-
|
|
|
-
|
|
|
70.9
|
Adjusted Earnings
(loss)
|
$
|
131.0
|
|
$
|
30.4
|
|
$
|
(11.1)
|
|
$
|
150.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended
September 30, 2021
|
(in millions of
U.S. dollars, unaudited)
|
Containership
Leasing
|
|
Mobile Power
Generation
|
|
Elimination and
Other(1)
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Net
earnings
|
$
|
208.3
|
|
$
|
45.8
|
|
$
|
4.1
|
|
$
|
258.2
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred share
dividends
|
|
-
|
|
|
-
|
|
|
(49.9)
|
|
|
(49.9)
|
Loss on debt
extinguishment
|
|
127.0
|
|
|
-
|
|
|
-
|
|
|
127.0
|
Adjusted Earnings
(loss)
|
$
|
335.3
|
|
$
|
45.8
|
|
$
|
(45.8)
|
|
$
|
335.3
|
(1)
|
Elimination and Other
includes amounts relating to preferred shares, elimination of
intercompany transactions and unallocated amounts.
|
ATLAS CORP.
NON-GAAP
RECONCILIATIONS
ADJUSTED EBITDA
|
Three Months
Ended
|
(in millions of
U.S. dollars, unaudited)
|
September 30,
2021
|
|
June 30,
2021
|
|
September 30,
2020
|
|
|
|
|
|
|
|
|
|
GAAP Net
earnings
|
$
|
94.6
|
|
$
|
66.0
|
|
$
|
84.1
|
|
|
|
|
|
|
|
|
|
Interest
expense
|
|
50.0
|
|
|
54.6
|
|
|
45.3
|
Interest
income
|
|
(0.6)
|
|
|
(1.7)
|
|
|
(0.9)
|
Income tax
expense
|
|
0.1
|
|
|
1.6
|
|
|
4.5
|
Depreciation and
amortization
|
|
106.6
|
|
|
90.8
|
|
|
103.9
|
Loss on debt
extinguishment
|
|
70.9
|
|
|
56.1
|
|
|
–
|
(Gain) / loss on
sale
|
|
(0.1)
|
|
|
(0.4)
|
|
|
0.1
|
Loss on derivative
instruments
|
|
0.2
|
|
|
1.7
|
|
|
2.2
|
Change in contingent
consideration asset(1)
|
|
(3.9)
|
|
|
0.6
|
|
|
(0.2)
|
Loss on foreign
currency repatriation(2)
|
|
1.4
|
|
|
3.2
|
|
|
7.0
|
Other
expenses
|
|
3.0
|
|
|
–
|
|
|
3.8
|
Adjusted
EBITDA
|
$
|
322.2
|
|
$
|
272.5
|
|
$
|
249.8
|
|
Three Months Ended
September 30, 2021
|
(in millions of
U.S. dollars, unaudited)
|
Containership
Leasing
|
|
Mobile Power
Generation
|
|
Elimination and
Other (3)
|
|
Total
|
GAAP Net
earnings
|
$
|
60.1
|
|
$
|
30.4
|
|
$
|
4.1
|
|
$
|
94.6
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest
expense
|
|
45.0
|
|
|
5.1
|
|
|
(0.1)
|
|
|
50.0
|
Interest
income
|
|
(0.1)
|
|
|
(0.5)
|
|
|
-
|
|
|
(0.6)
|
Income tax
expense
|
|
0.3
|
|
|
(0.2)
|
|
|
-
|
|
|
0.1
|
Depreciation and
amortization
|
|
77.5
|
|
|
29.1
|
|
|
-
|
|
|
106.6
|
Loss on debt
extinguishment
|
|
70.9
|
|
|
-
|
|
|
-
|
|
|
70.9
|
Gain on
sale
|
|
-
|
|
|
(0.1)
|
|
|
-
|
|
|
(0.1)
|
Loss on derivative
instruments
|
|
0.2
|
|
|
-
|
|
|
-
|
|
|
0.2
|
Change in contingent
consideration asset(1)
|
|
-
|
|
|
-
|
|
|
(3.9)
|
|
|
(3.9)
|
Loss on foreign
currency repatriation(2)
|
|
-
|
|
|
1.4
|
|
|
-
|
|
|
1.4
|
Other
expenses
|
|
1.9
|
|
|
0.8
|
|
|
0.3
|
|
|
3.0
|
Adjusted
EBITDA
|
$
|
255.8
|
|
$
|
66.0
|
|
$
|
0.4
|
|
$
|
322.2
|
(1)
|
The change in
contingent consideration asset relates to the mark to market impact
of contingent consideration related to the acquisition of APR.
Pursuant to the acquisition agreement, the sellers of APR agreed to
compensate the Company for losses on cash repatriation from a
foreign jurisdiction related to cash generated from specified
contracts less relevant costs (the "Peso Contingent Asset
Arrangement"). The seller's indemnification obligations will end on
April 30, 2022, or earlier if certain conditions are met. In
February 2021, the sellers of APR further agreed to compensate the
Company, subject to definitive documentation, for losses on sale or
disposal of certain fixed asset and inventory items. The definitive
documentation was executed on April 30, 2021. The value of
compensation receivable from the sellers is accounted for as a
contingent consideration asset.
|
(2)
|
Loss on foreign
currency repatriation relates to losses recognized on cash
repatriation from a foreign jurisdiction, where compensation is
receivable through the Peso Contingent Asset Arrangement.
Compensation is made by the sellers in cash or return of previously
issued equity, which is offset against the contingent consideration
asset when received and therefore, is not reflected in the income
statement.
|
(3)
|
Elimination and Other
includes amounts relating to preferred shares, change in contingent
consideration asset, elimination of intercompany transactions and
unallocated amounts.
|
ATLAS CORP.
NON-GAAP
RECONCILIATIONS
NET DEBT TO ADJUSTED EBITDA
(in millions of
U.S. dollars, unaudited)
|
September 30,
2021
|
|
June 30,
2021
|
|
September 30,
2020
|
Long-term debt
(1)
|
$
|
4,333.3
|
|
$
|
3,906.7
|
|
$
|
3,454.4
|
Other financing
arrangements (1)
|
|
1,189.6
|
|
|
1,141.5
|
|
|
796.6
|
Deferred financing
fees
|
|
82.9
|
|
|
75.0
|
|
|
51.7
|
Total
Borrowings
|
|
5,605.8
|
|
|
5,123.2
|
|
|
4,302.7
|
Debt discount and
fair value adjustment
|
|
5.4
|
|
|
75.1
|
|
|
136.0
|
Cash and cash
equivalents
|
|
(257.6)
|
|
|
(591.0)
|
|
|
(220.6)
|
Restricted
cash
|
|
(38.2)
|
|
|
(38.2)
|
|
|
(38.3)
|
Net
Debt
|
$
|
5,315.4
|
|
$
|
4,569.1
|
|
$
|
4,179.8
|
|
|
|
|
|
|
|
|
|
|
|
Twelve Months
Ended
|
(in millions of
U.S. dollars, unaudited)
|
September 30,
2021
|
|
June 30,
2021
|
|
September 30,
2020
|
Net
Earnings
|
$
|
232.1
|
|
$
|
221.6
|
|
$
|
289.5
|
Interest
expense
|
|
197.3
|
|
|
192.6
|
|
|
194.1
|
Interest
income
|
|
(4.4)
|
|
|
(4.7)
|
|
|
(4.5)
|
Income tax
expense
|
|
12.5
|
|
|
16.9
|
|
|
13.0
|
Depreciation and
amortization
|
|
374.0
|
|
|
371.3
|
|
|
329.1
|
Loss on debt
extinguishment
|
|
127.0
|
|
|
56.1
|
|
|
-
|
Gain on
sale
|
|
(0.3)
|
|
|
(0.1)
|
|
|
(0.5)
|
Loss on derivative
instruments
|
|
(5.2)
|
|
|
(3.2)
|
|
|
31.6
|
Change in contingent
consideration asset(2)
|
|
(6.2)
|
|
|
(2.5)
|
|
|
(2.8)
|
Loss on foreign
currency repatriation(3)
|
|
17.8
|
|
|
23.4
|
|
|
11.6
|
Goodwill
impairment
|
|
117.9
|
|
|
117.9
|
|
|
-
|
Other
expenses
|
|
8.8
|
|
|
9.7
|
|
|
5.0
|
Adjusted
EBITDA
|
$
|
1,071.3
|
|
$
|
999.0
|
|
$
|
866.1
|
|
|
|
|
|
|
|
|
|
Net Debt to
Adjusted EBITDA
|
|
5.0x
|
|
|
4.6x
|
|
|
4.8x
|
(1)
|
Debt and other
financing arrangements include both current and long-term
portions.
|
(2)
|
The change in
contingent consideration asset relates to the mark to market impact
of contingent consideration related to the acquisition of APR.
Pursuant to the acquisition agreement, the sellers of APR agreed to
compensate the Company for losses on cash repatriation from a
foreign jurisdiction related to cash generated from specified
contracts less relevant costs (the "Peso Contingent Asset
Arrangement"). The seller's indemnification obligations will end on
April 30, 2022, or earlier if certain conditions are met. In
February 2021, the sellers of APR further agreed to compensate the
Company, subject to definitive documentation, for losses on sale or
disposal of certain fixed asset and inventory items. The definitive
documentation was executed on April 30, 2021. The value of
compensation receivable from the sellers is accounted for as a
contingent consideration asset.
|
(3)
|
Loss on foreign
currency repatriation relates to losses recognized on cash
repatriation from a foreign jurisdiction, where compensation is
receivable through the Peso Contingent Asset Arrangement.
Compensation is made by the sellers in cash or return of previously
issued equity, which is offset against the contingent consideration
asset when received and therefore, is not reflected in the income
statement.
|
ATLAS CORP.
NON-GAAP
RECONCILIATIONS
OPERATING NET DEBT TO ADJUSTED
EBITDA
|
As at September
30, 2021
|
(in millions of
U.S. dollars, unaudited)
|
Containership
Leasing
|
|
Mobile Power
Generation
|
|
Elimination and
Other(4)
|
|
Total
|
Long-term
debt(1)
|
$
|
4,126.7
|
|
$
|
258.5
|
|
$
|
(51.9)
|
|
$
|
4,333.3
|
Other financing
arrangements(1)
|
|
1,189.6
|
|
|
-
|
|
|
-
|
|
|
1,189.6
|
Deferred financing
fees
|
|
76.4
|
|
|
6.5
|
|
|
-
|
|
|
82.9
|
Total
Borrowings
|
|
5,392.7
|
|
|
265.0
|
|
|
(51.9)
|
|
|
5,605.8
|
Debt discount and
fair value adjustment
|
|
5.4
|
|
|
-
|
|
|
-
|
|
|
5.4
|
Cash and cash
equivalents
|
|
(160.4)
|
|
|
(97.2)
|
|
|
-
|
|
|
(257.6)
|
Restricted
cash
|
|
-
|
|
|
(38.2)
|
|
|
-
|
|
|
(38.2)
|
Net
Debt
|
$
|
5,237.7
|
|
$
|
129.6
|
|
$
|
(51.9)
|
|
$
|
5,315.4
|
Vessels under
construction
|
|
(1,019.9)
|
|
|
-
|
|
|
-
|
|
|
(1,019.9)
|
Operating Net
Debt
|
$
|
4,217.8
|
|
$
|
129.6
|
|
$
|
(51.9)
|
|
$
|
4,295.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Twelve Months
Ended September 30, 2021
|
(in millions of
U.S. dollars, unaudited)
|
Containership
Leasing
|
|
Mobile Power
Generation
|
|
Elimination and
Other(4)
|
|
Total
|
Net
Earnings
|
$
|
297.5
|
|
$
|
(79.9)
|
|
$
|
14.5
|
|
$
|
232.1
|
Interest
expense
|
|
179.5
|
|
|
20.6
|
|
|
(2.8)
|
|
|
197.3
|
Interest
income
|
|
(0.5)
|
|
|
(3.9)
|
|
|
-
|
|
|
(4.4)
|
Income tax
expense
|
|
0.7
|
|
|
11.8
|
|
|
-
|
|
|
12.5
|
Depreciation and
amortization
|
|
303.8
|
|
|
70.2
|
|
|
-
|
|
|
374.0
|
Loss on debt
extinguishment
|
|
127.0
|
|
|
-
|
|
|
-
|
|
|
127.0
|
Gain on
sale
|
|
-
|
|
|
(0.3)
|
|
|
-
|
|
|
(0.3)
|
Loss on derivative
instruments
|
|
(5.2)
|
|
|
-
|
|
|
-
|
|
|
(5.2)
|
Change in contingent
consideration asset(2)
|
|
-
|
|
|
-
|
|
|
(6.2)
|
|
|
(6.2)
|
Loss on foreign
currency repatriation(3)
|
|
-
|
|
|
17.8
|
|
|
-
|
|
|
17.8
|
Goodwill
impairment
|
|
-
|
|
|
117.9
|
|
|
-
|
|
|
117.9
|
Other
expenses
|
|
2.8
|
|
|
3.8
|
|
|
2.2
|
|
|
8.8
|
Adjusted
EBITDA
|
$
|
905.6
|
|
$
|
158.0
|
|
$
|
7.7
|
|
$
|
1,071.3
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Net Debt
to Adjusted EBITDA
|
|
4.7x
|
|
|
0.8x
|
|
|
|
|
|
4.0x
|
(1)
|
Debt and other
financing arrangements include both current and long-term
portions.
|
(2)
|
The change in
contingent consideration asset relates to the mark to market impact
of contingent consideration related to the acquisition of APR.
Pursuant to the acquisition agreement, the sellers of APR agreed to
compensate the Company for losses on cash repatriation from a
foreign jurisdiction related to cash generated from specified
contracts less relevant costs (the "Peso Contingent Asset
Arrangement"). The seller's indemnification obligations will end on
April 30, 2022, or earlier if certain conditions are met. In
February 2021, the sellers of APR further agreed to compensate the
Company, subject to definitive documentation, for losses on sale or
disposal of certain fixed asset and inventory items. The definitive
documentation was executed on April 30, 2021. The value of
compensation receivable from the sellers is accounted for as a
contingent consideration asset.
|
(3)
|
Loss on foreign
currency repatriation relates to losses recognized on cash
repatriation from a foreign jurisdiction, where compensation is
receivable through the Peso Contingent Asset Arrangement.
Compensation is made by the sellers in cash or return of previously
issued equity, which is offset against the contingent consideration
asset when received and therefore, is not reflected in the income
statement.
|
(4)
|
Elimination and Other
includes amounts relating to preferred shares, change in contingent
consideration asset, elimination of intercompany transactions and
unallocated amounts.
|
ATLAS CORP.
NON-GAAP
RECONCILIATIONS
TOTAL BORROWINGS
|
As at September
30,
|
|
2021
|
2020
|
(in millions of
U.S. dollars, unaudited)
|
Total
Outstanding
|
|
Interest Rate
(2)
|
|
Years to
Maturity
|
|
Total
Outstanding
|
Credit
facilities(1)(7)
|
$
|
2,396.5
|
|
1.9%
|
|
3.68
|
|
$
|
2,950.4
|
Senior unsecured
notes(3)(7)
|
|
1,302.2
|
|
6.2%
|
|
6.03
|
|
|
80.0
|
Fairfax
notes(4)(7)
|
|
-
|
|
-
|
|
-
|
|
|
600.0
|
Senior unsecured
exchangeable notes (5)(7)
|
|
201.3
|
|
3.8%
|
|
4.21
|
|
|
-
|
Senior secured
notes(6)(7)
|
|
500.0
|
|
4.1%
|
|
11.66
|
|
|
-
|
Debt discount and fair
value adjustment
|
|
(5.4)
|
|
-
|
|
-
|
|
|
(136.0)
|
Other financing
arrangements(7)
|
|
1,211.2
|
|
3.0%
|
|
10.22
|
|
|
808.3
|
Total
borrowings
|
|
5,605.8
|
|
|
|
|
|
|
4,302.7
|
Vessels under
construction
|
|
(1,019.9)
|
|
-
|
|
-
|
|
|
-
|
Operating
borrowings
|
$
|
4,585.9
|
|
|
|
|
|
$
|
4,302.7
|
(1)
|
As at September 30,
2021, $2,091.4 million was secured by vessels.
|
(2)
|
As at September 30,
2021, the three month and six-month average LIBOR on the Company's
revolving credit facilities were 0.1% and 0.2%, respectively.
The three month and six-month average LIBOR on the Company's term
loan credit facilities were 0.1% and 0.2%, respectively.
|
(3)
|
Corresponds to the
following: (i) 7.125% senior unsecured notes due in 2027 (ii) 6.5%
senior unsecured sustainability-linked bonds issued in the Nordic
bond market, due in 2024 and due in 2026 and (iii) 5.5% senior
unsecured notes due 2029.
|
(4)
|
Corresponds to the
5.50% senior notes due in 2025 and 2026.
|
(5)
|
Corresponds to the
3.75% senior unsecured notes where the holder has the option to
exchange into Atlas common shares, cash or combination of Atlas
common shares or cash, at Seaspan's discretion, on or after
September 2025 or earlier upon the occurrence of certain
conditions. The notes are due in December 2025.
|
(6)
|
Corresponds to
Sustainability-Linked Senior Secured Notes with fixed interest
rates ranging from 3.91% to 4.26% and maturities between 2031 and
2036.
|
(7)
|
These exclude
deferred financing fees and include both current and long-term
portions.
|
ATLAS CORP.
Definitions of Non-GAAP Financial Measures
This release includes various financial measures that are
non-GAAP financial measures as defined under the rules of the
United States Securities and Exchange Commission ("SEC"). These
non-GAAP financial measures, which include FFO, FFO Per Share,
Diluted ("FFO Per Share"), Adjusted Earnings, Adjusted Earnings Per
Share, Diluted ("Adjusted EPS"), Adjusted EBITDA, Net Debt and
Total Borrowings, are intended to provide additional information
and are not prepared in accordance with, and should not be
considered substitutes for financial measures prepared in
accordance with U.S. generally accepted accounting principles
("GAAP"). Investors are cautioned that there are material
limitations associated with the use of the non-GAAP financial
measures as an analytical tool.
FFO and FFO Per Share represent net
earnings adjusted for depreciation and amortization, gains/losses
on sale, unrealized change in fair value of derivative instruments,
loss on foreign currency repatriation, change in contingent
consideration asset, preferred share dividends accumulated,
impairment, loss on debt extinguishment and certain other items
that management believes are not representative of its operating
performance. FFO and FFO Per Share are useful performance measures
because they exclude those items that management believes are not
representative of its performance.
FFO and FFO Per Share are not defined by GAAP and should
not be considered as an alternative to net earnings, earnings per
share or any other indicator of the Company's performance required
to be reported by GAAP. In addition, this measure may not be
comparable to similar measures presented by other companies.
Adjusted Earnings and Adjusted EPS represents
net earnings adjusted for preferred share dividends accumulated,
impairment, loss on debt extinguishment and other items that
management believes are not representative of its ongoing
performance.
Adjusted Earnings and Adjusted EPS are not defined by GAAP
and should not be considered as an alternative to net earnings, net
earnings per share or any other indicator of the Company's
performance required to be reported by GAAP. In addition, this
measure may not be comparable to similar measures presented by
other companies and the closest measure is net earnings. Management
believes that these metrics are helpful in providing investors with
information to assess the on-going operations of the business.
Adjusted EBITDA represents net earnings before
interest expense and income, tax expense, depreciation and
amortization, impairments, write-down and gains/losses on sale,
gains/losses on derivative instruments, loss on foreign currency
repatriation, change in contingent consideration asset, loss on
debt extinguishment, other expenses and certain other items that
management believes are not representative of its operating
performance.
Adjusted EBITDA provides useful information to investors in
assessing the Company's results from operations. Management
believes that this measure is useful in assessing performance and
highlighting trends on an overall basis. Management also believes
that this performance measure can be useful in comparing its
results with those of other companies, even though other companies
may not calculate this measure in the same way. The GAAP measure
most directly comparable to Adjusted EBITDA is net earnings.
Adjusted EBITDA is not defined by GAAP and should not be considered
as an alternative to net earnings, or any other indicator of the
Company's performance required to be reported by GAAP.
Total Borrowings represents long-term
debt and other financing arrangements, excluding deferred
financing fees. Operating borrowings represents
Total Borrowings less amounts related to vessels under
construction.
Net Debt represents Total Borrowings before debt discount
and fair value adjustments, net of cash and cash equivalents and
restricted cash. Operating Net Debt represents Net
Debt less amounts related to vessels under construction.
Net Debt and Total Borrowings provide useful
information to investors in assessing the Company's leverage.
Management believes this measure is useful in assessing the
Company's ability to settle contracted debt payments. Management
also believes that this leverage measurement can be useful in
comparing its position with those of other companies, even though
other companies may not calculate this measure in the same way. The
GAAP measure most directly comparable to Net Debt and Total
Borrowings is the total of long-term debt and other financing
arrangements. Net Debt and Total Borrowings are not defined by GAAP
and should not be considered as an alternative to long-term debt
and other financing arrangements, or any other indicator of the
Company's financial position required to be reported by GAAP.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING
STATEMENTS
This release contains forward-looking statements (as such term
is defined in Section 21E of the Securities Exchange Act of 1934,
as amended, or the Exchange Act). Statements that are predictive in
nature, that depend upon or refer to future events or conditions,
or that include words such as "continue," "expects," "anticipates,"
"intends," "plans," "believes," "estimates," "projects,"
"forecasts," "will," "may," "potential," "should" and similar
expressions are forward–looking statements. These forward-looking
statements represent Atlas' estimates and assumptions only as of
the date of this release and are not intended to give any assurance
as to future results. As a result, you are cautioned not to rely on
any forward-looking statements. Forward-looking statements appear
in a number of places in this release. Although these statements
are based upon assumptions Atlas believes to be reasonable based
upon available information, they are subject to risks and
uncertainties. These risks and uncertainties include, but are not
limited to:
- Atlas' future operating and financial results;
- Atlas' future growth prospects;
- Atlas' business strategy and capital allocation plans, and
other plans and objectives for future operations;
- Atlas' primary sources of funds for short, medium and long-term
liquidity needs;
- potential acquisitions, financing arrangements and other
investments, and the expected benefits from such transactions;
- Atlas' financial condition and liquidity, including its ability
to realize the benefits of recent financing activities, borrow and
repay funds under its credit facilities, its ability to obtain
waivers or secure acceptable replacement charters under the credit
facilities, its ability to refinance existing facilities and notes,
and to obtain additional financing in the future to fund capital
expenditures, acquisitions and other general corporate
activities;
- conditions in the public equity market and the price of Atlas'
shares;
- changes in governmental rules and regulations or actions taken
by regulatory authorities, and the effect of governmental
regulations on Atlas' business;
- the financial condition of Seaspan's and APR's customers,
lenders and other counterparties and their ability to perform their
obligations under their agreements with Seaspan and APR,
respectively;
- the continued ability to meet specified restrictive covenants
in Atlas' and its subsidiaries' financing and lease arrangements,
notes and preferred shares;
- any economic downturn in the global financial markets and
potential negative effects of any recurrence of such disruptions on
the demand for the services of Seaspan's containerships or APR's
mobile power solutions or on our customers' ability to charter our
vessels, lease our power generation assets and pay for our
services;
- the length and severity of the novel coronavirus (COVID-19)
pandemic, including as a result of new variants of the virus, and
its impact on Atlas' business;
- a major customer experiencing financial distress, due to the
COVID-19 pandemic, bankruptcy or otherwise;
- global economic and market conditions and shipping industry
trends, including charter rates and other factors affecting supply
and demand for our containerships and power generation
solutions;
- disruptions in global credit and financial markets as the
result of the COVID-19 pandemic or otherwise;
- Atlas' expectations as to impairments of its vessels and power
generation assets, including the timing and amount of potential
impairments;
- the future valuation of Atlas' vessels, power generation assets
and goodwill;
- future time charters and vessel deliveries, including future
long-term charters for certain existing vessels;
- estimated future capital expenditures needed to preserve the
operating capacity of Seaspan's containership fleet and comply with
regulatory standards, as well as Atlas' expectations regarding
future dry-docking and operating expenses, including ship operating
expense and expenses related to performance under our contracts for
the supply of power generation capacity, and general and
administrative expenses;
- availability of crew, number of off-hire days and dry-docking
requirements;
- Seaspan's continued ability to maintain, enter into or renew
primarily long-term, fixed-rate time charters for its vessels and
leases of our power generation assets;
- the potential for early termination of long-term time charters
and Seaspan's potential inability to enter into, renew or replace
long-term time charters;
- Seaspan's ability to leverage to its advantage its
relationships and reputation in the containership industry;
- changes in technology, prices, industry standards,
environmental regulation and other factors which could affect
Atlas' competitive position, revenues and asset values;
- disruptions and security threats to our technology
systems;
- taxation of Atlas and of distributions to its
shareholders;
- Atlas' exemption from tax on U.S. source international
transportation income;
- the continued availability of services, equipment and software
from subcontractors or third-party suppliers required to provide
APR's power generation solutions;
- APR's ability to protect its intellectual property and defend
against possible third-party infringement claims relating to its
power generation solutions;
- Atlas' ability to achieve or realize expected benefits from ESG
initiatives;
- potential liability from future litigation;
- other factors detailed from time to time in Atlas' periodic
reports; and
- other risks that are not currently material or known to
us.
Forward-looking statements in this release are estimates and
assumptions reflecting the judgment of senior management and
involve known and unknown risks and uncertainties. These
forward-looking statements are based upon a number of assumptions
and estimates that are inherently subject to significant
uncertainties and contingencies, many of which are beyond Atlas'
control. Actual results may differ materially from those expressed
or implied by such forward-looking statements. Accordingly, all
forward-looking statements should be considered in light of various
important factors listed above and including, but not limited to,
those set forth in "Item 3. Key Information—D. Risk Factors" in
Atlas' Annual Report for the year ended December 31, 2020 on Form 20-F filed with the SEC
on March 19, 2021.
Atlas does not intend to revise any forward-looking statements
in order to reflect any change in its expectations or events or
circumstances that may subsequently arise. Atlas expressly
disclaims any obligation to update or revise any of these
forward-looking statements, whether because of future events, new
information, a change in Atlas' views or expectations, or
otherwise. You should carefully review and consider the various
disclosures included in Atlas' Annual Report and in Atlas' other
filings made with the SEC that attempt to advise interested parties
of the risks and factors that may affect Atlas' businesses,
prospects and results of operations.
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SOURCE Atlas Corp.