UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_________________________
FORM 6-K
_________________________
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
Date of Report: August 4, 2022
Commission file number 1- 12874
_________________________
TEEKAY CORPORATION
(Exact name of Registrant as specified in its charter)
_________________________
4th Floor, Belvedere Building
69 Pitts Bay Road
Hamilton, HM 08 Bermuda
(Address of principal executive offices)
_________________________
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Indicate by check mark whether the registrant files or will file
annual reports under cover Form 20-F or Form 40-F. |
Form 20-F
ý Form
40- F
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Indicate by check mark if the registrant is submitting the
Form 6-K in paper as permitted by Regulation S-T Rule
101(b)(1). |
Yes
¨ No
ý
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Indicate by check mark if the registrant is submitting the Form 6-K
in paper as permitted by Regulation S-T Rule 101(b)(7). |
Yes
¨ No
ý
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Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Item 1 — Information Contained in this Form 6-K Report
Attached as Exhibit 1 is a copy of an announcement of Teekay
Corporation dated August 4, 2022.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly
authorized.
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TEEKAY CORPORATION |
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Date: August 4, 2022 |
By: |
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/s/ Vincent Lok |
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Vincent Lok
Executive Vice President and Chief Financial Officer (Principal
Financial and Accounting Officer)
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Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
TEEKAY CORPORATION REPORTS
SECOND QUARTER 2022 RESULTS
Highlights
•GAAP
net income attributable to shareholders of Teekay of $5.3 million,
or $0.05 per share, and adjusted net income attributable to
shareholders of Teekay(2)
of $5.5 million, or $0.05 per share, in the
second
quarter of 2022 (excluding items listed in
Appendix A
to this release).
•Total
adjusted EBITDA(2)
of $50.6 million in the
second
quarter of 2022.
•Teekay
Parent entered into an agreement to sell the
Sevan Hummingbird
FPSO unit, which was completed on July 1, 2022.
•Teekay
Parent's cash position, net of outstanding convertible debt, was
approximately $295 million as of August 1, 2022.
•Teekay
Tankers
secured strong third quarter-to-date
spot tanker rates of $29,600 per day for its Suezmax fleet, $35,600
per day for its Aframax fleet, and $35,400 per day for its LR2
fleet, which
are three to five times higher compared to the third quarter of
2021.
Hamilton, Bermuda, August 4, 2022
- Teekay Corporation (Teekay
or
the Company)
(NYSE:TK) today reported results for the three and six months ended
June 30, 2022. These results include the Company’s publicly listed
consolidated subsidiary, Teekay Tankers Ltd. (Teekay
Tankers)
(NYSE:TNK), and all remaining subsidiaries and equity-accounted
investments. As a result of Stonepeak's acquisition of Teekay LNG
Partners L.P. (Teekay
LNG)
(now known as Seapeak LLC) in January 2022, certain
information in this release presents Teekay LNG and various
subsidiaries that provided the shore-based operations for Teekay
LNG and certain of Teekay LNG’s joint ventures under management
services contracts (collectively,
the Teekay Gas Business)
as a discontinued operation. Teekay, together with its subsidiaries
other than Teekay Tankers, is referred to in this release as
Teekay Parent.
Please refer to the second quarter of 2022 earnings release of
Teekay Tankers, which is available on Teekay's website at
www.teekay.com,
for additional information on Teekay Tankers' results.
Financial Summary
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Three Months Ended |
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June 30, |
March 31, |
June 30, |
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(in thousands of U.S. dollars, except per share
amounts) |
2022 |
2022 |
2021
(1)
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(unaudited) |
(unaudited) |
(unaudited) |
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TEEKAY CORPORATION CONSOLIDATED |
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GAAP FINANCIAL COMPARISON |
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Revenues |
280,786 |
212,720 |
153,209 |
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Income (loss) from vessel operations |
26,792 |
(12,574) |
(97,649) |
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Net income (loss) attributable to the shareholders of
Teekay |
5,282 |
888 |
(1,844) |
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Earnings (loss) per common share of Teekay |
0.05 |
0.01 |
(0.02) |
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NON-GAAP FINANCIAL COMPARISON |
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Total adjusted EBITDA
(2)
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50,570 |
41,767 |
171,928 |
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Adjusted net income (loss) attributable to shareholders of
Teekay
(2)
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5,506 |
(528) |
30 |
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Adjusted net earnings (loss) per share attributable to shareholders
of Teekay
(2)
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0.05 |
(0.01) |
— |
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(1)On
October 4, 2021, Teekay entered into an agreement to sell its
general partner interest in Teekay LNG, all of its common units in
Teekay LNG and various subsidiaries that provided the shore-based
operations for Teekay LNG and certain of Teekay LNG’s joint
ventures under existing management service contracts
(collectively,
the Teekay Gas Business).
Prior to the transaction closing on January 13, 2022, Teekay
maintained control of Teekay LNG by virtue of its 100% ownership
interest in the general partner of Teekay LNG, which was a master
limited partnership. The presentation of certain information in
these consolidated financial statements reflects the Teekay Gas
Business as a discontinued operation of the Company, including in
the historical comparative periods presented.
(2)These
are non-GAAP financial measures. Please refer to “Definitions and
Non-GAAP Financial Measures” and the Appendices to this release for
definitions of these terms and reconciliations of these non-GAAP
financial measures as used in this release to the most directly
comparable financial measures under United States generally
accepted accounting principles (GAAP).
These measures include results from both continuing and
discontinued operations.
1
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
CEO Commentary
“Our consolidated financial results for the second quarter of 2022
were higher than the previous quarter, primarily due to higher spot
tanker rates and lower general and administrative expenses,
partially offset by the sale of all of our interests in Seapeak LLC
in mid-January 2022,” commented Kenneth Hvid, Teekay’s President
and CEO.
“In addition, I am pleased to report that we successfully completed
the sale of the
Sevan Hummingbird
FPSO to a third party on July 1, 2022. The proceeds from the sale
of the
Sevan
Hummingbird
FPSO combined with a contractual lump sum from our customer on
the
Petrojarl Foinaven
FPSO, which is expected to be received in the third quarter of
2022, are anticipated to largely cover the remaining
decommissioning costs relating to these two units and we expect to
substantially complete the wind-down of our FPSO segment by the end
of the year.”
“The impact of Russia’s invasion of Ukraine is reshaping the global
energy markets. We believe that the increased tanker tonne-mile
demand due to changes in crude oil trading patterns, combined with
increasing oil consumption as part of continuing economic
re-opening and the low tanker orderbook are all constructive for
tanker rates. During the second quarter of 2022, Teekay Tankers saw
charter rates reach their highest level in two years and rates have
further strengthened into the third quarter of 2022. Teekay
Tankers’ fleet of nearly 50 medium-sized tankers provides
attractive operating leverage in a strengthening tanker
market.”
“Following our recent $10 million investment in Teekay Tankers at
an average price of $11.03 per share, we now own 10.57 million
common shares of Teekay Tankers, increasing our economic ownership
to 31.2%. With a net cash position of nearly $300 million, we
believe our strong balance sheet, which provides financial
flexibility and optionality, is particularly valuable during times
of extreme volatility and global economic uncertainty, and we will
continue pursuing future investments patiently and selectively
where we can leverage our operating franchise and the proven
capabilities of the Teekay platform to create long-term shareholder
value.”
2
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Summary of Results
Teekay Corporation Consolidated
The Company's adjusted net income attributable to shareholders of
Teekay(1)
for the second quarter of 2022 increased compared to the same
quarter of the prior year, primarily due to higher earnings from
Teekay Tankers as a result of higher spot tanker rates and lower
vessel operating expenses in the second quarter of 2022, compared
to the second quarter of 2021,
and
lower interest expense in Teekay Parent due to bond repurchases
completed during the first half of 2022, which was partially offset
by the loss of earnings contribution from the Teekay Gas Business
as a result of the sale of the Teekay Gas Business on January 13,
2022.
In addition, consolidated GAAP net income attributable to
shareholders of Teekay increased during the second quarter of 2022,
compared to the same quarter of the prior year, mainly due
to
a $86.7 million write-down of vessels by Teekay Tankers in the
second quarter of 2021, partially offset
by an asset
retirement obligation (ARO)
extinguishment gain of $33 million realized in Teekay Parent in the
second quarter of 2021 in relation to the
Petrojarl Banff
FPSO.
Summary Results of Teekay Tankers
Teekay Tankers' GAAP net income and adjusted net
income(1)
in the second quarter of 2022 increased compared to the same
quarter of the prior year, primarily
due to higher average spot tanker rates and a lower number of
scheduled dry dockings, partially offset by the sale of five
vessels between the two periods. In addition, GAAP net income in
the second quarter of 2022 included a $1.2 million gain on the sale
of two vessels and a $2.5 million foreign exchange gain, while GAAP
net loss in the second quarter of 2021 included a $86.7 million
write-down of vessels and a $0.6 million foreign exchange
loss.
Crude tanker spot rates increased during the second quarter of 2022
to the highest level in two years. The increase was largely due to
ongoing trade route disruption and longer voyage distances
resulting from Russia’s invasion of Ukraine coupled with positive
underlying tanker supply and demand fundamentals.
The following table highlights the operating performance of Teekay
Tankers' vessels trading in revenue sharing arrangements
(RSAs),
voyage charters and full service lightering, in each case measured
in net revenues(a)
per revenue day, or time-charter equivalent (TCE)
rates, before off-hire bunker expenses:
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Three Months Ended |
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June 30, 2022(b)
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March 31, 2022(b)
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June 30, 2021(b)
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Suezmax revenue days |
2,244 |
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2,175 |
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2,224 |
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Suezmax TCE per revenue day |
$25,310 |
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$13,786 |
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$10,085 |
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Aframax revenue days |
1,210 |
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1,326 |
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1,413 |
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Aframax TCE per revenue day |
$24,538 |
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$18,037 |
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$11,752 |
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LR2 revenue days |
888 |
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899 |
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732 |
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LR2 TCE per revenue day |
$26,690 |
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$15,491 |
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$11,745 |
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(a) Net
revenues
is a non-GAAP financial measure. Please refer to "Definitions and
Non-GAAP Financial Measures" for a definition of this
term.
(b) Revenue
days
are the total number of calendar days Teekay Tankers' vessels were
in its possession during a period, less the total number of
off-hire days during the period associated with major repairs or
modifications, dry dockings or special or intermediate surveys.
Consequently, revenue days represent the total number of days
available for the vessel to earn revenue. Idle days, which are days
when the vessel is available to earn revenue but is not employed,
are included in revenue days.
(1) This is a non-GAAP financial measure. Please refer to
"Definitions and Non-GAAP Financial Measures" and the Appendices to
this release for a definition of this term and a reconciliation of
this non-GAAP financial measure as used in this release to the most
directly comparable financial measures under GAAP.
3
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
The following table summarizes Teekay Tankers’ TCE rates booked
to-date in the third quarter of 2022 for its spot-traded fleet
only:
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To-Date Spot Tanker Rates
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TCE Rates Per Day
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% Fixed
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Suezmax |
$29,600 |
43% |
Aframax
(1)
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$35,600 |
37% |
LR2
(2)
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$35,400 |
37% |
(1) Rates and percentage booked to-date
include Aframax RSA, full service lightering and non-RSA voyage
charters for all Aframax vessels.
(2) Rates and percentage booked to-date
include Aframax RSA, full service lightering and non-RSA voyage
charters for all LR2 vessels, whether trading in the clean or dirty
spot market.
Please refer to Teekay Tankers' second quarter of 2022 earnings
release for additional information on the financial results for
this entity.
Summary of Recent Events
Teekay Parent
In April 2022, Teekay Parent entered into an agreement to sell
the
Sevan Hummingbird
FPSO unit to a third party, which closed on July 1, 2022. The
proceeds from the sale are expected to cover the decommissioning
costs for the unit, a large portion of which is anticipated to be
paid in the third quarter of 2022.
Teekay Tankers
In July 2022, Teekay Tankers entered into an agreement to sell a
2005-built Aframax vessel for $24.8 million. The vessel sale is
expected to be completed in the third quarter of 2022, at which
time Teekay Tankers will record a gain on sale of approximately
$8.0 million.
Teekay Tankers in-chartered one Aframax vessel for $23,000 per day
for a 2-year period, which commenced in late-July
2022.
4
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Liquidity
As at June 30, 2022, Teekay Parent had total liquidity of
approximately $297.3 million (consisting of cash and cash
equivalents and short-term investments). On a consolidated basis,
as at June 30, 2022, Teekay had consolidated total liquidity
of approximately $525.8 million (consisting of $363.6 million of
cash and cash equivalents and short-term investments, and $162.2
million of undrawn capacity from its credit
facilities).
As at August 1, 2022, Teekay Parent had total liquidity of
approximately $316.5 million. The increase compared to June 30,
2022 was mainly due to various timing differences.
About Teekay
Teekay is a leading provider of international crude oil and other
marine transportation services. Teekay provides these services
directly and through its controlling ownership interest in Teekay
Tankers Ltd. (NYSE: TNK), one of the world’s largest owners and
operators of mid-sized crude tankers. The consolidated Teekay
entities manage and operate 60 conventional tankers and other
marine assets. With offices in 8 countries and approximately 2,500
seagoing and shore-based employees, Teekay provides a comprehensive
set of marine services to the world’s leading energy companies and
the Australian government.
Teekay’s common stock is listed on the New York Stock Exchange
where it trades under the symbol “TK”.
For Investor Relations enquiries contact:
E-mail: investor.relations@teekay.com
Website:
www.teekay.com
5
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Definitions and Non-GAAP Financial Measures
This release includes various financial measures that are non-GAAP
financial measures as defined under the rules of the Securities and
Exchange Commission (SEC).
These non-GAAP financial measures, which include Adjusted Net
Income Attributable to Shareholders of Teekay, Adjusted EBITDA and
Net Revenues, are intended to provide additional information and
should not be considered substitutes for measures of performance
prepared in accordance with GAAP. In addition, these measures do
not have standardized meanings across companies, and therefore may
not be comparable to similar measures presented by other companies.
The Company believes that certain investors use this information to
evaluate the Company’s financial performance, as does
management.
Non-GAAP Financial Measures
Adjusted Net Income Attributable to Shareholders of Teekay
excludes items of income or loss from GAAP net (loss) income that
are typically excluded by securities analysts in their published
estimates of the Company’s financial results. The Company believes
that certain investors use this information to evaluate the
Company’s financial performance, as does management. Please refer
to
Appendix A
of this release for a reconciliation of this non-GAAP financial
measure to net income (loss), the most directly comparable GAAP
measure reflected in the Company’s consolidated financial
statements.
Total Adjusted EBITDA
represents net income (loss) before interest, taxes, depreciation
and amortization, and is adjusted to exclude certain items whose
timing or amount cannot be reasonably estimated in advance or that
are not considered representative of core operating performance.
Such adjustments include foreign currency exchange gains and
losses, any write-downs and/or gains, and/or gains and losses on
sale of operating assets, adjustments for direct financing and
sales-type leases to a cash basis, amortization of in-process
revenue contracts, unrealized gains and losses on derivative
instruments, credit loss provision adjustments, loss on bond
repurchases, loss on deconsolidation, write-downs related to
equity-accounted investments, our share of the above items in
non-consolidated joint ventures which are accounted for using the
equity method of accounting, and other income or loss, for both
continuing operations and discontinued operations.
Total Adjusted EBITDA
also excludes realized gains or losses on interest rate swaps as
management, in assessing the Company's performance, views these
gains or losses as an element of interest expense, and realized
gains or losses on interest rate swaps resulting from amendments or
terminations of the underlying instruments, for continuing and
discontinued operations.
Consolidated Adjusted EBITDA
represents Adjusted EBITDA from vessels that are consolidated on
the Company's financial statements.
Adjusted EBITDA from Equity-Accounted Joint Venture
represents the Company's proportionate share of Adjusted EBITDA
from its equity-accounted joint venture. The Company does not have
the unilateral ability to determine whether the cash generated by
its equity-accounted joint venture is retained within the entity in
which the Company holds the equity-accounted joint venture or
distributed to the Company and other owners. In addition, the
Company does not control the timing of any such distributions to
the Company and other owners.
Total Adjusted EBITDA
represents Consolidated Adjusted EBITDA plus Adjusted EBITDA from
Equity-Accounted Joint Venture.
Adjusted EBITDA is a non-GAAP financial measure used by certain
investors and management to measure the operational performance of
companies. Please refer to
Appendix C
of this release for reconciliations of Adjusted EBITDA to net
income (loss) and equity loss, respectively, from continuing and
discontinued operations, which are the most directly comparable
GAAP measures reflected in the Company’s consolidated financial
statements.
Net revenues
represents income (loss) from operations before vessel operating
expenses, time-charter hire expenses, depreciation and
amortization, general and administrative expenses, gain on sale and
write-down of assets, and restructuring charges. Since the amount
of voyage expenses the Company incurs for a particular charter
depends on the type of the charter, the Company includes these
costs in net revenues to improve the comparability between periods
of reported revenues that are generated by the different types of
charters and contracts. The Company principally uses net revenues,
a non-GAAP financial measure, because the Company believes it
provides more meaningful information about the deployment of the
Company's vessels and their performance than does income (loss)
from operations, the most directly comparable financial measure
under GAAP.
6
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Important Notice to Reader
Sale of Teekay Gas Business
On October 4, 2021, Teekay entered into an agreement to sell to
affiliates of Stonepeak (a) its general partner interest in Teekay
LNG, (b) all of its common units in Teekay LNG
(now known as Seapeak LLC (or
Seapeak),
and (c) various subsidiaries that provided the shore-based
operations for Teekay LNG and certain of Teekay LNG’s joint
ventures under existing management services contracts
(collectively, the
Teekay Gas Business).
Prior to the transaction closing on January 13, 2022, Teekay
maintained control of Teekay LNG by virtue of its 100% ownership
interest in the general partner of Teekay LNG, which was a master
limited partnership.
The presentation of certain information in these consolidated
financial statements reflects that the Teekay Gas Business is a
discontinued operation of the Company, and historical comparative
periods presented have been recast as a result.
7
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Teekay Corporation
Summary Consolidated Statements of Income (Loss)
(in thousands of U.S. dollars, except share and per share
data)
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Three Months Ended |
Six Months Ended |
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June 30, |
March 31, |
June 30, |
June 30, |
June 30, |
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2022 |
2022 |
2021
(1)
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2022 |
2021
(1)
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(unaudited) |
(unaudited) |
(unaudited) |
(unaudited) |
(unaudited) |
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Revenues |
280,786 |
212,720 |
153,209 |
493,506 |
337,692 |
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Voyage expenses |
(126,980) |
(101,622) |
(71,768) |
(228,602) |
(140,810) |
Vessel operating expenses |
(80,268) |
(71,941) |
(77,125) |
(152,209) |
(155,660) |
Time-charter hire expenses |
(6,553) |
(5,550) |
(2,138) |
(12,103) |
(7,409) |
Depreciation and amortization |
(25,243) |
(25,080) |
(26,895) |
(50,323) |
(53,579) |
General and administrative expenses |
(14,143) |
(16,083) |
(19,196) |
(30,226) |
(38,204) |
Gain (loss) on sale and write-down of assets |
1,153 |
(421) |
(86,686) |
732 |
(87,401) |
Asset retirement obligation extinguishment gain
(2)
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— |
— |
32,950 |
— |
32,950 |
Restructuring charges
(3)
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(1,960) |
(4,597) |
— |
(6,557) |
(303) |
Income (loss) from vessel operations |
26,792 |
(12,574) |
(97,649) |
14,218 |
(112,724) |
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Interest expense |
(9,413) |
(10,002) |
(17,700) |
(19,415) |
(36,117) |
Interest income |
723 |
297 |
34 |
1,020 |
73 |
Realized and unrealized gains (losses) on non-designated derivative
instruments
(4)
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571 |
1,967 |
(519) |
2,538 |
184 |
Equity loss |
(931) |
(754) |
(829) |
(1,685) |
(1,188) |
Loss on bond repurchases
(5)
|
(198) |
(12,410) |
— |
(12,608) |
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Income tax recovery and other – net |
534 |
353 |
(2,640) |
887 |
(2,984) |
Net income (loss) from continuing operations |
18,078 |
(33,123) |
(119,303) |
(15,045) |
(152,756) |
(Loss) income from discontinued operations
(6)
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— |
(20,276) |
61,699 |
(20,276) |
156,656 |
Net income (loss) |
18,078 |
(53,399) |
(57,604) |
(35,321) |
3,900 |
Net (income) loss attributable to non-controlling interests
(6)
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(12,796) |
54,287 |
55,760 |
41,491 |
24,207 |
Net income (loss) attributable to the shareholders of Teekay
Corporation |
5,282 |
888 |
(1,844) |
6,170 |
28,107 |
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Amounts attributable to the shareholders of Teekay
Corporation |
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Income (loss) from continuing operations |
18,078 |
(33,123) |
(119,303) |
(15,045) |
(152,756) |
Net (income) loss attributable to non-controlling interests,
continuing operations |
(12,796) |
(7,641) |
92,178 |
(20,437) |
117,291 |
Net income (loss) attributable to the shareholders of Teekay
Corporation, continuing operations |
5,282 |
(40,764) |
(27,125) |
(35,482) |
(35,465) |
(Loss) income from discontinued operations |
— |
(20,276) |
61,699 |
(20,276) |
156,656 |
Net loss (income) attributable to non-controlling interests,
discontinued operations
(6)
|
— |
61,928 |
(36,418) |
61,928 |
(93,084) |
Net income attributable to the shareholders of Teekay
Corporation, |
|
|
|
|
|
discontinued operations |
— |
41,652 |
25,281 |
41,652 |
63,572 |
Net income (loss) attributable to the shareholders of Teekay
Corporation |
5,282 |
888 |
(1,844) |
6,170 |
28,107 |
Earnings (loss) per common share(7)
of Teekay Corporation, continuing operations - Basic and
diluted
|
0.05 |
(0.40) |
(0.27) |
(0.35) |
(0.35) |
|
|
|
|
|
|
Earnings per common share(7)
of Teekay Corporation, discontinued operations - Basic and
diluted
|
— |
0.41 |
0.25 |
0.41 |
0.63 |
Earnings (loss) per common share(7)
of Teekay Corporation -
Basic and diluted
|
0.05 |
0.01 |
(0.02) |
0.06 |
0.28 |
8
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
(1)The
presentation of certain information in these consolidated financial
statements reflects the Teekay Gas Business as a discontinued
operation of the Company, and historical comparative periods
presented have been recast as a result.
Refer to the
Important Notice to Reader
section above for further information.
(2)Asset
retirement obligation extinguishment gain for the three and six
months ended June 30, 2021 relates to the derecognition of the ARO
liability associated with the
Petrojarl Banff
FPSO unit as a result of the fulfillment of decommissioning
obligations relating to the Banff field.
(3)The
three months ended June 30, 2022 and six months ended June 30,
2022, includes restructuring charges of $1.2 million and $5.0
million related to the reorganization and realignment of the
Company's shared service functions following the sale of the Teekay
Gas Business, of which $2.4 million was recovered from Seapeak and
was recorded as part of revenues on the consolidated statements of
income (loss). The three months ended June 30, 2022 and six months
ended June 30, 2022 also includes restructuring charges of $0.8
million and $1.6 million related to the end of operation for
the
Sevan Hummingbird
FPSO.
(4)Realized
and unrealized gains (losses) related to derivative instruments
that are not designated in qualifying hedging
relationships for accounting
purposes are included as a separate line item in the consolidated
statements of income (loss). The realized losses relate to the
amounts the Company actually paid to settle such derivative
instruments and the unrealized gains (losses) relate to the change
in fair value of such derivative instruments, are detailed in the
table below and exclude amounts relating to the Teekay Gas
Business:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
Six Months Ended |
|
|
June 30, |
March 31, |
June 30, |
June 30, |
June 30, |
|
|
2022 |
2022 |
2021 |
2022 |
2021 |
|
|
(unaudited) |
(unaudited) |
(unaudited) |
(unaudited) |
(unaudited) |
Realized (losses) gains relating to |
|
|
|
|
|
|
Interest rate swap agreements |
32 |
(67) |
(430) |
(35) |
(875) |
|
Foreign currency forward contracts |
(337) |
(83) |
— |
(420) |
— |
|
Forward freight agreements |
300 |
(23) |
(88) |
277 |
(60) |
|
|
(5) |
(173) |
(518) |
(178) |
(935) |
Unrealized gains (losses) relating to |
|
|
|
|
|
|
Interest rate swap agreements |
454 |
1,889 |
269 |
2,343 |
1,422 |
|
Foreign currency forward contracts |
36 |
22 |
— |
58 |
— |
|
Forward freight agreements |
86 |
229 |
(270) |
315 |
(303) |
|
|
576 |
2,140 |
(1) |
2,716 |
1,119 |
Total realized and unrealized gains (losses) on
derivative instruments
|
571 |
1,967 |
(519) |
2,538 |
184 |
(5)Loss
on bond repurchases for the three months ended March 31, 2022 and
six months ended June 30, 2022 includes a $9.2 million loss on
repurchase of Teekay Parent’s 9.25% Senior Secured Notes due in
November 2022 (2022
Notes)
in full and a $3.2 million loss on repurchases of Teekay Parent's
5% Convertible Notes due in January 2023 (Convertible
Notes).
Refer to footnotes (2) and (3) of the
Summary
Consolidated Balance Sheets
section for additional information.
(6)(Loss)
income from discontinued operations for the three months ended
March 31, 2022 and six months ended June 30, 2022 includes a
$58.7 million loss on deconsolidation of the Teekay Gas
Business. Net loss (income) attributable to non-controlling
interests, discontinued operations for the three months ended March
31, 2022 includes the realization of a deferred gain of $84.8
million relating to the intercompany sale of certain vessels from
Teekay to the Teekay Gas Business in previous years, which is
recognized upon the sale of the Teekay Gas Business. Together,
these items resulted in a net gain of $26.2 million related to the
deconsolidation of the Teekay Gas Business.
(7)Includes
common shares related to non-forfeitable stock-based
compensation.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
Six Months Ended |
|
June 30, |
March 31, |
June 30, |
June 30, |
June 30, |
|
2022 |
2022 |
2021
(1)
|
2022 |
2021
(1)
|
|
(unaudited) |
(unaudited) |
(unaudited) |
(unaudited) |
(unaudited) |
Weighted-average number of common shares outstanding |
|
|
|
|
|
- Basic |
102,498,138 |
|
102,347,141 |
|
101,330,151 |
|
102,423,057 |
|
101,248,493 |
|
- Diluted |
104,651,667 |
|
102,347,141 |
|
101,330,151 |
|
102,423,057 |
|
101,248,493 |
|
Number of outstanding shares of common stock at end of
period |
101,872,208 |
|
101,693,253 |
|
101,429,683 |
|
101,872,208 |
|
101,429,683 |
|
9
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Teekay Corporation
Summary Consolidated Balance Sheets
(in thousands of U.S. dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at June 30, |
As at March 31, |
As at December 31, |
|
2022 |
2022 |
2021 |
|
(unaudited) |
(unaudited) |
(unaudited) |
ASSETS |
|
|
|
Cash and cash equivalents - Teekay Parent |
77,349 |
93,239 |
58,405 |
Cash and cash equivalents - Teekay Tankers |
66,266 |
18,366 |
50,572 |
Short-term investments - Teekay Parent
(1)
|
220,000 |
220,000 |
— |
Assets held for sale |
17,913 |
28,531 |
43,543 |
Accounts receivable and other current assets |
184,923 |
153,412 |
118,474 |
Bunker and lube oil inventory |
84,710 |
62,731 |
49,033 |
Current assets - discontinued operations |
— |
— |
4,804,439 |
Restricted cash - Teekay Parent |
— |
— |
6 |
Restricted cash - Teekay Tankers |
5,638 |
5,335 |
5,356 |
|
|
|
|
Vessels and equipment |
1,281,955 |
1,318,545 |
1,336,998 |
Operating lease right-of-use assets |
8,701 |
10,895 |
14,257 |
Net investment in direct financing
and sales-type leases
|
12,009 |
12,009 |
12,009 |
Net investment in and loans to equity-accounted
investment |
14,269 |
12,200 |
12,954 |
Other non-current assets |
21,947 |
23,374 |
25,936 |
|
|
|
|
Total Assets |
1,995,680 |
1,958,637 |
6,531,982 |
LIABILITIES AND EQUITY |
|
|
|
Accounts payable and other current liabilities |
149,117 |
131,697 |
144,144 |
Current liabilities - discontinued operations |
— |
— |
2,877,629 |
Short-term debt - Teekay Tankers |
15,000 |
28,000 |
25,000 |
Current portion of long-term debt - Teekay Parent
(2)
|
21,509 |
23,251 |
239,806 |
Current portion of long-term debt - Teekay Tankers |
70,738 |
58,708 |
42,532 |
Long-term debt - Teekay Parent
(3)
|
— |
— |
111,383 |
Long-term debt - Teekay Tankers |
538,314 |
525,788 |
572,240 |
Operating lease liabilities |
9,613 |
11,961 |
14,257 |
Other long-term liabilities |
60,026 |
66,631 |
72,508 |
Equity: |
|
|
|
Non-controlling interests |
567,309 |
554,107 |
1,917,433 |
Shareholders of Teekay |
564,054 |
558,494 |
515,050 |
Total Liabilities and Equity |
1,995,680 |
1,958,637 |
6,531,982 |
|
|
|
|
|
Net (cash) debt - Teekay Parent
(4)
|
(275,840) |
(289,988) |
292,778 |
Net debt - Teekay Tankers
(4)
|
552,148 |
588,795 |
583,844 |
(1)Short-term
investments - Teekay Parent includes various bank term deposits
with initial maturity dates of more than three months but less than
one year from the origination date.
(2)Current
portion of long-term debt - Teekay Parent as at December 31, 2021
represents the 2022 Notes due in November 2022 that were redeemed
in full in January 2022 for total consideration of $249.0 million
using proceeds from the sale of the Teekay Gas Business, resulting
in a loss of $9.2 million.
(3)Long-term
debt - Teekay Parent as at December 31, 2021 represents the
Company's Convertible Notes due in January 2023. As at June 30,
2022, approximately $21.5 million aggregate principal amount
of the Convertible Notes remained outstanding.
(4)Net
(cash) debt is a non-GAAP financial measure and represents
short-term debt, current portion of long-term debt and long-term
debt, less cash and cash equivalents, and, if applicable,
restricted cash and short-term investments. As of August 1, 2022,
Teekay Parent's net cash position, net of outstanding Convertible
Notes, was approximately $295 million. The increase compared to
June 30, 2022 was due to various timing differences.
10
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Teekay Corporation
Summary Consolidated Statements of Cash Flows
(in thousands of U.S. dollars)
|
|
|
|
|
|
|
|
|
|
Six Months Ended |
|
June 30, |
|
2022 |
2021
(1)
|
|
(unaudited) |
(unaudited) |
Cash, cash equivalents and restricted cash provided by (used
for) |
|
|
OPERATING ACTIVITIES |
|
|
Net (loss) income |
(35,321) |
3,900 |
Less: loss (income) from discontinued operations |
20,276 |
(156,656) |
Loss from continuing operations |
(15,045) |
(152,756) |
Non-cash and non-operating items: |
|
|
Depreciation and amortization |
50,323 |
53,579 |
(Gain) loss on sale and write-down of
assets |
(732) |
87,401 |
Asset retirement obligation extinguishment
gain |
— |
(32,950) |
Other |
18,623 |
9,159 |
|
|
|
|
|
|
Change in other operating assets and liabilities |
(89,335) |
(27,608) |
Asset retirement obligation expenditures |
— |
(1,419) |
Expenditures for dry docking |
(3,788) |
(12,602) |
Net operating cash flow - continuing operations |
(39,954) |
(77,196) |
Net operating cash flow - discontinued operations |
26,866 |
96,060 |
Net operating cash flow |
(13,088) |
18,864 |
|
|
|
FINANCING ACTIVITIES |
|
|
Proceeds from long-term debt |
— |
70,000 |
Prepayments of long-term debt |
(569,155) |
(15,000) |
Scheduled repayments of long-term debt |
(54,106) |
(5,614) |
Proceeds from short-term debt |
74,000 |
25,000 |
Prepayments of short-term debt |
(84,000) |
(25,000) |
Proceeds from financing related to sales and leaseback of vessels,
net of issuance costs |
288,119 |
— |
Prepayment of obligation related to finance leases |
— |
(56,724) |
Scheduled repayments of obligations related to finance
leases |
(20,346) |
(10,562) |
Purchase of Teekay Tankers common shares |
(5,269) |
— |
Other financing activities |
(1,317) |
(388) |
Net financing cash flow - continuing operations |
(372,074) |
(18,288) |
Net financing cash flow - discontinued operations |
— |
(120,641) |
Net financing cash flow |
(372,074) |
(138,929) |
|
|
|
INVESTING ACTIVITIES |
|
|
Expenditures for vessels and equipment |
(7,414) |
(7,237) |
Purchase of short-term investments |
(220,000) |
— |
Proceeds from sale of vessels and equipment |
44,520 |
32,687 |
Advance to equity-accounted joint venture |
(3,000) |
1,500 |
Proceeds from the sale of the Teekay Gas Business, net of cash
sold |
454,789 |
— |
Net investing cash flow - continuing operations |
268,895 |
26,950 |
Net investing cash flow - discontinued operations |
— |
(2,523) |
Net investing cash flow |
268,895 |
24,427 |
Decrease in cash, cash equivalents and restricted cash |
(116,267) |
(95,638) |
Cash, cash equivalents and restricted cash, beginning of the
period |
265,520 |
405,890 |
Cash, cash equivalents and restricted cash, end of the
period |
149,253 |
310,252 |
(1)Comparative
balances relating to the six months ended June 30, 2021 have been
recast.
Refer to footnote (1) of the
Summary
Consolidated Statements of Income (Loss)
and the
Important Notice to Reader
section for additional information.
11
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Teekay Corporation
Appendix A - Reconciliation of Non-GAAP Financial
Measures
Adjusted Net Income Attributable to Shareholders of
Teekay
(in thousands
of U.S. dollars, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
Six Months Ended |
|
|
June 30, |
March 31, |
June 30, |
|
|
2022 |
2022 |
2022 |
|
|
(unaudited) |
(unaudited) |
(unaudited) |
|
|
|
$ Per |
|
$ Per |
|
$ Per |
|
|
$ |
Share(1)
|
$ |
Share(1)
|
$ |
Share(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) – GAAP basis |
18,078 |
|
(53,399) |
|
(35,321) |
|
Adjust for: Net (income) loss attributable to |
|
|
|
|
|
|
non-controlling interests |
(12,796) |
|
54,287 |
|
41,491 |
|
Net income attributable to |
|
|
|
|
|
|
|
shareholders of Teekay |
5,282 |
0.05 |
888 |
0.01 |
6,170 |
0.06 |
(Subtract) add specific items affecting net income
(loss) |
|
|
|
|
|
|
|
Unrealized gains from derivative instruments |
(576) |
(0.01) |
(2,140) |
(0.02) |
(2,716) |
(0.03) |
|
FPSO decommissioning costs, net of recoveries |
5,970 |
0.06 |
1,612 |
0.02 |
7,582 |
0.07 |
|
(Gain) loss and write-down of assets
|
(1,153) |
(0.01) |
421 |
— |
(732) |
(0.01) |
|
Restructuring charges, net of recoveries |
1,960 |
0.02 |
2,209 |
0.02 |
4,169 |
0.04 |
|
Items relating to discontinued operations(2)
|
— |
— |
36,594 |
0.36 |
36,594 |
0.36 |
|
Loss on bond repurchases and other(3)
|
(1,137) |
(0.01) |
14,319 |
0.14 |
13,182 |
0.13 |
|
Non-controlling interests’ share of items above(4)
|
(4,840) |
(0.05) |
(54,431) |
(0.53) |
(59,271) |
(0.58) |
Total adjustments |
224 |
— |
(1,416) |
(0.01) |
(1,192) |
(0.01) |
Adjusted net income (loss) attributable to |
|
|
|
|
|
|
|
shareholders of Teekay |
5,506 |
0.05 |
(528) |
(0.01) |
4,978 |
0.05 |
(1)Basic
per share amounts.
(2)Primarily
relates to items presented in (loss) income from discontinued
operations on the consolidated statements of income (loss),
including unrealized gains on derivative instruments. Also includes
the loss on deconsolidation of $58.9 million in the three months
ended March 31, 2022.
(3)The
three months ended March 31, 2022 includes a loss on the repurchase
of the 2022 Notes in full and a loss on repurchases of the
Convertible Notes. Refer to footnote (5) of the
Summary
Consolidated Statements of (Loss) Income,
and footnotes (2) and (3) of the
Summary
Consolidated Balance Sheets
section for additional information.
(4)Items
affecting net income include items from the Company’s consolidated
non-wholly-owned subsidiaries. The specific items affecting net
income are analyzed to determine whether any of the amounts
originated from a consolidated non-wholly-owned subsidiary. Each
amount that originates from a consolidated non-wholly-owned
subsidiary is multiplied by the non-controlling interests’
percentage share in this subsidiary to determine the
non-controlling interests’ share of the amount. The amount
identified as “Non-controlling interests’ share of items above” in
the table above is the cumulative amount of the non-controlling
interests’ proportionate share of items listed in the
table.
12
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Teekay Corporation
Appendix A - Reconciliation of Non-GAAP Financial
Measures
Adjusted Net Income Attributable to Shareholders of
Teekay
(in thousands of U.S. dollars, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
Six Months Ended |
|
|
June 30, |
June 30, |
|
|
2021 |
2021 |
|
|
(unaudited) |
(unaudited) |
|
|
|
$ Per |
|
$ Per |
|
|
$ |
Share(1)
|
$ |
Share(1)
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income – GAAP basis |
(57,604) |
|
3,900 |
|
Adjust for: Net loss (income) attributable to |
|
|
|
|
non-controlling interests |
55,760 |
|
24,207 |
|
Net (loss) income attributable to |
|
|
|
|
|
shareholders of Teekay |
(1,844) |
(0.02) |
28,107 |
0.28 |
(Subtract) add specific items affecting net income
(loss) |
|
|
|
|
|
Unrealized gains from derivative instruments |
— |
— |
(1,119) |
(0.01) |
|
FPSO decommissioning costs, net of recoveries |
5,734 |
0.06 |
7,164 |
0.07 |
|
Write-down of assets
|
86,686 |
0.86 |
87,401 |
0.86 |
|
Asset retirement obligation extinguishment gain(2)
|
(32,950) |
(0.33) |
(32,950) |
(0.33) |
|
Restructuring charges, net of recoveries |
— |
— |
303 |
— |
|
Items relating to discontinued operations(3)
|
3,552 |
0.04 |
(22,929) |
(0.23) |
|
Other |
3,823 |
0.04 |
3,636 |
0.04 |
|
Non-controlling interests’ share of items above(4)
|
(64,971) |
(0.64) |
(58,263) |
(0.58) |
Total adjustments |
1,874 |
0.02 |
(16,757) |
(0.17) |
Adjusted net income attributable to |
|
|
|
|
|
shareholders of Teekay |
30 |
— |
11,350 |
0.11 |
(1)Basic
per share amounts.
(2)The
three months ended June 30, 2021 includes the derecognition of the
ARO liability relating to the
Petrojarl Banff
FPSO unit as a result of the fulfillment of decommissioning
obligations relating to the Banff field.
(3)Primarily
relates to items presented in (loss) income from discontinued
operations on the consolidated statements of (loss) income,
including unrealized gains on derivative instruments.
(4)Items
affecting net income include items from the Company’s consolidated
non-wholly-owned subsidiaries. The specific items affecting net
income are analyzed to determine whether any of the amounts
originated from a consolidated non-wholly-owned subsidiary. Each
amount that originates from a consolidated non-wholly-owned
subsidiary is multiplied by the non-controlling interests’
percentage share in this subsidiary to determine the
non-controlling interests’ share of the amount. The amount
identified as “Non-controlling interests’ share of items above” in
the table above is the cumulative amount of the non-controlling
interests’ proportionate share of items listed in the
table.
13
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Teekay Corporation
Appendix B - Supplemental Financial Information
Summary Statement of Income (loss) for the Three Months Ended
June 30, 2022
(in thousands of U.S. dollars)
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Teekay |
Teekay |
Consolidation |
Total |
|
|
Tankers |
Parent |
Adjustments(1)
|
|
|
|
|
|
|
|
Revenues
|
242,389 |
38,397 |
— |
280,786 |
|
|
|
|
|
|
Voyage expenses
|
(126,980) |
— |
— |
(126,980) |
Vessel operating expenses
|
(39,255) |
(41,013) |
— |
(80,268) |
Time-charter hire expense
|
(6,553) |
— |
— |
(6,553) |
Depreciation and amortization
|
(25,243) |
— |
— |
(25,243) |
General and administrative expenses |
(11,020) |
(3,123) |
— |
(14,143) |
Gain on sale of assets |
1,153 |
— |
— |
1,153 |
Restructuring charges |
(413) |
(1,547) |
— |
(1,960) |
|
|
|
|
|
|
Income (loss) from vessel operations |
34,078 |
(7,286) |
— |
26,792 |
|
|
|
|
|
Interest expense
|
(8,888) |
(586) |
61 |
(9,413) |
Interest income
|
167 |
617 |
(61) |
723 |
Realized and unrealized gain (loss) on |
|
|
|
|
|
non-designated derivative instruments |
872 |
(301) |
— |
571 |
Equity loss |
(931) |
— |
— |
(931) |
Equity in income (loss) of subsidiaries
(2)
|
— |
8,926 |
(8,926) |
— |
Income tax recovery (expense) |
822 |
(237) |
— |
585 |
Loss on bond repurchases |
— |
(198) |
— |
(198) |
Other - net |
2,428 |
(2,479) |
— |
(51) |
Net income (loss) from continuing |
|
|
|
|
operations |
28,548 |
(1,544) |
(8,926) |
18,078 |
|
|
|
|
|
Net income attributable to |
|
|
|
|
|
non-controlling interests
(3)
|
— |
6,826 |
(19,622) |
(12,796) |
Net income (loss) attributable |
|
|
|
|
|
to shareholders/unitholders |
|
|
|
|
|
of publicly-listed entities |
28,548 |
5,282 |
(28,548) |
5,282 |
(1)Consolidation
Adjustments column includes adjustments which eliminate
transactions between Teekay Tankers and Teekay Parent. Refer to
footnote (1) of the
Summary
Consolidated Statements of Income (Loss)
for additional information.
(2)Teekay
Corporation’s proportionate share of the net income of its
publicly-traded subsidiary, Teekay Tankers.
(3)Net
income attributable to non-controlling interests represents the
public’s share of the net income (loss) of Teekay’s publicly-traded
subsidiaries, including realized deferred gains and losses relating
to intercompany sales of certain vessels in previous
years.
14
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Teekay Corporation
Appendix C - Reconciliation of Non-GAAP Financial
Measures
Adjusted EBITDA - Consolidated
(in thousands of U.S. dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
June 30, |
March 31, |
June 30, |
|
|
2022 |
2022 |
2021 |
|
(unaudited)
|
(unaudited)
|
(unaudited)
|
Net income (loss) |
18,078 |
(53,399) |
(57,604) |
Depreciation and amortization |
25,243 |
25,080 |
26,895 |
Interest expense, net of interest income |
8,690 |
9,705 |
17,666 |
Income tax (recovery) expense |
(585) |
(636) |
(1,979) |
EBITDA |
51,426 |
(19,250) |
(15,022) |
Specific income statement items affecting EBITDA: |
|
|
|
|
(Gain) loss on sale and write-down of assets
|
(1,153) |
421 |
86,686 |
|
|
|
|
|
|
Realized and unrealized (gains) losses on derivative
instruments |
(571) |
(1,967) |
519 |
|
Realized (losses) gains from the settlements of
non-designated
derivative instruments
|
(38) |
(106) |
89 |
|
Equity loss |
931 |
754 |
829 |
|
Loss on bond repurchases |
198 |
12,410 |
— |
|
Other - net |
51 |
283 |
2,640 |
|
Items relating to loss from discontinued
operations(1)
|
— |
49,402 |
96,457 |
Consolidated Adjusted EBITDA |
50,844 |
41,947 |
172,198 |
Adjusted EBITDA from equity-accounted joint
venture(2)
|
(274) |
(180) |
(270) |
Total Adjusted EBITDA |
50,570 |
41,767 |
171,928 |
(1)Includes
amounts presented in income from discontinued operations on the
consolidated statements of income (loss).
(2)Includes
adjusted EBITDA from Teekay Tankers' investment in its 50%-owned
High-Q Joint Venture, which owns one very large crude carrier
(VLCC).
Refer to Teekay Tankers Ltd. earnings release for the second
quarter of 2022 for the non-GAAP reconciliation.
15
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Forward Looking Statements
This release contains forward-looking statements within the meaning
of Section 27A of the U.S. Securities Act of 1933, as amended, and
Section 21E of the U.S. Securities Exchange Act of 1934, as
amended. All statements included in this report, other than
statements of historical fact, are forward-looking statements. When
used in this report, the words “expect,” “believe,” “anticipate,”
“plan,” “intend,” “estimate,” “may,” “will” or similar words are
intended to identify forward-looking statements. Readers are
cautioned not to place undue reliance on these forward-looking
statements and any such forward-looking statements are qualified in
their entirety by reference to the following cautionary statements.
All forward-looking statements speak only as of the date hereof and
are based on current expectations and involve a number of
assumptions, risks and uncertainties that could cause actual
results to differ materially from such forward-looking statements.
Forward-looking statements contained in this release include, among
others, statements regarding: management’s expectations regarding
positive tanker market fundamentals; Teekay Parent’s ability to
utilize its operating franchise, capabilities and relative
financial position to pursue future investment opportunities and
create long-term shareholder value; the occurrence and anticipated
timing of the future sale of a Teekay Tankers Aframax vessel and
the accounting impact of such sale; management’s expectations
regarding the adequacy and use of sale proceeds of the
Sevan Hummingbird
FPSO unit to cover any remaining decommissioning costs and the
timing of any such costs; the occurrence and anticipated timing of
the redelivery of the
Petrojarl Foinaven
FPSO unit and its future decommissioning and green-recycling;
management’s expectations regarding the receipt of a contractual
lump sum from the applicable customer and the application of all or
a portion thereof to any remaining decommissioning and recycling
costs related to the
Petrojarl Foinaven
FPSO; management’s expectations regarding the occurrence and
anticipated timing of the wind-down of the Company’s FPSO segment;
the continuing impact of COVID-19 (including new variants thereof)
on the near-term tanker market outlook; the impact of the invasion
of Ukraine by Russia on the economy, our industry and our business,
including as a result of sanctions on Russian and Belarusian
companies and individuals; and the anticipated impact of altered
trade patterns, increased global oil and tanker demand compared to
forecasted worldwide tanker fleet growth on tanker
rates.
The following factors are among those that could cause actual
results to differ materially from the forward-looking statements,
which involve risks and uncertainties, and that should be
considered in evaluating any such statement: the availability to
Teekay of appropriate future growth opportunities and Teekay’s
financial or other ability to pursue such opportunities; market or
counterparty reaction to changes in exploration, production and
storage of offshore oil, either generally or in particular regions
that would impact expected future growth; changes in the demand for
oil and refined products; changes in trading patterns significantly
affecting overall vessel tonnage requirements; greater or less than
anticipated levels of vessel newbuilding orders and deliveries and
greater or less than anticipated rates of vessel scrapping; changes
in global oil prices or tanker rates; OPEC+ and non-OPEC production
and supply levels; the duration and extent of the COVID-19
pandemic, including any variants of the virus, and any resulting
effects on the markets in which the Company operates; the impact of
the pandemic on the Company’s ability to maintain safe and
efficient operations; issues with vessel operations; higher than
expected costs and expenses, off-hire days or dry-docking
requirements (both scheduled and unscheduled); higher than expected
costs and/or delays associated with the decommissioning and
recycling of the
Sevan Hummingbird
and
Petrojarl Foinaven
FPSOs; our ability to fund the recycling costs of the
Petrojarl Foinaven
FPSO under the agreed contractual terms with the customer; changes
in applicable industry laws and regulations and the timing of
implementation of new laws and regulations, including IMO 2030; the
potential for early termination of long-term contracts of existing
vessels or related to services; Russia’s invasion of Ukraine and
related sanctions; the impact of geopolitical tensions and changes
in global economic conditions; and other factors discussed in
Teekay’s filings from time to time with the SEC, including its
Annual Report on Form 20-F for the fiscal year ended December 31,
2021. Teekay expressly disclaims any obligation or undertaking to
release publicly any updates or revisions to any forward-looking
statements contained herein to reflect any change in Teekay’s
expectations with respect thereto or any change in events,
conditions or circumstances on which any such statement is
based.
16
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
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