- Report of Foreign Issuer (6-K)
May 26 2009 - 6:12AM
Edgar (US Regulatory)
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: May 15, 2009
Commission
file number 1- 33198
TEEKAY
OFFSHORE PARTNERS L.P.
(Exact name of Registrant as specified in its charter)
4th Floor
Belvedere Building
69 Pitts Bay Road
Hamilton, HM08 Bermuda
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover
Form 20-F or Form 40-F.
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).
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).
Indicate by check mark whether the registrant by furnishing the information contained in this
Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under
the Securities Exchange Act of 1934.
If Yes is marked, indicate below the file number assigned to the registrant in connection
with Rule 12g3-2(b):82-
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 OFFSHORE PARTNERS L.P.
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By:
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Teekay Offshore GP
L.L.C., its general partner
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Date: May 15, 2009
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By:
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/s/ Peter Evensen
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Peter Evensen
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Chief Executive Officer and Chief Financial Officer
(Principal Financial and Accounting Officer)
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Exhibit 1
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TEEKAY OFFSHORE PARTNERS L.P.
4
th
Floor, Belvedere Building, 69 Pitts Bay Road,
Hamilton, HM 08, Bermuda
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EARNINGS RELEASE
TEEKAY OFFSHORE PARTNERS
REPORTS FOURTH QUARTER AND ANNUAL RESULTS
Highlights
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Declared a cash distribution of $0.45 per unit for both the fourth quarter of 2008 and
first quarter of 2009.
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Generated distributable cash flow of $11.7 million in the fourth quarter of 2008, an
increase from $6.5 million in the same quarter one year ago.
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Hamilton, Bermuda, May 15, 2009 Teekay Offshore Partners L.P.
(Teekay Offshore
or
the
Partnership)
(NYSE: TOO) today reported its fourth quarter and annual results for 2008. The
Partnership generated distributable cash flow
(1)
of $11.7 million in the fourth quarter
of 2008, an increase from $6.5 million for the fourth quarter of 2007, primarily as a result of the
Partnerships acquisition of an additional 25 percent interest in Teekay Offshore Operating
Partners L.P. (
OPCO
) in June 2008.
On February 2, 2009, the Partnership declared a cash distribution of $0.45 per unit for the quarter
ended December 31, 2008 which represents $1.80 per unit on an annualized basis. The cash
distribution was paid on February 13, 2009, to all unitholders of record on February 6, 2009.
On May 4, 2009, the Partnership declared a cash distribution of $0.45 per unit for quarter ended
March 31, 2009. The cash distribution is payable on May 15, 2009, to all unitholders of record on
May 8, 2009.
Our distributable cash flow is supported by our large portfolio of medium-term fixed-rate
contracts with strong counterparties and is not exposed to oil price risk, commented Peter
Evensen, Chief Executive Officer of Teekay Offshore GP LLC. Mr. Evensen continued, We remain
excited about the Partnerships opportunities for growth in the next several years. In particular,
we have the options to acquire five existing FPSOs and four shuttle tanker newbuildings from our
sponsor, Teekay Corporation, which, if acquired, will add to our distributable cash flow.
Teekay Offshores Fleet
The following table summarizes Teekay Offshores fleet, including vessels owned by OPCO, as of
March 31, 2009:
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Number of Vessels
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Owned
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Chartered-in
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Vessels
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Vessels
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Total
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Shuttle Tanker Segment
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27
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*
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10
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37
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Conventional Tanker Segment
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11
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11
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FSO Segment
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5
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5
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Total
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43
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10
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53
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*
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Includes five shuttle tankers in which OPCOs ownership
interest is 50% and two shuttle tankers directly owned by Teekay
Offshore, of which one is 50% owned.
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(1)
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Distributable cash flow is a non-GAAP financial measure used by certain investors to measure
the financial performance of the Partnership and other master limited partnerships. Please
see
Appendix B
for a reconciliation of this non-GAAP measure to the most directly comparable
GAAP financial measure.
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- more -
1
Future Growth Opportunities
Teekay Corporation (
Teekay
) is obligated to offer Teekay Offshore shuttle tankers, FSO units, and
Floating Production Storage and Offloading
(FPSO)
units it may acquire in the future, provided the
vessels are servicing fixed-rate contracts of three or more years in length.
Shuttle Tankers
Teekay has four Aframax shuttle tanker newbuildings on order that are scheduled to deliver between
the third quarter of 2010 and the third quarter of 2011. It is anticipated that these vessels will
be offered to the Partnership and will be used to service either new long-term, fixed-rate
contracts Teekay may be awarded prior to their delivery or OPCOs contracts-of-affreightment in the
North Sea.
FPSO Units
On July 9, 2008, Teekay completed the acquisition of the remaining 35.3 percent of Teekay Petrojarl
ASA it did not previously own. Teekay Petrojarl is a leading operator of FPSO units, with four
units operating in the North Sea and one unit operating in Brazil.
Based on a pre-existing agreement, Teekay is obligated to offer Teekay Offshore its interests in
Teekay Petrojarls existing FPSO units that operate under charter contracts with remaining terms
greater than three years. Teekay is also obligated to offer Teekay Offshore its interest in future
FPSO projects with charter contracts greater than three years.
Teekays Remaining Interest in OPCO
Teekay may offer to Teekay Offshore additional limited partner interests in OPCO that Teekay owns.
Teekay currently owns 49 percent of OPCO and Teekay Offshore owns the remaining 51 percent.
Financial Summary
The Partnership reported a net loss of $50.7 million for the quarter ended December 31, 2008,
compared to a net loss of $6.0 million for the same period of the prior year. The results for the
quarters ended December 31, 2008 and December 31, 2007 included a number of specific non-cash items
which had the net effect of decreasing net income by $55.6 million and $11.1 million, respectively,
as detailed in
Appendix A
to this release. Excluding these items, net income for the quarters
ended December 31, 2008 and December 31, 2007 would have been $4.9 million and $5.0 million,
respectively. Net voyage revenues
(1)
for the fourth quarter of 2008 increased to $164.8
million from $160.2 million for the same period of the prior year.
The Partnership reported a net loss for the year ended December 31, 2008 of $17.6 million, compared
to net income of $4.0 million for the same period of the prior year. The results for the years
ended December 31, 2008 and December 31, 2007 included a number of specific non-cash items which
had the net effect of decreasing net income by $56.2 million and $24.2 million, respectively, as
detailed in
Appendix A
to this release. Excluding these items, net income for the years ended
December 31, 2008 and December 31, 2007 would have been $38.6 million and $28.2 million,
respectively. Net voyage revenues
(1)
for the year ended December 31, 2008 increased to
$647.5 million from $633.6 million for the prior year.
For accounting purposes, the Partnership is required to recognize the changes in the fair value of
certain derivative instruments through the statement of income (loss). This revaluation does not
affect the Partnerships cash flows or the calculation of distributable cash flow, but results in
the recognition of unrealized gains or losses on the statement of income (loss).
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(1)
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Net voyage revenues represents voyage revenues less voyage expenses, which comprise all
expenses relating to certain voyages, including bunker fuel expenses, port fees, canal tolls
and brokerage commissions. Net voyage revenues is a non-GAAP financial measure used by
certain investors to measure the financial performance of shipping companies. Please see the Partnerships web site
at
www.teekayoffshore.com
for a reconciliation of this non-GAAP measure as used in this release
to the most directly comparable GAAP financial measure.
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- more -
2
Operating Results
The following table highlights certain financial information for Teekay Offshores three main
segments: the shuttle tanker segment, the conventional tanker segment, and the FSO segment (please
refer to the Teekay Offshores Fleet section of this release above and
Appendix C
for further
details).
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Three Months Ended
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Three Months Ended
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December 31, 2008
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December 31, 2007
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(unaudited)
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(unaudited)
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(in thousands of U.S. dollars)
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Shuttle
Tanker
Segment
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Conventional
Tanker
Segment
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FSO
Segment
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Total
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Shuttle
Tanker
Segment
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Conventional
Tanker
Segment
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FSO
Segment
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Total
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Net voyage revenues
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124,137
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26,205
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14,494
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164,836
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119,959
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22,549
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17,685
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160,193
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Vessel operating expenses
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36,810
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6,612
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6,108
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49,530
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30,483
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6,988
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6,950
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44,421
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Time-charter hire expense
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34,852
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34,852
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38,714
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38,714
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Depreciation &
amortization
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23,247
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6,288
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5,501
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35,036
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22,912
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5,576
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4,985
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33,473
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Cash flow from vessel
operations
*
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40,383
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17,450
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7,672
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65,505
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40,437
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13,661
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9,689
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63,787
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*
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Cash flow from vessel operations represents income from vessel operations before depreciation
and amortization expense and amortization of deferred gains. Cash flow from vessel operations
is a non-GAAP financial measure used by certain investors to measure the financial performance
of shipping companies. Please see the Partnerships web site at
www.teekayoffshore.com
for a
reconciliation of this non-GAAP measure as used in this release to the most directly
comparable GAAP financial measure.
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Shuttle Tanker Segment
Cash flow from vessel operations from the Partnerships shuttle tanker segment was consistent with
the same period one year ago.
Conventional Tanker Segment
Cash flow from vessel operations from the Partnerships conventional tanker segment increased to
$17.5 million for the fourth quarter of 2008, compared to $13.7 million for the same quarter one
year ago. This is primarily due to the acquisition of two vessels, the
SPT Explorer
and the
SPT
Navigator
from Teekay in the second quarter of 2008 and a one-time contractual recovery of $2.9
million relating to cost increases on the nine Aframax tankers.
FSO Segment
Cash flow from vessel operations from the Partnerships FSO segment decreased to $7.7 million for
the fourth quarter of 2008, compared to $9.7 million for the same quarter one year ago primarily
due to foreign currency exchange fluctuations and increased spending on offshore equipment.
Liquidity
As of December 31, 2008, the Partnership had total liquidity of $274.2 million, which consisted of
$131.5 million in cash and cash equivalents and $142.7 million in undrawn revolving credit
facilities.
- more -
3
About Teekay Offshore Partners L.P.
Teekay Offshore Partners L.P., a publicly-traded master limited partnership formed by Teekay
Corporation (NYSE: TK), is an international provider of marine transportation and storage services
to the offshore oil industry. Teekay Offshore owns a 51 percent interest in and controls Teekay
Offshore Operating L.P., a Marshall Islands limited partnership with a fleet of 34 shuttle tankers
(including ten chartered-in vessels), four FSO units, nine double-hull conventional oil tankers and
two lightering vessels. In addition, Teekay Offshore has direct ownership interests in two shuttle
tankers and one FSO unit. Teekay Offshore also has rights to participate in certain FPSO
opportunities.
Teekay Offshores common units trade on the New York Stock Exchange under the symbol TOO.
For Investor Relations enquiries contact:
Kent Alekson
Tel: +1 (604) 609-6442
For Media enquiries contact:
Alana Duffy
Tel: +1 (604) 844-6605
Web site:
www.teekayoffshore.com
- more -
4
TEEKAY OFFSHORE PARTNERS L.P.
SUMMARY CONSOLIDATED STATEMENTS OF INCOME (LOSS)
(in thousands of U.S. dollars, except unit data)
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Three Months Ended
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Year Ended
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December 31,
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September 30,
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December 31,
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December 31,
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December 31,
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2008
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2008
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2007
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2008
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2007
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(unaudited)
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(unaudited)
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(unaudited)
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(unaudited)
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(unaudited)
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VOYAGE REVENUES
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216,129
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226,947
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203,978
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872,492
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785,203
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OPERATING EXPENSES
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Voyage expenses
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51,293
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62,548
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43,785
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225,029
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151,637
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Vessel operating expenses
(1)
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49,530
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47,448
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44,421
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184,416
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149,660
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Time-charter hire expense
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34,852
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31,474
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38,714
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132,234
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150,463
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Depreciation and amortization
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35,036
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34,042
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33,473
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138,437
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124,370
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General and administrative
(1)
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19,141
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14,087
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14,337
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64,230
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62,404
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189,852
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189,599
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174,730
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744,346
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638,534
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Income from vessel operations
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26,277
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37,348
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29,248
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128,146
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146,669
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OTHER ITEMS
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Interest expense
(1)
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(139,099
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)
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(32,592
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)
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(56,465
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)
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(215,727
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)
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(126,304
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Interest income
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885
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|
901
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1,506
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4,086
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5,871
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Income tax recovery
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21,852
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29,485
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12,007
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56,704
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10,516
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Foreign exchange gain (loss)
(1)
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5,737
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2,179
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1,587
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4,343
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|
|
(11,678
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)
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Other income net
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2,666
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|
2,352
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|
|
|
2,137
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|
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|
|
11,936
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|
|
|
10,403
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Net (loss) income before non-controlling
interest
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(81,682
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)
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39,673
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|
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(9,980
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)
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|
|
(10,512
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)
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|
|
35,477
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Non-controlling interest
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30,947
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(19,048
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)
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3,956
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|
|
|
|
(7,122
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)
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(31,519
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)
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Net (loss) income
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|
(50,735
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)
|
|
|
20,625
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|
|
|
(6,024
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)
|
|
|
|
(17,634
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)
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|
3,958
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|
|
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Limited partners units outstanding:
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Weighted-average number of common units
outstanding
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|
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- Basic and diluted
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|
20,425,000
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20,359,783
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19,600,000
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15,461,202
|
|
|
|
9,800,000
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Weighted-average number of subordinated
units outstanding
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|
- Basic and diluted
|
|
|
|
9,800,000
|
|
|
|
9,800,000
|
|
|
|
19,600,000
|
|
|
|
|
9,800,000
|
|
|
|
9,800,000
|
|
Weighted-average number of total units
outstanding
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
- Basic and diluted
|
|
|
|
30,225,000
|
|
|
|
30,159,783
|
|
|
|
19,600,000
|
|
|
|
|
25,261,202
|
|
|
|
19,600,000
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
The Partnership has entered into foreign exchange forward contracts, which are economic
hedges of vessel operating expenses and general and administrative expenses, and interest rate
swaps, which are economic hedges of interest bearing debt. Certain of these forward contracts
and all of the interest rate swaps are not designated as cash flow hedges pursuant to US GAAP.
Unrealized gains and losses from these undesignated forward contracts and designated forward
contracts with sources of ineffectiveness are reflected in vessel operating expenses, general
and administrative expenses, and foreign exchange gains (losses) in the above Statements of
Income (Loss). Unrealized gains and losses from these undesignated swap contracts are
reflected in interest expense in the above Statements of Income (Loss). The Partnership
recorded the following unrealized gains (losses), relating to these foreign currency forward
contracts and interest rate swaps:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
Year Ended
|
|
|
|
December 31,
|
|
|
September 30,
|
|
|
December 31,
|
|
|
December 31,
|
|
|
December 31,
|
|
|
|
2008
|
|
|
2008
|
|
|
2007
|
|
|
2008
|
|
|
2007
|
|
Vessel operating expenses
|
|
|
(1,300
|
)
|
|
|
(118
|
)
|
|
|
(300
|
)
|
|
|
(1,400
|
)
|
|
|
(429
|
)
|
General and administrative
|
|
|
(2,733
|
)
|
|
|
(465
|
)
|
|
|
40
|
|
|
|
(2,737
|
)
|
|
|
(57
|
)
|
Foreign exchange gain
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
8
|
|
|
|
59
|
|
Interest expense
|
|
|
(117,495
|
)
|
|
|
(11,808
|
)
|
|
|
(35,124
|
)
|
|
|
(132,617
|
)
|
|
|
(45,523
|
)
|
- more -
5
TEEKAY OFFSHORE PARTNERS L.P.
SUMMARY CONSOLIDATED BALANCE SHEETS
(in thousands of U.S. dollars)
|
|
|
|
|
|
|
|
|
|
|
As at
|
|
|
As at
|
|
|
|
December 31,
|
|
|
December 31,
|
|
|
|
2008
|
|
|
2007
|
|
|
|
(unaudited)
|
|
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
ASSETS
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
131,488
|
|
|
|
121,224
|
|
Other current assets
|
|
|
100,470
|
|
|
|
124,726
|
|
Vessels and equipment
|
|
|
1,708,006
|
|
|
|
1,662,865
|
|
Other assets
|
|
|
67,725
|
|
|
|
92,622
|
|
Intangible assets
|
|
|
45,290
|
|
|
|
55,355
|
|
Goodwill
|
|
|
127,113
|
|
|
|
127,113
|
|
|
Total Assets
|
|
|
2,180,092
|
|
|
|
2,183,905
|
|
|
LIABILITIES AND PARTNERS EQUITY
|
|
|
|
|
|
|
|
|
Accounts payable and accrued liabilities
|
|
|
54,368
|
|
|
|
50,540
|
|
Other current liabilities
|
|
|
29,734
|
|
|
|
21,088
|
|
Current portion of long-term debt
|
|
|
125,503
|
|
|
|
64,060
|
|
Current portion of derivative instruments
|
|
|
54,937
|
|
|
|
5,277
|
|
Long-term debt
|
|
|
1,440,933
|
|
|
|
1,453,407
|
|
Other long-term liabilities
|
|
|
172,368
|
|
|
|
119,519
|
|
Non-controlling interest
|
|
|
201,383
|
|
|
|
392,613
|
|
Partners equity
|
|
|
100,866
|
|
|
|
77,401
|
|
|
Total Liabilities and Partners Equity
|
|
|
2,180,092
|
|
|
|
2,183,905
|
|
|
- more -
6
TEEKAY OFFSHORE PARTNERS L.P.
SUMMARY CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands of U.S. dollars)
|
|
|
|
|
|
|
|
|
|
|
Year Ended
|
|
|
|
December 31,
|
|
|
|
2008
|
|
|
2007
|
|
|
|
(unaudited)
|
|
|
(unaudited)
|
|
Cash and cash equivalents provided by (used for)
|
|
|
|
|
|
|
|
|
OPERATING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
Net operating cash flow
|
|
|
122,566
|
|
|
|
45,847
|
|
|
|
|
|
|
|
|
|
|
|
FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
Proceeds from issuance of long-term debt
|
|
|
191,000
|
|
|
|
298,443
|
|
Capitalized loan costs
|
|
|
(1,500
|
)
|
|
|
|
|
Scheduled repayments of long-term debt
|
|
|
(68,031
|
)
|
|
|
(17,328
|
)
|
Prepayments of long-term debt
|
|
|
(119,000
|
)
|
|
|
(152,000
|
)
|
Net advances to affiliate
|
|
|
(46,544
|
)
|
|
|
(42,935
|
)
|
Equity distribution from Teekay Corporation
|
|
|
|
|
|
|
1,819
|
|
Proceeds from issuance of common units
|
|
|
216,837
|
|
|
|
|
|
Expenses from issuance of common units
|
|
|
(6,192
|
)
|
|
|
(2,793
|
)
|
Equity contribution from JV Partner
|
|
|
5,200
|
|
|
|
|
|
Joint venture partner advances
|
|
|
17,485
|
|
|
|
|
|
Distribution to Teekay Corporation relating to
purchase of SPT Explorer LLC and SPT Navigator LLC
|
|
|
(16,661
|
)
|
|
|
|
|
Excess of purchase price over the contributed basis of
a 25% interest in Teekay Offshore Operating LP
|
|
|
(91,562
|
)
|
|
|
|
|
Distribution to Teekay Corporation relating to
purchase of Navion Bergen LLC
|
|
|
|
|
|
|
(48,800
|
)
|
Excess of purchase price over the contributed basis of
a 50% interest in Navion Gothenburg LLC
|
|
|
|
|
|
|
(6,358
|
)
|
Distribution to Teekay Corporation relating to
purchase of Dampier Spirit LLC
|
|
|
|
|
|
|
(30,253
|
)
|
Cash distributions paid
|
|
|
(42,226
|
)
|
|
|
(22,700
|
)
|
Other
|
|
|
|
|
|
|
(1,000
|
)
|
|
Net financing cash flow
|
|
|
38,806
|
|
|
|
(23,905
|
)
|
|
|
|
|
|
|
|
|
|
|
INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
|
Expenditures for vessels and equipment
|
|
|
(57,858
|
)
|
|
|
(20,997
|
)
|
Proceeds from sale of vessels and equipment
|
|
|
|
|
|
|
3,225
|
|
Purchase of a 25% interest in OPCO
|
|
|
(115,066
|
)
|
|
|
|
|
Purchase of Navion Gothenburg LLC and Navion Bergen LLC
|
|
|
|
|
|
|
(10,231
|
)
|
Investment in direct financing lease assets
|
|
|
(536
|
)
|
|
|
(8,378
|
)
|
Direct financing lease payments received
|
|
|
22,352
|
|
|
|
21,677
|
|
|
Net investing cash flow
|
|
|
(151,108
|
)
|
|
|
(14,704
|
)
|
|
Increase in cash and cash equivalents
|
|
|
10,264
|
|
|
|
7,238
|
|
Cash and cash equivalents, beginning of the year
|
|
|
121,224
|
|
|
|
113,986
|
|
|
Cash and cash equivalents, end of the year
|
|
|
131,488
|
|
|
|
121,224
|
|
|
- more -
7
TEEKAY OFFSHORE PARTNERS L.P.
APPENDIX A SPECIFIC ITEMS AFFECTING NET INCOME
(in thousands of U.S. dollars)
Set forth below are some of the significant items of income and expense that affected the Partnerships net income for the
three months and year ended December 31, 2008 and 2007, all of which items are typically excluded by securities analysts in
their published estimates of the Partnerships financial results:
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
December 31, 2008
|
|
|
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
|
|
(847
|
)
|
Add:
|
|
|
|
|
|
Depreciation and amortization
|
|
|
|
5,917
|
|
Unrealized loss from interest rate swap
|
|
|
|
13,811
|
|
Less:
|
|
|
|
|
|
Other non-cash items
|
|
|
|
(34
|
)
|
|
|
|
|
Cash Available for Distribution
|
|
|
|
18,847
|
|
|
|
|
|
|
|
Less:
|
|
|
|
|
|
Reserve for debt principal repayment
|
|
|
|
(900
|
)
|
|
|
|
|
Cash dividend
|
|
|
|
17,947
|
|
|
|
|
|
|
|
Weighted-average number of total common shares outstanding
|
|
|
|
25,000,000
|
|
|
|
|
|
Cash dividend per share (rounded)
|
|
|
$
|
0.72
|
|
|
|
|
|
|
|
|
(1)
|
|
Foreign currency exchange gains (losses) primarily relate to the Partnerships revaluation of
all foreign currency-denominated monetary assets and liabilities based on the prevailing
exchange rate at the end of each reporting period and also reflects the unrealized gains and
losses from the change in fair value of certain foreign exchange forward contracts that do not
qualify as effective hedges for accounting purposes.
|
|
(2)
|
|
Portion of deferred income tax related to unrealized foreign exchange gains and losses.
|
|
(3)
|
|
Reflects the unrealized losses due to changes in the mark-to-market value of non-designated
interest rate swaps.
|
|
(4)
|
|
Primarily relates to Teekays non-controlling interest share of the items noted above.
|
- more -
8
TEEKAY OFFSHORE PARTNERS L.P.
APPENDIX B RECONCILIATION OF NON-GAAP FINANCIAL MEASURE
(in thousands of U.S. dollars)
Description of Non-GAAP Financial Measure Distributable Cash Flow (
DCF
)
Distributable cash flow represents net income (loss) adjusted for depreciation and amortization
expense, non-controlling interest, non-cash items, estimated maintenance capital expenditures,
gains and losses on vessel sales, unrealized gains and losses from derivatives, income taxes and
foreign exchange related items. Maintenance capital expenditures represent those capital
expenditures required to maintain over the long-term the operating capacity of, or the revenue
generated by, the Partnerships capital assets. Distributable cash flow is a quantitative standard
used in the publicly-traded partnership investment community to assist in evaluating a
partnerships ability to make quarterly cash distributions. Distributable cash flow is not
required by United States generally accepted accounting principles and should not be considered as
an alternative to net income or any other indicator of the Partnerships performance required by
United States generally accepted accounting principles. The table below reconciles distributable
cash flow to net income (loss).
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
|
December 31, 2008
|
|
|
|
|
(unaudited)
|
|
|
|
|
|
Net Loss
|
|
|
|
(50,735
|
)
|
Add:
|
|
|
|
|
|
Depreciation and amortization
|
|
|
|
35,036
|
|
Change in fair value of interest rate swaps
|
|
|
|
117,495
|
|
|
|
|
|
|
|
Less:
|
|
|
|
|
|
Non-controlling interest
|
|
|
|
(30,947
|
)
|
Foreign exchange and other, net
|
|
|
|
(3,411
|
)
|
Income tax recovery
|
|
|
|
(21,852
|
)
|
Estimated maintenance capital expenditures
|
|
|
|
(20,288
|
)
|
|
|
|
|
Distributable Cash Flow before Non-Controlling Interest
|
|
|
|
25,298
|
|
Non-controlling interests share of DCF
|
|
|
|
(13,634
|
)
|
|
|
|
|
Distributable Cash Flow
|
|
|
|
11,664
|
|
|
|
|
|
- more -
9
TEEKAY OFFSHORE PARTNERS L.P.
APPENDIX C SUPPLEMENTAL SEGMENT INFORMATION
(in thousands of U.S. dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31, 2008
|
|
|
|
|
(unaudited)
|
|
|
|
|
Shuttle
|
|
|
Conventional
|
|
|
|
|
|
|
|
|
|
|
Tanker
|
|
|
Tanker
|
|
|
FSO
|
|
|
|
|
|
|
|
Segment
|
|
|
Segment
|
|
|
Segment
|
|
|
Total
|
|
|
|
|
|
Net voyage revenues
(1)
|
|
|
|
124,137
|
|
|
|
26,205
|
|
|
|
14,494
|
|
|
|
164,836
|
|
Vessel operating expenses
|
|
|
|
36,810
|
|
|
|
6,612
|
|
|
|
6,108
|
|
|
|
49,530
|
|
Time-charter hire expense
|
|
|
|
34,852
|
|
|
|
|
|
|
|
|
|
|
|
34,852
|
|
Depreciation and amortization
|
|
|
|
23,247
|
|
|
|
6,288
|
|
|
|
5,501
|
|
|
|
35,036
|
|
General and administrative
|
|
|
|
16,284
|
|
|
|
2,143
|
|
|
|
714
|
|
|
|
19,141
|
|
|
|
|
|
Income from vessel operations
|
|
|
|
12,944
|
|
|
|
11,162
|
|
|
|
2,171
|
|
|
|
26,277
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31, 2007
|
|
|
|
|
(unaudited)
|
|
|
|
|
Shuttle
|
|
|
Conventional
|
|
|
|
|
|
|
|
|
|
|
Tanker
|
|
|
Tanker
|
|
|
FSO
|
|
|
|
|
|
|
|
Segment
|
|
|
Segment
|
|
|
Segment
|
|
|
Total
|
|
|
|
|
|
Net voyage revenues
(1)
|
|
|
|
119,959
|
|
|
|
22,549
|
|
|
|
17,685
|
|
|
|
160,193
|
|
Vessel operating expenses
|
|
|
|
30,483
|
|
|
|
6,988
|
|
|
|
6,950
|
|
|
|
44,421
|
|
Time-charter hire expense
|
|
|
|
38,714
|
|
|
|
|
|
|
|
|
|
|
|
38,714
|
|
Depreciation and amortization
|
|
|
|
22,912
|
|
|
|
5,576
|
|
|
|
4,985
|
|
|
|
33,473
|
|
General and administrative
|
|
|
|
11,391
|
|
|
|
1,900
|
|
|
|
1,046
|
|
|
|
14,337
|
|
|
|
|
|
Income from vessel operations
|
|
|
|
16,459
|
|
|
|
8,085
|
|
|
|
4,704
|
|
|
|
29,248
|
|
|
|
|
|
|
|
|
(1)
|
|
Net voyage revenues represents voyage revenues less voyage expenses, which comprise all
expenses relating to certain voyages, including bunker fuel expenses, port fees, canal tolls
and brokerage commissions. Net voyage revenues is a non-GAAP financial measure used by
certain investors to measure the financial performance of shipping companies. Please see
the Partnerships web site at
www.teekayoffshore.com
for a reconciliation of this non-GAAP
measure as used in this release to the most directly comparable GAAP financial measure.
|
- more -
10
FORWARD LOOKING STATEMENTS
This release contains forward-looking statements (as defined in Section 21E of the Securities
Exchange Act of 1934, as amended) which reflect managements current views with respect to certain
future events and performance, including statements regarding: the stability of the Partnerships
distributable cash flow; the Partnerships future growth prospects; the potential for Teekay to
offer up to four Aframax shuttle tanker newbuildings either with new long-term fixed-rate
contracts, or to service the contracts-of-affreightment in the North Sea; the potential for Teekay
to offer Teekay Petrojarls existing FPSO units; the potential for Teekay to secure future FPSO
projects through its wholly-owned subsidiary, Teekay Petrojarl ASA; the potential for Teekay to
offer to Teekay Offshore additional limited partner interests in OPCO; and the Partnerships
exposure to foreign currency fluctuations, particularly in Norwegian Kroner. 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: changes in production of offshore oil, either generally or in particular regions;
changes in trading patterns significantly affecting overall vessel tonnage requirements; changes in
applicable industry laws and regulations and the timing of implementation of new laws and
regulations; the potential for early termination of long-term contracts and inability of the
Partnership or OPCO to renew or replace long-term contracts; the failure of Teekay to offer
additional interests in OPCO to Teekay Offshore; required approvals by the board of directors of
Teekay and Teekay Offshore, as well as the conflicts committee of Teekay Offshore to acquire
additional interests in OPCO; the Partnerships ability to raise financing to purchase additional
vessels and/or interests in OPCO; changes to the amount or proportion of revenues, expenses, or
debt service costs denominated in foreign currencies; and other factors discussed in Teekay
Offshores filings from time to time with the SEC, including its Report on Form 20-F/A for the
fiscal year ended December 31, 2007. The Partnership 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 the Partnerships expectations with respect thereto or
any change in events, conditions or circumstances on which any such statement is based.
- end -
11
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