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
For the quarterly period ended
March 31, 2021
Commission file number 1- 33198
_________________________
ALTERA INFRASTRUCTURE L.P.
(Exact name of Registrant as specified in its charter)
_________________________
4th Floor, Belvedere Building, 69 Pitts Bay Road, Pembroke, HM 08,
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.
Form 20-F ý 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).
Yes ¨ No ý
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
ALTERA INFRASTRUCTURE L.P. AND SUBSIDIARIES
REPORT ON FORM 6-K FOR THE QUARTERLY PERIOD ENDED MARCH 31,
2021
INDEX
ITEM 1 - FINANCIAL STATEMENTS
ALTERA INFRASTRUCTURE L.P. AND SUBSIDIARIES
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL
POSITION
(in thousands of U.S. Dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at |
|
As at |
|
|
|
|
|
March 31, |
|
December 31, |
|
|
|
|
|
2021 |
|
2020 |
|
|
|
Notes |
|
$ |
|
$ |
|
|
|
ASSETS |
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
197,078 |
|
235,734 |
|
|
|
Financial assets |
4 |
|
48,621 |
|
103,514 |
|
|
|
Accounts and other receivable, net |
|
|
217,392 |
|
222,629 |
|
|
|
Vessels and equipment classified as held for sale |
5 |
|
7,500 |
|
7,500 |
|
|
|
Inventory |
|
|
21,586 |
|
16,308 |
|
|
|
Due from related parties |
12 |
|
2,723 |
|
9,980 |
|
|
|
Other assets |
|
|
34,571 |
|
37,326 |
|
|
|
Total current assets |
|
|
529,471 |
|
632,991 |
|
|
|
Non-current assets |
|
|
|
|
|
|
|
|
Financial assets |
4 |
|
45,753 |
|
36,372 |
|
|
|
|
|
|
|
|
|
|
|
Vessels and equipment |
7 |
|
3,213,592 |
|
3,029,415 |
|
|
|
Advances on newbuilding contracts |
8 |
|
26,094 |
|
127,335 |
|
|
|
Equity-accounted investments |
|
|
243,698 |
|
241,731 |
|
|
|
Deferred tax assets |
|
|
5,144 |
|
5,153 |
|
|
|
|
|
|
|
|
|
|
|
Other assets |
|
|
169,887 |
|
185,521 |
|
|
|
Goodwill |
|
|
127,113 |
|
127,113 |
|
|
|
Total non-current assets |
|
|
3,831,281 |
|
3,752,640 |
|
|
|
Total assets |
|
|
4,360,752 |
|
4,385,631 |
|
|
|
LIABILITIES |
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
|
|
Accounts payable and other |
9 |
|
333,400 |
|
302,414 |
|
|
|
Other financial liabilities |
10 |
|
40,307 |
|
198,985 |
|
|
|
Borrowings |
11 |
|
349,890 |
|
362,079 |
|
|
|
Due to related parties |
12 |
|
73,226 |
|
7 |
|
|
|
Total current liabilities |
|
|
796,823 |
|
863,485 |
|
|
|
Non-current liabilities |
|
|
|
|
|
|
|
|
Accounts payable and other |
9 |
|
114,068 |
|
128,671 |
|
|
|
Other financial liabilities |
10 |
|
207,425 |
|
144,350 |
|
|
|
Borrowings |
11,12 |
|
2,799,400 |
|
2,808,898 |
|
|
|
Due to related parties |
12 |
|
199,648 |
|
194,628 |
|
|
|
Deferred tax liabilities |
|
|
700 |
|
700 |
|
|
|
Total non-current liabilities |
|
|
3,321,241 |
|
3,277,247 |
|
|
|
Total liabilities |
|
|
4,118,064 |
|
4,140,732 |
|
|
|
EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Limited partners - Class A common units |
|
|
(2,509) |
|
(2,505) |
|
|
|
Limited partners - Class B common units |
|
|
(156,267) |
|
(157,897) |
|
|
|
Limited partners - preferred units |
|
|
376,488 |
|
376,512 |
|
|
|
General partner |
|
|
6,826 |
|
6,828 |
|
|
|
Accumulated other comprehensive income |
|
|
3,685 |
|
4,071 |
|
|
|
Non-controlling interests in subsidiaries |
|
|
14,465 |
|
17,890 |
|
|
|
Total equity |
|
|
242,688 |
|
244,899 |
|
|
|
Total liabilities and equity |
|
|
4,360,752 |
|
4,385,631 |
|
|
The accompanying notes are an integral part of the unaudited
interim condensed consolidated financial statements.
ALTERA INFRASTRUCTURE L.P. AND SUBSIDIARIES
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(LOSS)
(in thousands of U.S. Dollars, except per unit data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
March 31, |
|
|
|
|
|
|
|
2021 |
|
2020 |
|
Notes |
|
|
|
|
|
$ |
|
$ |
|
Revenues |
12,13 |
|
|
|
|
|
272,754 |
|
|
312,401 |
|
|
Direct operating costs |
14 |
|
|
|
|
|
(161,841) |
|
|
(153,819) |
|
|
General and administrative expenses |
15 |
|
|
|
|
|
(12,668) |
|
|
(14,802) |
|
|
Depreciation and amortization |
15 |
|
|
|
|
|
(77,249) |
|
|
(78,534) |
|
|
Interest expense |
11,12 |
|
|
|
|
|
(47,684) |
|
|
(48,269) |
|
|
Interest income |
|
|
|
|
|
|
28 |
|
|
667 |
|
|
Equity-accounted income (loss) |
|
|
|
|
|
|
19,384 |
|
|
(4,055) |
|
|
Impairment expense, net |
7 |
|
|
|
|
|
— |
|
|
(172,002) |
|
|
Gain (loss) on dispositions, net |
6 |
|
|
|
|
|
— |
|
|
(562) |
|
|
Realized and unrealized gain (loss) on derivative
instruments |
10 |
|
|
|
|
|
13,860 |
|
|
(90,923) |
|
|
Foreign currency exchange gain (loss) |
|
|
|
|
|
|
325 |
|
|
(3,440) |
|
|
Other income (expenses), net |
|
|
|
|
|
|
(26) |
|
|
(1,229) |
|
|
Income (loss) before income tax (expense) recovery |
|
|
|
|
|
|
6,883 |
|
|
(254,567) |
|
|
Income tax (expense) recovery |
|
|
|
|
|
|
|
|
|
|
Current |
|
|
|
|
|
|
(982) |
|
|
(2,136) |
|
|
Deferred |
|
|
|
|
|
|
— |
|
|
(2,229) |
|
|
Net income (loss) |
|
|
|
|
|
|
5,901 |
|
|
(258,932) |
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
Limited partners - common units |
|
|
|
|
|
|
(302) |
|
|
(258,141) |
|
|
General partner |
|
|
|
|
|
|
(2) |
|
|
(1,907) |
|
|
Limited partners - preferred units |
|
|
|
|
|
|
7,880 |
|
|
8,038 |
|
|
Non-controlling interests in subsidiaries |
|
|
|
|
|
|
(1,675) |
|
|
(6,922) |
|
|
|
|
|
|
|
|
|
5,901 |
|
|
(258,932) |
|
|
Basic and diluted earnings (loss) per limited partner common
unit |
|
|
|
|
|
|
0.00 |
|
(0.63) |
|
The accompanying notes are an integral part of the unaudited
interim condensed consolidated financial statements.
ALTERA INFRASTRUCTURE L.P. AND SUBSIDIARIES
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF
COMPREHENSIVE INCOME (LOSS)
(in thousands of U.S. Dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
March 31, |
|
|
|
|
|
|
|
2021 |
|
2020 |
|
Notes |
|
|
|
|
|
$ |
|
$ |
|
Net income (loss) |
|
|
|
|
|
|
5,901 |
|
|
(258,932) |
|
|
Other comprehensive income (loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Items that may be reclassified subsequently to profit or
loss: |
|
|
|
|
|
|
|
|
|
|
To interest expense: |
|
|
|
|
|
|
|
|
|
|
Realized gain on qualifying cash flow hedging
instruments |
10 |
|
|
|
|
|
(190) |
|
|
(208) |
|
|
To equity income: |
|
|
|
|
|
|
|
|
|
|
Realized gain on qualifying cash flow hedging
instruments |
|
|
|
|
|
|
(196) |
|
|
(255) |
|
|
Total other comprehensive income (loss) |
|
|
|
|
|
|
(386) |
|
|
(463) |
|
|
Comprehensive income (loss) |
|
|
|
|
|
|
5,515 |
|
|
(259,395) |
|
|
Attributable to: |
|
|
|
|
|
|
|
|
|
|
Limited partners - common units |
|
|
|
|
|
|
(685) |
|
|
(258,601) |
|
|
General partner |
|
|
|
|
|
|
(5) |
|
|
(1,910) |
|
|
Limited partners - preferred units |
|
|
|
|
|
|
7,880 |
|
|
8,038 |
|
|
Non-controlling interests in subsidiaries |
|
|
|
|
|
|
(1,675) |
|
|
(6,922) |
|
|
|
|
|
|
|
|
|
5,515 |
|
|
(259,395) |
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part of the unaudited
interim condensed consolidated financial statements.
ALTERA INFRASTRUCTURE L.P. AND SUBSIDIARIES
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN
EQUITY
(in thousands of U.S. Dollars and units)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PARTNERS’ EQUITY |
|
|
|
|
|
Limited Partners |
|
|
|
|
|
|
Class A Common Units
# |
|
Class A Common Units and Additional Paid-in Capital
$ |
|
Class B Common Units
# |
|
Class B Common Units and Additional Paid-in Capital
$ |
|
Preferred
Units
# |
|
Preferred
Units
$ |
|
|
|
General
Partner
$ |
|
Accumulated Other Comprehensive Income
$ |
|
Non- controlling Interests
$ |
|
Total
Equity
$ |
|
Balance as at January 1, 2021 |
5,217 |
|
|
(2,505) |
|
|
405,932 |
|
|
(157,897) |
|
|
15,489 |
|
|
376,512 |
|
|
|
|
6,828 |
|
|
4,071 |
|
|
17,890 |
|
|
244,899 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
— |
|
|
(4) |
|
|
— |
|
|
(298) |
|
|
— |
|
|
7,880 |
|
|
|
|
(2) |
|
|
— |
|
|
(1,675) |
|
|
5,901 |
|
|
Other comprehensive income (loss) |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
|
|
— |
|
|
(386) |
|
|
— |
|
|
(386) |
|
|
Distributions declared: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred units - Series A ($0.4531 per unit) |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(2,663) |
|
|
|
|
— |
|
|
— |
|
|
— |
|
|
(2,663) |
|
|
Preferred units - Series B ($0.5313 per unit) |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(2,608) |
|
|
|
|
— |
|
|
— |
|
|
— |
|
|
(2,608) |
|
|
Preferred units - Series E ($0.5547 per unit) |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(2,609) |
|
|
|
|
— |
|
|
— |
|
|
— |
|
|
(2,609) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other distributions |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
|
|
— |
|
|
— |
|
|
(1,750) |
|
|
(1,750) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contribution of Capital from Brookfield |
— |
|
|
— |
|
|
— |
|
|
1,928 |
|
|
— |
|
|
— |
|
|
|
|
— |
|
|
— |
|
|
— |
|
|
1,928 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Repurchase of preferred units |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(1) |
|
|
(24) |
|
|
|
|
— |
|
|
— |
|
|
— |
|
|
(24) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance as at March 31, 2021 |
5,217 |
|
|
(2,509) |
|
|
405,932 |
|
|
(156,267) |
|
|
15,488 |
|
|
376,488 |
|
|
|
|
6,826 |
|
|
3,685 |
|
|
14,465 |
|
|
242,688 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PARTNERS’ EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Limited Partners |
|
|
|
|
|
|
|
Class A Common Units
# |
|
Class A Common Units and Additional Paid-in Capital
$ |
|
Class B Common Units
# |
|
Class B Common Units and Additional Paid-in Capital
$ |
|
Common
Units
# |
|
Common Units and Additional Paid-in Capital
$ |
|
Preferred
Units
# |
|
Preferred
Units
$ |
|
|
|
General
Partner
$ |
|
Accumulated Other Comprehensive Income
$ |
|
Non- controlling Interests
$ |
|
Total
Equity
$ |
|
|
|
|
|
|
|
Balance as at January 1, 2020 |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
411,149 |
|
|
169,737 |
|
|
15,800 |
|
|
384,274 |
|
|
|
|
9,587 |
|
|
4,410 |
|
|
29,794 |
|
|
597,802 |
|
|
|
|
|
|
|
|
Exchange of equity instruments |
5,217 |
|
|
2,154 |
|
|
405,932 |
|
|
167,583 |
|
|
(411,149) |
|
|
(169,737) |
|
|
— |
|
|
— |
|
|
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
|
|
|
|
|
|
Net income (loss) |
— |
|
|
(3,276) |
|
|
— |
|
|
(254,865) |
|
|
— |
|
|
— |
|
|
— |
|
|
8,038 |
|
|
|
|
(1,907) |
|
|
— |
|
|
(6,922) |
|
|
(258,932) |
|
|
|
|
|
|
|
|
Other comprehensive income (loss) |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
|
|
— |
|
|
(463) |
|
|
— |
|
|
(463) |
|
|
|
|
|
|
|
|
Distributions declared: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred units - Series A ($0.4531 per unit) |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(2,719) |
|
|
|
|
— |
|
|
— |
|
|
— |
|
|
(2,719) |
|
|
|
|
|
|
|
|
Preferred units - Series B ($0.5313 per unit) |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(2,657) |
|
|
|
|
— |
|
|
— |
|
|
— |
|
|
(2,657) |
|
|
|
|
|
|
|
|
Preferred units - Series E ($0.5547 per unit) |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
(2,662) |
|
|
|
|
— |
|
|
— |
|
|
— |
|
|
(2,662) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other distributions |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
|
|
— |
|
|
— |
|
|
(4,750) |
|
|
(4,750) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity based compensation and other |
— |
|
|
(5) |
|
|
— |
|
|
(402) |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
|
|
— |
|
|
— |
|
|
— |
|
|
(407) |
|
|
|
|
|
|
|
|
Balance as at March 31, 2020 |
5,217 |
|
|
(1,127) |
|
|
405,932 |
|
|
(87,684) |
|
|
— |
|
|
— |
|
|
15,800 |
|
|
384,274 |
|
|
|
|
7,680 |
|
|
3,947 |
|
|
18,122 |
|
|
325,212 |
|
|
|
|
|
|
|
The accompanying notes are an integral part of the unaudited
interim condensed consolidated financial statements.
ALTERA INFRASTRUCTURE L.P. AND SUBSIDIARIES
UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH
FLOWS
(in thousands of U.S. Dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
March 31, |
|
|
|
2021 |
|
2020 |
|
Notes |
|
$ |
|
$ |
|
|
|
|
|
|
|
Operating Activities |
|
|
|
|
|
|
Net income (loss) |
|
|
5,901 |
|
|
(258,932) |
|
|
Adjusted for the following items: |
|
|
|
|
|
|
Depreciation and amortization |
7 |
|
77,249 |
|
|
78,534 |
|
|
Equity-accounted (income) loss, net of distributions
received |
|
|
(990) |
|
|
19,550 |
|
|
Impairment expense, net |
7 |
|
— |
|
|
172,002 |
|
|
(Gain) loss on dispositions, net |
6 |
|
— |
|
|
562 |
|
|
Unrealized (gain) loss on derivative instruments |
10 |
|
(162,257) |
|
|
83,849 |
|
|
Deferred income tax expense (recovery) |
|
|
— |
|
|
2,229 |
|
|
Provisions and other items |
9 |
|
(193) |
|
|
(940) |
|
|
Other non-cash items |
|
|
12,086 |
|
|
6,246 |
|
|
Changes in non-cash working capital, net |
|
|
39,239 |
|
|
(17,964) |
|
|
Net operating cash flow |
|
|
(28,965) |
|
|
85,136 |
|
|
Financing Activities |
|
|
|
|
|
|
Proceeds from borrowings |
11 |
|
75,000 |
|
|
72,015 |
|
|
Repayments of borrowings and settlement of related derivative
instruments |
10,11 |
|
(99,367) |
|
|
(74,217) |
|
|
Financing costs related to borrowings |
|
|
(750) |
|
|
(201) |
|
|
Proceeds from borrowings related to sale and leaseback of
vessels |
8 |
|
71,400 |
|
|
11,900 |
|
|
Repayments of borrowings related to sale and leaseback of
vessels |
8 |
|
(2,881) |
|
|
— |
|
|
Financing costs related to borrowings from sale and leaseback of
vessels |
8 |
|
— |
|
|
(65) |
|
|
Proceeds from borrowings from related parties |
12 |
|
75,000 |
|
|
30,000 |
|
|
|
|
|
|
|
|
Lease liability repayments |
|
|
(3,392) |
|
|
(5,753) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distributions to limited partners and preferred
unitholders |
16 |
|
(7,880) |
|
|
(8,038) |
|
|
Distributions to others who have interests in
subsidiaries |
|
|
(1,750) |
|
|
(4,750) |
|
|
|
|
|
|
|
|
Repurchase of preferred units |
|
|
(24) |
|
|
— |
|
|
Net financing cash flow |
|
|
105,356 |
|
|
20,891 |
|
|
Investing Activities |
|
|
|
|
|
|
Additions |
|
|
|
|
|
|
Vessels and equipment |
7,8 |
|
(156,317) |
|
|
(201,707) |
|
|
Equity-accounted investments |
|
|
(1,172) |
|
|
(465) |
|
|
Dispositions |
|
|
|
|
|
|
Vessels and equipment |
6 |
|
— |
|
|
15,060 |
|
|
Restricted cash |
4 |
|
42,202 |
|
|
83,815 |
|
|
Acquisition of company (net of cash acquired of $6.4
million) |
|
|
— |
|
|
6,430 |
|
|
Net investing cash flow |
|
|
(115,287) |
|
|
(96,867) |
|
|
Cash and cash equivalents |
|
|
|
|
|
|
Change during the period |
|
|
(38,896) |
|
|
9,160 |
|
|
Impact of foreign exchange on cash |
|
|
240 |
|
|
(4,822) |
|
|
Balance, beginning of the period |
|
|
235,734 |
|
|
199,388 |
|
|
Balance, end of the period |
|
|
197,078 |
|
|
203,726 |
|
The accompanying notes are an integral part of the unaudited
interim condensed consolidated financial statements.
ALTERA INFRASTRUCTURE L.P. AND SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS
As at March 31, 2021 and December 31, 2020 and for the three months
ended March 31, 2021 and 2020
(all tabular amounts stated in thousands of U.S. Dollars, except
unit and per unit data)
1.Nature
and Description of the Partnership
Altera Infrastructure L.P. and its wholly-owned or controlled
subsidiaries (collectively, the
Partnership)
is an international infrastructure services provider to the
offshore oil and gas industry, focused on the ownership and
operation of critical infrastructure assets in offshore oil regions
of the North Sea, Brazil and the East Coast of Canada. The
Partnership was formed as a limited partnership established under
the laws of the Republic of the Marshall Islands in August 2006 and
the Partnership's affairs are governed by the Marshall Islands
Limited Partnership Act and its limited partnership agreement as
amended. The Partnership is a subsidiary of Brookfield Business
Partners L.P. (NYSE: BBU) (TSX: BBU.UN) (or with its
affiliates,
Brookfield).
The Partnership’s preferred equity units are listed on the New York
Stock Exchange under the ticker symbols “ALIN PR A”, “ALIN PR B”
and “ALIN PR E” respectively.
The registered head office of the Partnership is Altera House, Unit
3, Prospect Park, Arnhall Business Park, Westhill, Aberdeenshire,
AB32 6FJ, United Kingdom.
2.Significant
Accounting Policies
a.Basis
of presentation
These unaudited interim condensed consolidated financial statements
of the Partnership have been prepared in accordance with
International Accounting Standard 34 - Interim Financial Reporting
(or
IAS 34),
as issued by the International Accounting Standards Board
(or
IASB).
These interim condensed consolidated financial statements do not
include all the information and disclosures required in annual
financial statements, and should be read in conjunction with the
Partnership’s annual consolidated financial statements as at and
for the year ended December 31, 2020, which are included in the
Partnership's Annual Report on Form 20-F for the year ended
December 31, 2020. The unaudited interim condensed consolidated
financial statements have been prepared under the assumption that
the Partnership operates on a going concern basis and have been
presented in U.S. dollars rounded to the nearest thousand unless
otherwise indicated.
The accounting policies adopted in the preparation of these interim
condensed consolidated financial statements are consistent with
those followed in the preparation of the Partnership’s annual
consolidated financial statements as at and for the year ended
December 31, 2020, except for the adoption of new standards and
changes in the Partnership's accounting policies effective as of 1
January 2021, as described below in Note 2c. There have been no
significant changes to the method of determining significant
estimates and judgments since December 31, 2020.
These unaudited interim condensed consolidated financial statements
were approved by management and authorized for issue on
May 3, 2021.
b.Going
concern
As at March 31, 2021, the Partnership had a working capital deficit
of $267.4 million primarily relating to scheduled maturities and
repayments of $349.9 million of outstanding borrowings during the
12 months ending March 31, 2022, which amounts were classified as
current as at March 31, 2021. The Partnership also anticipates
making payments related to commitments to fund a vessel under
construction during the remainder of 2021 through 2022 of $99.4
million; however, the Partnership has secured long-term financing
related to this vessel.
The working capital deficit of $267.4 million as at March 31, 2021,
has increased from $230.5 million as at December 31, 2020. The
increase in the working capital deficit was primarily due to a
decrease in financial assets of $54.9 million mainly relating to
amounts held in escrow for a shuttle tanker newbuilding yard
installment payment as at December 31, 2020 and a decrease in cash
and cash equivalents of $38.7 million, partially offset by a
decrease in total current liabilities primarily relating to the
termination or amendment of certain interest rate swaps during the
three months ended March 31, 2021.
Based on these factors, the Partnership will need to obtain
additional sources of financing, in addition to amounts generated
from operations, to meet its obligations and commitments and the
minimum liquidity requirements under its financial covenants.
Additional potential sources of financing that the Partnership is
actively pursuing, or may consider pursuing, during the one-year
period to March 31, 2022, include entering into new debt
facilities, borrowing additional amounts under existing facilities,
the refinancing or extension of certain borrowings, selling certain
assets, seeking joint venture partners for the Partnership's
business interests and/or capital raises. Additional potential
sources of amounts generated from operations include the extensions
and redeployment of existing assets.
The Partnership is actively pursuing the financing initiatives
described above, which it considers probable of completion based on
the Partnership’s history of being able to raise and refinance
borrowings for similar types of vessels and based on the
Partnership's assessment of current conditions and estimated future
conditions. The Partnership is in various stages of progression on
these matters.
Based on the Partnership’s liquidity at the date of these unaudited
interim condensed consolidated financial statements, the liquidity
it expects to generate from operations over the following year, and
by incorporating the Partnership’s plans to raise additional
liquidity that it considers probable of completion, the Partnership
expects that it will have sufficient liquidity to enable the
Partnership to continue as a going concern for at least the
one-year period to March 31, 2022.
ALTERA INFRASTRUCTURE L.P. AND SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS
As at March 31, 2021 and December 31, 2020 and for the three months
ended March 31, 2021 and 2020
(all tabular amounts stated in thousands of U.S. Dollars, except
unit and per unit data)
c.New
standards, interpretations, amendments and policies adopted by the
Partnership
The Partnership has not early adopted any standard, interpretation
or amendment that has been issued but is not yet
effective.
i.Interest
Rate Benchmark Reform — Phase 2 (Amendments to IFRS 9, IAS 39, IFRS
7, IFRS 4 and IFRS 16)
In August 2020, the International Accounting Standards Board
published Interest Rate Benchmark Reform — Phase 2 (Amendments to
IFRS 9, IAS 39, IFRS 7, IFRS 4 and IFRS 16) (or
Phase 2 Amendments),
effective January 1, 2021. The Phase 2 Amendments provide
additional guidance to address the issues that will arise during
the transition of benchmark interest rates and primarily relate to
the modification of financial assets, financial liabilities and
lease liabilities where the basis for determining the contractual
cash flow changes as a result of the replacement of an existing
interest rate benchmark, allowing for prospective application of
the new applicable benchmark interest rate, and to the application
of hedge accounting, providing an exception such that changes in
the designation of hedge accounting relationships that are needed
to reflect the changes required by the benchmark interest rate
reform do not result in the discontinuation of hedge accounting.
The Partnership adopted the Phase 2 Amendments on January 1, 2021.
The adoption of this amendment did not have an impact on the
Partnership's unaudited interim condensed consolidated financial
statements as at and for the three months ended March 31, 2021. The
Partnership's risk management strategy has not changed as a result
of this.
Progress towards implementation of alternative benchmark interest
rates
The Partnership is exposed to the impact of interest rate changes,
primarily through its floating-rate borrowings that require it to
make interest payments based on LIBOR. The Partnership uses
interest rate swaps to reduce its exposure to market risk from
changes in interest rates.
The Partnership plans to transition the majority of its
LIBOR-linked contracts to risk-free rates through amendments to
fallback clauses in its floating-rate credit facilities and debt
instruments which would change the basis for determining the
interest rate cash flows from LIBOR to a risk-free rate at an
agreed point in time. During March 2021, ICE Benchmark
Administration announced that it has delayed the cessation of the
publication of the overnight, one, three, six and 12 month USD
LIBOR until June 30, 2023.
Interest rate benchmark transition for non-derivative financial
liabilities
As at March 31, 2021, the Partnership had $1.8 billion of
outstanding LIBOR-referenced borrowings summarized as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Principal |
|
Weighted-average term |
|
Transition Progress |
|
$ |
|
(years) |
|
|
|
Revolving Credit Facilities |
415,367 |
|
|
2.85 |
|
Expected to amend fallback clauses prior to cessation of
publication of LIBOR. |
|
Term Loans |
1,219,674 |
|
|
4.41 |
|
|
Public Bonds |
200,000 |
|
|
3.55 |
|
|
Total |
1,835,041 |
|
|
3.96 |
|
|
Interest rate benchmark transition for derivatives
As at March 31, 2021, the Partnership had an outstanding notional
balance of $0.8 billion of LIBOR-referenced interest rate swap
agreements.
For all of the Partnership’s LIBOR-referenced derivatives, the
International Swaps and Derivative Association’s fallback clauses
were made available in late-2020 and the Partnership and its
counterparties expect to adhere to this protocol. This ensures that
all legacy trade will, on the cessation of LIBOR, follow the
fallback clause provided in the protocol.
ii.Segments
As at January 1, 2021, the disclosure of the Partnership's
corporate cost allocations to the segments was modified. The
Partnership's components of the business for which discrete
financial information is reviewed to assess performance and make
decisions regarding resource allocation is still based upon five
operating segments. However, the allocation of certain
expenditures, relating to direct operating costs and general and
administrative expenses, has been modified to show the impact of
certain corporate direct operating costs in the corporate segment
before reallocation to the segments. Additionally, certain
expenditures that relate directly to corporate activities will be
retained within the corporate segment. Previously all of these
expenditures were allocated directly to the five operating segments
based on an estimated use of corporate resources. The 2020
comparative information has been restated as a result of this
change.
iii.Estimation
uncertainty
COVID-19
The Partnership has not identified any new significant developments
related to the COVID-19 pandemic which would impact key critical
judgments, estimates and assumptions that affect the reported and
contingent amount of assets, liabilities, revenues and
expenses,
ALTERA INFRASTRUCTURE L.P. AND SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS
As at March 31, 2021 and December 31, 2020 and for the three months
ended March 31, 2021 and 2020
(all tabular amounts stated in thousands of U.S. Dollars, except
unit and per unit data)
including whether any additional indicators of impairment were
present for the three months ended March 31, 2021. The Partnership
will continued to monitor the COVID-19 situation and review its
critical estimates and judgements as circumstances
evolve.
3.Fair
Value of Financial Instruments
The following tables provide the details of the Partnership's
financial instruments and their associated classifications as at
March 31, 2021 and December 31, 2020:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
December 31, 2020 |
|
Measurement Basis |
|
FVTPL
$ |
|
Amortized cost
$ |
|
Total
$ |
|
FVTPL
$ |
|
Amortized cost
$ |
|
Total
$ |
|
Financial assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
— |
|
|
197,078 |
|
|
197,078 |
|
|
— |
|
|
235,734 |
|
|
235,734 |
|
|
Financial assets (current and non-current) |
|
3,186 |
|
|
91,188 |
|
|
94,374 |
|
|
6,497 |
|
|
133,389 |
|
|
139,886 |
|
|
Accounts and other receivable, net (current and
non-current)
(1)
|
|
— |
|
|
206,228 |
|
|
206,228 |
|
|
— |
|
|
212,316 |
|
|
212,316 |
|
|
Due from related parties (current and non-current) |
|
— |
|
|
2,723 |
|
|
2,723 |
|
|
— |
|
|
9,980 |
|
|
9,980 |
|
|
Other assets (current and non-current)
(2)
|
|
— |
|
|
57,904 |
|
|
57,904 |
|
|
— |
|
|
59,905 |
|
|
59,905 |
|
|
Total |
|
3,186 |
|
555,121 |
|
558,307 |
|
6,497 |
|
651,324 |
|
657,821 |
|
Financial liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable and other
(3)
|
|
— |
|
|
73,610 |
|
|
73,610 |
|
|
— |
|
|
81,850 |
|
|
81,850 |
|
|
Other financial liabilities (current and non-
current)
(4)
|
|
38,029 |
|
|
209,703 |
|
|
247,732 |
|
|
203,597 |
|
|
139,738 |
|
|
343,335 |
|
|
Due to related parties (current and non-current) |
|
— |
|
|
272,874 |
|
|
272,874 |
|
|
— |
|
|
194,635 |
|
|
194,635 |
|
|
Borrowings (current and non-current) |
|
— |
|
|
3,149,290 |
|
|
3,149,290 |
|
|
— |
|
|
3,170,977 |
|
|
3,170,977 |
|
|
Total |
|
38,029 |
|
3,705,477 |
|
3,743,506 |
|
203,597 |
|
3,587,200 |
|
3,790,797 |
(1)Excludes
tax receivable of $11.2 million as at March 31, 2021 (December 31,
2020 - $10.3 million).
(2)Includes
investments in finance leases.
(3)Includes
accounts payable and lease liabilities. Refer to Note 9
below.
(4)Includes
derivative instruments, obligations relating to finance leases and
other financial liabilities. Refer to Note 10 below.
The fair value of all financial assets and liabilities as at March
31, 2021 approximated their carrying values, with the exception of
the borrowings, where fair value which was determined using Level 1
and Level 2 inputs and resulted in a fair value of $3,127 million
(December 31, 2020: $3,104 million) compared to a carrying
value of $3,149 million (December 31, 2020: $3,171 million). The
fair value of the Partnership’s borrowings is either based on
quoted market prices or estimated using discounted cash flow
analysis based on rates currently available for debt with similar
terms and remaining maturities and the current credit worthiness of
the Partnership.
Fair value hierarchical levels - financial instruments
For assets and liabilities that are recognized at fair value on a
recurring basis, the Partnership determines whether transfers have
occurred between levels in the hierarchy by re-assessing
categorization (based on the lowest level input that is significant
to the fair value measurement as a whole) at the end of each
reporting period. There were no transfers between levels during the
three months ended March 31, 2021, nor during the year ended
December 31, 2020. Additionally, there were no changes in the
Partnership’s valuation processes, valuation techniques, and types
of inputs used in the fair value measurements during the three
months ended March 31, 2021. The following table provides the fair
value measurement hierarchy of the Partnership's financial assets
and liabilities measured at fair value through profit or loss on a
recurring basis as at March 31, 2021 and December 31,
2020:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
December 31, 2020 |
|
|
Level 1 |
|
Level 2 |
|
Level 3 |
|
Level 1 |
|
Level 2 |
|
Level 3 |
|
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
$ |
|
Financial assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivative instruments |
|
— |
|
|
3,186 |
|
|
— |
|
|
— |
|
|
6,497 |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
— |
|
|
3,186 |
|
|
— |
|
|
— |
|
|
6,497 |
|
|
— |
|
|
Financial liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivative instruments |
|
— |
|
|
38,029 |
|
|
— |
|
|
— |
|
|
203,597 |
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
— |
|
|
38,029 |
|
|
— |
|
|
— |
|
|
203,597 |
|
|
— |
|
ALTERA INFRASTRUCTURE L.P. AND SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS
As at March 31, 2021 and December 31, 2020 and for the three months
ended March 31, 2021 and 2020
(all tabular amounts stated in thousands of U.S. Dollars, except
unit and per unit data)
4.Financial
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
December 31, 2020 |
|
|
$ |
|
$ |
|
|
Current |
|
|
|
|
|
Restricted cash
(1)
|
45,435 |
|
|
97,017 |
|
|
|
Derivative instruments
(2)
|
3,186 |
|
|
6,497 |
|
|
|
Total current |
48,621 |
|
|
103,514 |
|
|
|
Non-current |
|
|
|
|
|
Restricted cash
(1)
|
45,753 |
|
|
36,372 |
|
|
|
|
|
|
|
|
Total non-current |
45,753 |
|
|
36,372 |
|
|
(1)Restricted
cash as at March 31, 2021 includes amounts held in escrow related
to the sale of certain vessels, funds for loan facility repayments,
withholding taxes and office lease prepayments (December 31, 2020 -
amounts held in escrow for a shuttle tanker newbuilding yard
installment payment, a deposit related to the sale of a vessel,
funds for loan facility repayments, withholding taxes and office
lease prepayments).
(2)See
Note 10 for additional information.
5.Vessels
and Equipment Classified as Held for Sale
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
December 31, 2020 |
|
Vessel |
|
Segment |
|
$ |
|
$ |
|
Navion Anglia |
|
Shuttle Tanker Segment |
|
4,400 |
|
|
4,400 |
|
|
Navion Oslo |
|
Shuttle Tanker Segment |
|
3,100 |
|
|
3,100 |
|
|
|
|
|
|
|
|
|
|
|
|
|
7,500 |
|
|
7,500 |
|
The fair value of vessels and equipment classified as held for sale
measured on a non-recurring basis was $7.5 million and $7.5 million
as at March 31, 2021 and December 31, 2020,
respectively.
6.
Gain (Loss) on Dispositions, Net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Period |
|
Vessel |
|
Segment |
|
Net Proceeds ($) |
|
Gain (Loss) on Dispositions, Net ($) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Q1-20 |
|
Petrojarl Cidade de Rio das Ostras |
|
FPSO Segment |
|
2,282 |
|
|
(92) |
|
|
Q1-20 |
|
Navion Hispania |
|
Shuttle Tanker Segment |
|
6,715 |
|
|
(385) |
|
|
Q1-20 |
|
Stena Sirita |
|
Shuttle Tanker Segment |
|
6,055 |
|
|
(85) |
|
|
Gain (loss) on dispositions, net for the three months ended March
31, 2020
|
|
(562) |
|
ALTERA INFRASTRUCTURE L.P. AND SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS
As at March 31, 2021 and December 31, 2020 and for the three months
ended March 31, 2021 and 2020
(all tabular amounts stated in thousands of U.S. Dollars, except
unit and per unit data)
7.Vessels
and Equipment
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
December 31, 2020 |
|
|
$ |
|
$ |
|
|
Gross carrying amount: |
|
|
|
|
|
Opening balance at beginning of year |
4,025,498 |
|
|
3,531,827 |
|
|
|
Additions |
4,085 |
|
|
41,346 |
|
|
|
Dispositions
(1)
|
— |
|
|
(29,242) |
|
|
|
Transferred from advances on newbuilding contracts |
253,301 |
|
|
543,131 |
|
|
|
Vessels and equipment reclassified as held for sale
(2)
|
— |
|
|
(61,564) |
|
|
|
Closing balance at end of period |
4,282,884 |
|
|
4,025,498 |
|
|
|
Accumulated Depreciation and Impairment: |
|
|
|
|
|
Opening balance at beginning of year |
(996,083) |
|
|
(506,111) |
|
|
|
Depreciation and amortization
(3)
|
(73,209) |
|
|
(295,610) |
|
|
|
Impairment expense, net
(4)
|
— |
|
|
(245,396) |
|
|
|
Dispositions
(1)
|
— |
|
|
15,050 |
|
|
|
Vessels and equipment reclassified as held for sale
(2)
|
— |
|
|
35,984 |
|
|
|
Closing balance at end of period |
(1,069,292) |
|
|
(996,083) |
|
|
|
Net book value |
3,213,592 |
|
|
3,029,415 |
|
|
(1)Includes
the sale of vessels and the disposal upon the replacement of
certain components of vessels and equipment.
(2)See
Note 5 for additional information.
(3)Excludes
depreciation and amortization on the Partnership's right-of-use
assets, office equipment and software.
(4)See
below for additional information. Excludes impairment expense on
vessels and equipment classified as held for sale during the three
months ended March 31, 2021 and year ended December 31,
2020.
Impairment expense, net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Period |
|
Vessel |
|
Segment |
|
Event |
|
Fair Value Hierarchical Level |
|
Valuation Techniques and Key Inputs |
|
Impairment Expense
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Q1 2020 |
|
ALP Forward |
|
Towage |
|
Change in the expected earnings of the vessels |
|
Level 3 |
|
Discounted cash flow valuation |
|
8,361 |
|
|
Q1 2020 |
|
ALP Winger |
|
Towage |
|
|
|
|
12,479 |
|
|
Q1 2020 |
|
ALP Ippon |
|
Towage |
|
|
|
|
1,360 |
|
|
Q1 2020 |
|
ALP Ace |
|
Towage |
|
|
|
|
731 |
|
|
Q1 2020 |
|
Petrojarl I |
|
FPSO |
|
Change in the expected earnings of the vessel |
|
Level 3 |
|
Discounted cash flow valuation |
|
42,367 |
|
|
Q1 2020 |
|
Petrojarl Varg |
|
FPSO |
|
Change in future redeployment assumptions |
|
Level 3 |
|
Discounted cash flow valuation |
|
27,202 |
|
|
Q1 2020 |
|
Petrojarl Knarr |
|
FPSO |
|
Change in expected earnings of the vessel |
|
Level 3 |
|
Discounted cash flow valuation |
|
56,599 |
|
|
Q1 2020 |
|
Navion Stavanger |
|
Shuttle Tanker |
|
Change in expected earnings of the vessel |
|
Level 3 |
|
Discounted cash flow valuation |
|
3,606 |
|
|
Q1 2020 |
|
Navion Gothenburg |
|
Shuttle Tanker |
|
Change in future redeployment assumptions |
|
Level 3 |
|
Discounted cash flow valuation |
|
16,772 |
|
|
Q1 2020 |
|
Navion Bergen |
|
Shuttle Tanker |
|
Expected sale of the vessel |
|
Level 2 |
|
Fair value less cost to sell using an appraised
valuation |
|
2,400 |
|
|
Q1 2020 |
|
Other |
|
Shuttle Tanker |
|
|
|
|
|
|
|
125 |
|
|
Impairment expense, net for the three months ended March 31,
2020
|
|
172,002 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The fair value of vessels and equipment measured on a non-recurring
basis was $nil and $140.5 million as at March 31, 2021 and
December 31, 2020, respectively.
ALTERA INFRASTRUCTURE L.P. AND SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS
As at March 31, 2021 and December 31, 2020 and for the three months
ended March 31, 2021 and 2020
(all tabular amounts stated in thousands of U.S. Dollars, except
unit and per unit data)
8.Advances
on Newbuilding Contracts
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
December 31, 2020 |
|
$ |
|
$ |
|
Opening balance at beginning of year |
127,335 |
|
|
297,100 |
|
|
Additions |
151,757 |
|
|
368,588 |
|
|
Capitalized borrowing costs |
303 |
|
|
4,778 |
|
|
Transferred to vessels and equipment |
(253,301) |
|
|
(543,131) |
|
|
Closing balance at end of period |
26,094 |
|
|
127,335 |
|
As at March 31, 2021, the Partnership has commitments relating to
shipbuilding contracts for one shuttle tanker newbuilding, which is
expected to be delivered in 2022. As at March 31, 2021, gross
payments made towards this vessel was $26.1 million. The
Partnership secured $105.6 million of borrowings relating to this
shuttle tanker newbuilding (see Note 11 for additional
information).
As at March 31, 2021, the contractual maturities of the
Partnership's obligations under its newbuilding contracts were as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
1 Year |
|
2 Years |
|
3 Years |
|
4 Years |
|
5 Years |
|
Thereafter |
|
|
(in millions of U.S. Dollars) |
|
Newbuilding contracts |
|
99.4 |
|
|
26.2 |
|
|
73.2 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
9.Accounts
Payable and Other
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
December 31, 2020 |
|
$ |
|
$ |
|
Current |
|
|
|
|
Accounts payable |
41,174 |
|
|
46,022 |
|
|
Accrued liabilities |
173,314 |
|
|
143,660 |
|
|
Provisions
(1)
|
7,662 |
|
|
7,522 |
|
|
Deferred revenues |
97,478 |
|
|
91,392 |
|
|
Lease liabilities |
13,772 |
|
|
13,818 |
|
|
|
|
|
|
Total current |
333,400 |
|
|
302,414 |
|
|
Non-current |
|
|
|
|
Deferred revenues |
733 |
|
|
11,616 |
|
|
Lease liabilities |
18,664 |
|
|
22,010 |
|
|
Provisions
(1)
|
60,179 |
|
|
60,179 |
|
|
Decommissioning liability
(2)
|
33,538 |
|
|
33,901 |
|
|
Other |
954 |
|
|
965 |
|
|
Total non-current |
114,068 |
|
|
128,671 |
|
(1)See
below for additional information.
(2)Decommissioning
liability relates to the Partnership’s requirement to remove the
sub-sea mooring and riser system associated with the
Randgrid
FSO unit and restore the environment surrounding the facility. The
liability represents the estimated cost to remove this equipment
and restore the environment and takes into account the estimated
timing of the cost to be incurred in future periods. There were no
changes in the Partnership's valuation process, valuation
techniques, and types of inputs used to determine the liability as
at March 31, 2021.
Provisions
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
December 31, 2020 |
|
$ |
|
$ |
|
Opening balance at beginning of year |
67,701 |
|
|
67,906 |
|
|
Additional provisions recognized |
140 |
|
|
12,033 |
|
|
Reduction arising from payments / derecognition |
— |
|
|
(12,238) |
|
|
Closing balance at end of period |
67,841 |
|
|
67,701 |
|
10.Other
Financial Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
December 31, 2020 |
|
$ |
|
$ |
|
Current |
|
|
|
|
Derivative instruments |
26,893 |
|
|
189,647 |
|
|
Obligations relating to finance leases |
11,029 |
|
|
8,839 |
|
|
Other |
2,385 |
|
|
499 |
|
|
Total current |
40,307 |
|
|
198,985 |
|
|
Non-current |
|
|
|
|
Derivative instruments |
11,136 |
|
|
13,950 |
|
|
Obligations relating to finance leases |
196,289 |
|
|
130,400 |
|
|
Total non-current |
207,425 |
|
|
144,350 |
|
As at March 31, 2021, the contractual maturities of the
Partnership's obligations relating to the finance leases under the
sale and leaseback transactions were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
1 Year |
|
2 Years |
|
3 Years |
|
4 Years |
|
5 Years |
|
Thereafter |
|
|
(in millions of U.S. Dollars) |
|
Obligations related to finance leases |
|
210.1 |
|
|
11.3 |
|
|
11.3 |
|
|
11.3 |
|
|
11.3 |
|
|
11.3 |
|
|
153.6 |
|
The liability for the financing leases accrues interest at a
variable rate of LIBOR plus a margin of 2.85%. As at March 31,
2021, the Partnership was in compliance with all covenant
requirements of its finance leases.
Derivative Financial Instruments
The Partnership’s activities expose it to a variety of financial
risks, including liquidity risk, interest rate risk, foreign
currency risk and credit risk. The Partnership selectively uses
derivative financial instruments principally to manage certain of
these risks.
The aggregate amount of the Partnership's derivative financial
instrument positions is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
December 31, 2020 |
|
Financial Asset |
|
Financial Liability |
|
Financial Asset |
|
Financial Liability |
|
$ |
|
$ |
|
$ |
|
$ |
|
Interest rate swaps |
— |
|
|
38,029 |
|
|
— |
|
|
203,597 |
|
|
Foreign currency forward contracts |
3,186 |
|
|
— |
|
|
6,497 |
|
|
— |
|
|
|
|
|
|
|
|
|
|
Total |
3,186 |
|
|
38,029 |
|
|
6,497 |
|
|
203,597 |
|
|
Total current |
3,186 |
|
|
26,893 |
|
|
6,497 |
|
|
189,647 |
|
|
Total non-current |
— |
|
|
11,136 |
|
|
— |
|
|
13,950 |
|
Interest Rate Risk
Interest rate risk is the risk that the fair value or future cash
flows of a financial instrument will fluctuate because of changes
in market interest rates. The Partnership is exposed to the impact
of interest rate changes, primarily through its floating-rate
borrowings that require it to make interest payments based on
LIBOR. Significant increases in interest rates could adversely
affect operating margins, results of operations and the
Partnership's ability to service its debt. The Partnership uses
interest rate swaps to reduce its exposure to market risk from
changes in interest rates. The principal objective of these
contracts is to minimize the risks and costs associated with the
Partnership's floating-rate debt.
The Partnership enters into interest rate swaps, which exchange a
receipt of floating interest for a payment of fixed interest, to
reduce the Partnership’s exposure to interest rate variability on
its outstanding floating-rate debt. The Partnership has not
designated, for accounting purposes, any of its interest rate swaps
as hedges of variable rate debt. Certain of the Partnership's
interest rate swaps are secured by vessels.
In February 2021, the Partnership terminated two and amended two of
its interest rate swap agreements, which as at December 31, 2020,
had a total notional amount of $600.3 million and a total fair
value liability of $147.5 million. These interest rate swaps
included early termination provisions, which if exercised, would
have terminated these interest rate swaps in February 2021.
Following the terminations and amendments, the total notional
amount relating to the two remaining interest rate swap agreements
will be reduced to $132.0 million in April 2021. These
agreements include mandatory termination provisions which terminate
these interest rate swaps February 2022.
In March 2021, the Partnership terminated one of its interest rate
swaps, which as at December 31, 2020, had a notional value of $90.4
million and a fair value liability of $37.1 million. This interest
rate swap included an early termination provision, which was
exercised in March 2021.
As at March 31, 2021, the Partnership and its consolidated
subsidiaries were committed to the following interest rate swap
agreements:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest
Rate
Index |
|
Notional
Amount
$ |
|
Fair Value /
Carrying
Amount of
Asset (Liability)(1)
$
|
|
Weighted-
Average
Remaining
Term
(years) |
|
Fixed
Interest
Rate
(%)(2)
|
|
U.S. Dollar-denominated interest rate swaps
(3)
|
LIBOR |
|
300,000 |
|
|
(9,727) |
|
|
1.11 |
|
|
3.0 |
% |
|
U.S. Dollar-denominated interest rate swaps
(4)
|
LIBOR |
|
524,076 |
|
|
(28,302) |
|
|
1.41 |
|
|
2.9 |
% |
|
|
|
|
824,076 |
|
|
(38,029) |
|
|
|
|
|
(1)Excludes
accrued interest of $5.5 million.
(2)Excludes
the margins the Partnership pays on its variable-rate debt, which
as at March 31, 2021, ranged between 1.10% and 6.50%.
(3)Notional
amount remains constant over the term of the swap, unless the swap
is partially terminated.
(4)Principal
amount reduces quarterly or semi-annually.
Total realized and unrealized gain (loss) on the Partnership's
derivative financial instruments that are not designated, for
accounting purposes, as hedges are recognized in earnings and
reported in realized and unrealized gain (loss) on derivative
instruments in the unaudited interim condensed consolidated
statements of income (loss) for the three months ended March 31,
2021 and 2020 as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
|
|
|
|
2021 |
|
2020 |
|
|
|
|
|
$ |
|
$ |
|
Realized gain (loss) on derivative instruments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest rate swaps |
|
|
|
|
(151,935) |
|
|
(5,771) |
|
|
Foreign currency forward contracts |
|
|
|
|
3,538 |
|
|
(1,303) |
|
|
|
|
|
|
|
(148,397) |
|
|
(7,074) |
|
|
Unrealized gain (loss) on derivative instruments |
|
|
|
|
|
|
|
|
Interest rate swaps |
|
|
|
|
165,568 |
|
|
(75,441) |
|
|
Foreign currency forward contracts |
|
|
|
|
(3,311) |
|
|
(8,408) |
|
|
|
|
|
|
|
162,257 |
|
|
(83,849) |
|
|
Total realized and unrealized gain (loss) on derivative
instruments |
|
|
|
|
13,860 |
|
|
(90,923) |
|
The following table presents the notional amounts underlying the
Partnership's derivative financial instruments by term to maturity
as at March 31, 2021:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
1 Year |
|
2 Years |
|
3 Years |
|
4 Years |
|
5 Years |
|
Thereafter |
|
|
(in millions of U.S. Dollars) |
|
Fair value through profit or loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest rate swaps |
|
824.1 |
|
|
414.8 |
|
|
389.1 |
|
|
3.8 |
|
|
3.8 |
|
|
3.8 |
|
|
8.8 |
|
|
Foreign currency forward contracts |
|
47.0 |
|
|
47.0 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
Total |
|
871.1 |
|
|
461.8 |
|
|
389.1 |
|
|
3.8 |
|
|
3.8 |
|
|
3.8 |
|
|
8.8 |
|
ALTERA INFRASTRUCTURE L.P. AND SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS
As at March 31, 2021 and December 31, 2020 and for the three months
ended March 31, 2021 and 2020
(all tabular amounts stated in thousands of U.S. Dollars, except
unit and per unit data)
11.Borrowings
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average term |
|
Weighted average rate |
|
March 31, 2021 |
|
December 31, 2020 |
|
March 31, 2021 |
|
December 31, 2020 |
|
March 31, 2021 |
|
December 31, 2020 |
|
$ |
|
$ |
|
(years) |
|
(years) |
|
(%) |
|
(%) |
|
Revolving Credit Facilities |
415,367 |
|
|
439,600 |
|
|
2.85 |
|
3.07 |
|
2.76 |
|
|
2.81 |
|
|
Term Loans |
1,435,015 |
|
|
1,426,370 |
|
|
5.25 |
|
5.51 |
|
2.74 |
|
|
2.69 |
|
|
Public Bonds |
1,138,302 |
|
|
1,138,086 |
|
|
2.31 |
|
2.56 |
|
7.88 |
|
|
7.88 |
|
|
Non-Public Bonds |
198,090 |
|
|
206,870 |
|
|
4.72 |
|
5.04 |
|
6.08 |
|
|
6.13 |
|
|
Total |
3,186,774 |
|
|
3,210,926 |
|
|
3.85 |
|
4.10 |
|
4.79 |
|
|
4.77 |
|
|
Less: deferred financing
__costs
and other
|
(37,484) |
|
|
(39,949) |
|
|
|
|
|
|
|
|
|
|
Total borrowings |
3,149,290 |
|
|
3,170,977 |
|
|
|
|
|
|
|
|
|
|
Less current portion |
(349,890) |
|
|
(362,079) |
|
|
|
|
|
|
|
|
|
|
Long-term portion |
2,799,400 |
|
|
2,808,898 |
|
|
|
|
|
|
|
|
|
Revolving Credit Facilities
As at March 31, 2021, the Partnership had two revolving credit
facilities (December 31, 2020 - two), which, as at such date,
provided for total borrowings of up to $415.4 million (December 31,
2020 - $439.6 million), and were fully drawn (December 31, 2020 -
fully drawn).
Term Loans
As at March 31, 2021, the Partnership had term loans outstanding
secured by 25 vessels, which totaled $1.4 billion (December
31, 2020 - secured by 25 vessels, which totaled $1.4 billion).
The term loans reduce over time with monthly, quarterly or
semi-annual payments and have varying maturities through 2034. As
at March 31, 2021, the Partnership, a subsidiary of the Partnership
or the other owner in the Partnership's 50%-owned subsidiaries had
guaranteed all of these term loans.
In February 2021, the Partnership refinanced an existing term loan
relating to the financing of the
Petrojarl I
FPSO unit. The new facility provides for borrowings of
$75.0 million, which reduces over time with monthly payments
and matures in February 2024. The interest payments on the new
facility are based on LIBOR plus a margin of 3.50% per
annum.
Public and Non-Public Bonds
As at March 31, 2021, the Partnership had public bonds outstanding
which totaled $1.1 billion (December 31, 2020 - $1.1 billion) and
non-public bonds outstanding which totaled $198.1 million (December
31, 2020 - $206.9 million). The public bonds have varying
maturities through 2024 and the non-public bonds reduce over time
with semi-annual payments and varying maturities through
2027.
As at March 31, 2021, the contractual maturities of the
Partnership's borrowings were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
1 Year |
|
2 Years |
|
3 Years |
|
4 Years |
|
5 Years |
|
Thereafter |
|
|
(in millions of U.S. Dollars) |
|
Borrowings: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Secured debt - scheduled repayments |
|
1,285.1 |
|
|
308.0 |
|
|
253.8 |
|
|
229.1 |
|
|
143.4 |
|
|
121.1 |
|
|
229.7 |
|
|
Secured debt - repayments on maturity |
|
763.4 |
|
|
42.9 |
|
|
247.7 |
|
|
93.1 |
|
|
182.0 |
|
|
98.9 |
|
|
98.8 |
|
|
Public bond repayments |
|
1,138.3 |
|
|
— |
|
|
251.3 |
|
|
687.0 |
|
|
200.0 |
|
|
— |
|
|
— |
|
|
Total borrowings |
|
3,186.8 |
|
|
350.9 |
|
|
752.8 |
|
|
1,009.2 |
|
|
525.4 |
|
|
220.0 |
|
|
328.5 |
|
|
Unsecured revolving credit facilities - due
to related parties
(1)
|
|
306.9 |
|
|
75.0 |
|
|
— |
|
|
— |
|
|
231.9 |
|
|
— |
|
|
— |
|
(1)See
Note 12 for additional information.
As at March 31, 2021, the Partnership was in compliance with all
covenant requirements of its revolving credit facilities, term
loans and bonds.
Interest paid during the three months ended March 31, 2021 was
$58.3 million (three months ended March 31, 2020 - $62.7
million).
ALTERA INFRASTRUCTURE L.P. AND SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS
As at March 31, 2021 and December 31, 2020 and for the three months
ended March 31, 2021 and 2020
(all tabular amounts stated in thousands of U.S. Dollars, except
unit and per unit data)
12.Related
Party Transactions
The key management personnel that are principally responsible for
the operations of the Partnership are as follows:
|
|
|
|
|
|
|
|
|
|
Name |
|
Position |
|
Ingvild Sæther |
|
President and Chief Executive Officer, Altera Infrastructure Group
Ltd. |
|
Jan Rune Steinsland |
|
Chief Financial Officer, Altera Infrastructure Group
Ltd. |
|
Duncan Donaldson |
|
General Counsel, Altera Infrastructure Group Ltd. |
During the three months ended March 31, 2021, total compensation
expenses of these three key management personnel of the Partnership
was $1.2 million (three months ended March 31, 2020 - $1.2
million).
The Partnership is a party to the following transactions with
related parties:
a)As
at March 31, 2021, the Partnership had an undrawn balance of $nil
(December 31, 2020 - $nil) relating to an unsecured revolving
credit facility provided by Brookfield, which provides for
borrowings of up to $225.0 million and matures on October 31, 2024.
The agreement provides the Partnership the option to defer interest
payments of up to $25.0 million until maturity. As at March 31,
2021, the Partnership has deferred a total of $6.9 million of
interest payments. Any outstanding principal balances are due on
the maturity date. The Partnership previously determined that as
the interest rate under the facility was deemed to be at below
market terms, Brookfield was acting in its capacity as an equity
owner, and the Partnership recorded a $37.1 million decrease in the
carrying value of the facility, which was classified as an equity
contribution in the Partnership's unaudited interim condensed
consolidated statements of changes in equity during the year ended
December 31, 2020. As at March 31, 2021, the Partnership was in
compliance with the covenant requirements of this revolving credit
facility.
b)During
the three months ended March 31, 2021, the Partnership entered into
an unsecured revolving credit facility provided by Brookfield,
which provides for borrowings of up to $30 million and as at March
31, 2021, had an undrawn balance of $nil. The interest payments on
the facility are based on LIBOR plus a margin of 5.00% and the
facility matures in February 2022. Any outstanding principal
balances are due on the maturity date. During the three months
ended March 31, 2021, the Partnership determined that the interest
rate under the facility was deemed to be at below market terms and
therefore, Brookfield was acting in its capacity as an equity
owner. The Partnership recorded a $1.3 million decrease in the
carrying value of the facility, which was classified as an equity
contribution in the Partnership's unaudited interim condensed
consolidated statements of changes in equity during the three
months ended March 31, 2021. As at March 31, 2021, the Partnership
was in compliance with the covenant requirements of this revolving
credit facility.
c)During
the three months ended March 31, 2021, a subsidiary of the
Partnership entered into an unsecured revolving credit facility
provided by Brookfield, which provides for borrowings of up to $70
million and as at March 31, 2021, had an undrawn balance of $25
million. The interest payments on the facility are based on LIBOR
plus a margin of 5.00% and the facility matures in February 2022.
Any outstanding principal balances are due on the maturity date.
During the three months ended March 31, 2021, the Partnership
determined that the interest rate under the facility was deemed to
be at below market terms and therefore, Brookfield was acting in
its capacity as an equity owner. The Partnership recorded a $0.6
million decrease in the carrying value of the facility, which was
classified as an equity contribution in the Partnership's unaudited
interim condensed consolidated statements of changes in equity
during the three months ended March 31, 2021. As at March 31, 2021,
the Partnership was in compliance with the covenant requirements of
this revolving credit facility.
d)On
July 2, 2018, the Partnership issued, in a U.S. private placement,
a total of $700.0 million of five-year senior unsecured bonds that
mature in July 2023. The interest payments on the bonds are fixed
at a rate 8.50% (see Note 11 for additional information).
Brookfield purchased $500.0 million of these bonds and as at March
31, 2021, Brookfield held $411.3 million of these bonds (December
31, 2020 - $411.3 million), which is included in the non-current
portion of borrowings on the Partnership's unaudited interim
condensed consolidated statements of financial
position.
The Partnership also reimburses its general partner for expenses
incurred by the general partner that are necessary or appropriate
for the conduct of the Partnership’s business. The Partnership's
related party transactions recognized in the unaudited interim
condensed consolidated statements of income (loss) were as follows
for the periods indicated:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
|
|
|
|
2021 |
|
2020 |
|
|
|
|
|
$ |
|
$ |
|
Revenues
(1)
|
|
|
|
|
2,475 |
|
|
— |
|
|
Direct operating costs
(1)
|
|
|
|
|
— |
|
|
1,979 |
|
|
General and administrative expenses
(2)
|
|
|
|
|
(269) |
|
|
(151) |
|
|
Depreciation and amortization |
|
|
|
|
(50) |
|
|
(60) |
|
|
Interest expense
(3)(4)
|
|
|
|
|
(14,157) |
|
|
(9,347) |
|
|
|
|
|
|
|
|
|
(1)Includes
revenue from services provided to the Partnership's
equity-accounted investments.
(2)Includes
reimbursements to the general partner for costs incurred on the
Partnership’s behalf.
ALTERA INFRASTRUCTURE L.P. AND SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS
As at March 31, 2021 and December 31, 2020 and for the three months
ended March 31, 2021 and 2020
(all tabular amounts stated in thousands of U.S. Dollars, except
unit and per unit data)
(3)Includes
interest expense of $8.7 million for the three months ended March
31, 2021 (three months ended March 31, 2020 - $8.9 million),
incurred on a portion of five-year senior unsecured bonds held by
Brookfield (see Note 12d for additional information).
(4)Includes
interest expense of $3.2 million
for the three months ended March 31, 2021 (three months ended March
31, 2020 - $1.1 million), and an accretion expense
of $2.3 million for
the three months ended March 31, 2021 (three months ended March 31,
2020 - accretion income of $0.7 million) incurred on the unsecured
revolving credit facilities provided by Brookfield (see Notes 12a,
12b and 12c for additional information).
As at
March 31, 2021,
the carrying value of amounts due from related parties totaled $2.7
million (December 31, 2019 - $10.0 million).
As at
March 31, 2021, the carrying value of amounts due to related
parties totaled
$272.9 million (December
31, 2020 -
$194.6 million)
and consisted only of the unsecured revolving credit facilities
provided by Brookfield (see Note 12a, 12b and 12c).
13.Revenues
The Partnership’s primary source of revenues is chartering its
vessels and offshore units to its customers. The Partnership
utilizes five primary forms of contracts, consisting of FPSO
contracts, contract of affreightment (CoAs),
time-charter contracts, bareboat charter contracts and voyage
charter contracts. All of the Partnership's revenues relate to
services transferred over a period of time. During the three months
ended March 31, 2021, the Partnership also generated revenues from
the operation of volatile organic compound (VOC)
systems on certain of the Partnership’s shuttle tankers, and from
the management of certain vessels on behalf of the disponent owners
or charterers of those vessels.
The following tables contain the Partnership’s revenues for the
three months ended March 31, 2021 and 2020, by contract type and by
segment:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2021 |
FPSO Segment |
|
Shuttle Tanker Segment |
|
FSO Segment |
|
UMS Segment |
|
Towage Segment |
|
Corporate/Eliminations(1)
|
|
Total |
|
Revenues from contracts with customers |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FPSO contracts |
30,322 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
30,322 |
|
|
CoAs |
— |
|
|
23,499 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
23,499 |
|
|
Time charters |
— |
|
|
23,239 |
|
|
8,437 |
|
|
— |
|
|
— |
|
|
— |
|
|
31,676 |
|
|
Bareboat charters |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
Voyage charters |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
12,291 |
|
|
(4,974) |
|
|
7,317 |
|
|
Management fees and other |
39,619 |
|
|
8,476 |
|
|
249 |
|
|
217 |
|
|
92 |
|
|
— |
|
|
48,653 |
|
|
|
69,941 |
|
|
55,214 |
|
|
8,686 |
|
|
217 |
|
|
12,383 |
|
|
(4,974) |
|
|
141,467 |
|
|
Other revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FPSO contracts |
38,169 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
38,169 |
|
|
CoAs |
— |
|
|
35,341 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
35,341 |
|
|
Time charters |
— |
|
|
39,997 |
|
|
8,708 |
|
|
— |
|
|
— |
|
|
— |
|
|
48,705 |
|
|
Bareboat charters |
— |
|
|
2,917 |
|
|
1,273 |
|
|
— |
|
|
— |
|
|
— |
|
|
4,190 |
|
|
Voyage charters |
— |
|
|
4,882 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
4,882 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
38,169 |
|
|
83,137 |
|
|
9,981 |
|
|
— |
|
|
— |
|
|
— |
|
|
131,287 |
|
|
Total revenues |
108,110 |
|
|
138,351 |
|
|
18,667 |
|
|
217 |
|
|
12,383 |
|
|
(4,974) |
|
|
272,754 |
|
ALTERA INFRASTRUCTURE L.P. AND SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS
As at March 31, 2021 and December 31, 2020 and for the three months
ended March 31, 2021 and 2020
(all tabular amounts stated in thousands of U.S. Dollars, except
unit and per unit data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2020 |
FPSO Segment |
|
Shuttle Tanker Segment |
|
FSO Segment |
|
UMS Segment |
|
Towage Segment |
|
Corporate/Eliminations(1)
|
|
Total |
|
Revenues from contracts with customers |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FPSO contracts |
44,644 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
44,644 |
|
|
CoAs |
— |
|
|
26,662 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
26,662 |
|
|
Time charters |
— |
|
|
26,889 |
|
|
9,680 |
|
|
— |
|
|
— |
|
|
— |
|
|
36,569 |
|
|
Bareboat charters |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
Voyage charters |
— |
|
|
126 |
|
|
— |
|
|
— |
|
|
10,841 |
|
|
— |
|
|
10,967 |
|
|
Management fees and other |
15,272 |
|
|
1,872 |
|
|
804 |
|
|
447 |
|
|
9 |
|
|
— |
|
|
18,404 |
|
|
|
59,916 |
|
|
55,549 |
|
|
10,484 |
|
|
447 |
|
|
10,850 |
|
|
— |
|
|
137,246 |
|
|
Other revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FPSO contracts |
56,288 |
|
|
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
56,288 |
|
|
CoAs |
— |
|
|
30,911 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
30,911 |
|
|
Time charters |
— |
|
|
41,878 |
|
|
20,748 |
|
|
— |
|
|
— |
|
|
— |
|
|
62,626 |
|
|
Bareboat charters |
— |
|
|
8,267 |
|
|
3,665 |
|
|
— |
|
|
— |
|
|
— |
|
|
11,932 |
|
|
Voyage charters |
— |
|
|
13,398 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
13,398 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
56,288 |
|
|
94,454 |
|
|
24,413 |
|
|
— |
|
|
— |
|
|
— |
|
|
175,155 |
|
|
Total revenues |
116,204 |
|
|
150,003 |
|
|
34,897 |
|
|
447 |
|
|
10,850 |
|
|
— |
|
|
312,401 |
|
(1)Includes
revenues earned between segments of the Partnership of $5.0 million
and $nil, respectively, for the three months ended March 31, 2021
and 2020.
14.Direct
Operating Costs
Direct operating costs include all attributable expenses except
interest, depreciation and amortization, impairment expense, other
expenses, and taxes and primarily relate to cost of revenues. The
following table lists direct operating costs for the three months
ended March 31, 2021 and 2020 by nature:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended March 31, |
|
|
|
|
|
2021 |
|
2020 |
|
|
|
|
|
$ |
|
$ |
|
Voyage expenses
(1)
|
|
|
|
|
28,168 |
|
|
38,770 |
|
|
Operating expenses |
|
|
|
|
71,046 |
|
|
56,042 |
|
|
Charter hire |
|
|
|
|
2,643 |
|
|
7,387 |
|
|
Compensation |
|
|
|
|
59,984 |
|
|
51,620 |
|
|
Total |
|
|
|
|
161,841 |
|
|
153,819 |
|
(1)Expenses
unique to a particular voyage, including any bunker fuel expenses,
port fees, cargo loading and unloading expenses, canal tolls,
agency fees and commissions.
15.Segment
Information
For the three months ended March 31, 2021 and 2020, the
Partnership's operations were organized into five operating
segments: FPSO, shuttle tanker, FSO, UMS and towage.
These operating segments are regularly reviewed by the
Partnership's Chief Operating Decision Maker (or
CODM)
for the purpose of allocating resources to the segment and to
assess its performance. The key measure used by the CODM in
assessing performance and in making resource allocation decisions
is Adjusted EBITDA, which is calculated as net income (loss) before
interest expense, interest income, income tax expense, and
depreciation and amortization, 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 impairment expenses, gain
(loss) on dispositions, net,
unrealized gain (loss) on derivative instruments, foreign currency
exchange gain (loss) and certain other income or expenses. Adjusted
EBITDA also excludes: realized gain or loss on interest rate swaps,
as management, in assessing the Partnership's performance, views
these gains or losses as an element of interest expense; realized
gain or loss on derivative instruments resulting from amendments or
terminations of the underlying instruments; realized gain or loss
on foreign currency forward contracts; and equity-accounted income
(loss). Adjusted EBITDA also includes the Partnership's
proportionate share of Adjusted EBITDA from its equity-accounted
investments and excludes the non-controlling interests'
proportionate share of Adjusted EBITDA. The Partnership does not
have control over the operations of, nor does it have any legal
claim to the revenues and expenses of its equity-accounted
investments. Consequently, the cash flow generated by the
Partnership’s equity-accounted investments may not be available for
use by the Partnership in the period that such cash flows are
generated.
ALTERA INFRASTRUCTURE L.P. AND SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS
As at March 31, 2021 and December 31, 2020 and for the three months
ended March 31, 2021 and 2020
(all tabular amounts stated in thousands of U.S. Dollars, except
unit and per unit data)
Adjusted EBITDA is also used by external users of the Partnership's
unaudited interim condensed consolidated financial statements, such
as investors and the Partnership’s controlling
unitholder.
The following tables include the results for the Partnership’s
reportable segments for the periods presented in these unaudited
consolidated financial statements:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2021 |
FPSO Segment |
|
Shuttle Tanker Segment |
|
FSO
Segment |
|
UMS Segment |
|
Towage
Segment |
|
Corporate/Eliminations
(1)
|
|
Total |
|
Revenues |
108,110 |
|
|
138,351 |
|
|
18,667 |
|
|
217 |
|
|
12,383 |
|
|
(4,974) |
|
|
272,754 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
52,768 |
|
|
67,194 |
|
|
7,405 |
|
|
(1,695) |
|
|
(2,350) |
|
|
(3,052) |
|
|
120,270 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2020 |
FPSO Segment |
|
Shuttle Tanker Segment |
|
FSO
Segment |
|
UMS Segment |
|
Towage
Segment |
|
Corporate/Eliminations
(1)
|
|
Total |
|
Revenues |
116,204 |
|
|
150,003 |
|
|
34,897 |
|
|
447 |
|
|
10,850 |
|
|
— |
|
|
312,401 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
79,593 |
|
|
64,867 |
|
|
23,892 |
|
|
(2,606) |
|
|
(2,003) |
|
|
(195) |
|
|
163,548 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)Includes
revenues earned and direct operating costs incurred between
segments of the Partnership of $5.0 million and $5.0 million,
respectively, for the three months ended March 31, 2021 ($nil and
$nil, respectively, for the three months ended March 31,
2020).
The following table includes reconciliations of Adjusted EBITDA to
net income (loss) for the periods presented in these unaudited
interim condensed consolidated financial statements:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
|
|
|
2021 |
|
2020 |
|
|
|
|
|
$ |
|
$ |
|
Adjusted EBITDA |
|
|
|
|
120,270 |
|
|
163,548 |
|
|
Depreciation and amortization
(1)
|
|
|
|
|
(77,249) |
|
|
(78,534) |
|
|
Interest expense |
|
|
|
|
(47,684) |
|
|
(48,269) |
|
|
Interest income |
|
|
|
|
28 |
|
|
667 |
|
|
Expenses and gains (losses) relating to equity-accounted
investments
(2)
|
|
|
|
|
(4,869) |
|
|
(28,908) |
|
|
Impairment expense, net
(3)
|
|
|
|
|
— |
|
|
(172,002) |
|
|
Gain (loss) on dispositions, net
(4)
|
|
|
|
|
— |
|
|
(562) |
|
|
Realized and unrealized gain (loss) on derivative
instruments
(5)
|
|
|
|
|
13,860 |
|
|
(89,620) |
|
|
Foreign currency exchange gain (loss) |
|
|
|
|
325 |
|
|
(3,440) |
|
|
Other income (expenses), net |
|
|
|
|
(26) |
|
|
(1,229) |
|
|
Adjusted EBITDA attributable to non-controlling
interests |
|
|
|
|
2,228 |
|
|
3,782 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before income tax (expense) recovery |
|
|
|
|
6,883 |
|
|
(254,567) |
|
|
Income tax (expense) recovery |
|
|
|
|
|
|
|
|
Current |
|
|
|
|
(982) |
|
|
(2,136) |
|
|
Deferred |
|
|
|
|
— |
|
|
(2,229) |
|
|
Net loss |
|
|
|
|
5,901 |
|
|
(258,932) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)Depreciation
and amortization by segment for the three months ended March 31,
2021 is as follows: FPSO $20.6 million, Shuttle Tanker $43.4
million, FSO $7.7 million, UMS $0.6 million, Towage $4.3 million
and Corporate $0.6 million (three months ended March 31, 2020 -
FPSO $24.8 million, Shuttle Tanker $37.8 million, FSO
$10.4 million, UMS $0.6 million, Towage $4.7 million
and Corporate $0.3 million).
(2)Includes
depreciation and amortization, interest expense, interest income,
realized and unrealized gain (loss) on derivative instruments,
foreign currency exchange gain (loss) and income tax (expense)
recovery relating to equity-accounted investments. The sum of (a)
Adjusted EBITDA from equity-accounted investments and (b) expenses
and gains (losses) relating to equity-accounted investments from
this table equals the amount of equity-accounted income (loss)
included on the Partnership's unaudited interim condensed
consolidated statements of income (loss).
(3)Impairment
expense, net by segment for the three months ended March 31, 2020
was FPSO $126.2 million, Shuttle Tanker $22.9 million and Towage
$22.9 million. (see Note 7 for additional
information).
(4)Gain
(loss) on dispositions, net by segment for the three months ended
March 31, 2020 was FPSO $(0.1) million and Shuttle Tanker $(0.5)
million. (see Note 6 for additional information).
(5)Excludes
the realized loss on foreign currency forward contracts for the
three months ended March 31, 2020.
Segment Assets
For the purpose of monitoring segment performance and allocating
resources between segments, the CODM monitors the assets, including
equity-accounted investments, attributable to each
segment.
ALTERA INFRASTRUCTURE L.P. AND SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS
As at March 31, 2021 and December 31, 2020 and for the three months
ended March 31, 2021 and 2020
(all tabular amounts stated in thousands of U.S. Dollars, except
unit and per unit data)
A reconciliation of the Partnership's assets by reportable
operating segment as at March 31, 2021 and December 31, 2019
are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2021 |
|
December 31, 2020 |
|
$ |
|
$ |
|
FPSO segment |
1,202,949 |
|
|
1,221,316 |
|
|
Shuttle tanker segment |
2,227,673 |
|
|
2,114,215 |
|
|
FSO segment |
238,901 |
|
|
244,507 |
|
|
UMS segment |
77,936 |
|
|
100,254 |
|
|
Towage segment |
301,779 |
|
|
303,302 |
|
|
|
|
|
|
Corporate/Other |
|
|
|
|
Cash and cash equivalents and restricted cash |
288,265 |
|
|
369,123 |
|
|
Other assets |
23,249 |
|
|
32,914 |
|
|
|
|
|
|
Total assets |
4,360,752 |
|
|
4,385,631 |
|
Revenues from External Customers
The table below summarize the Partnership's segment revenue by
geography, based on the operating location of the Partnership's
assets, for the three months ended March 31, 2021 and
2020:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2021 |
FPSO Segment |
|
Shuttle Tanker Segment |
|
FSO
Segment |
|
UMS Segment |
|
Towage
Segment |
|
|
|
Corporate/Eliminations
(2)
|
|
Total |
|
Revenues from contracts with customers |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Norway
(1)
|
29,243 |
|
|
28,382 |
|
|
5,653 |
|
|
217 |
|
|
— |
|
|
|
|
— |
|
|
63,495 |
|
|
Brazil
(1)
|
8,830 |
|
|
13,783 |
|
|
— |
|
|
— |
|
|
— |
|
|
|
|
— |
|
|
22,613 |
|
|
Netherlands |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
12,383 |
|
|
|
|
(4,974) |
|
|
7,409 |
|
|
Canada |
— |
|
|
11,438 |
|
|
— |
|
|
— |
|
|
— |
|
|
|
|
— |
|
|
11,438 |
|
|
United Kingdom
(1)
|
31,868 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
|
|
— |
|
|
31,868 |
|
|
Australia |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
|
|
— |
|
|
— |
|
|
Other |
— |
|
|
1,611 |
|
|
3,033 |
|
|
— |
|
|
— |
|
|
|
|
— |
|
|
4,644 |
|
|
Total revenues from contracts with customers |
69,941 |
|
|
55,214 |
|
|
8,686 |
|
|
217 |
|
|
12,383 |
|
|
|
|
(4,974) |
|
|
141,467 |
|
|
Other revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Norway
(1)
|
33,286 |
|
|
44,420 |
|
|
6,759 |
|
|
— |
|
|
— |
|
|
|
|
— |
|
|
84,465 |
|
|
Brazil
(1)
|
4,045 |
|
|
16,929 |
|
|
— |
|
|
— |
|
|
— |
|
|
|
|
— |
|
|
20,974 |
|
|
Netherlands |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
|
|
— |
|
|
— |
|
|
Canada |
— |
|
|
14,558 |
|
|
— |
|
|
— |
|
|
— |
|
|
|
|
— |
|
|
14,558 |
|
|
United Kingdom
(1)
|
838 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
|
|
— |
|
|
838 |
|
|
Australia |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
|
|
— |
|
|
— |
|
|
Other |
— |
|
|
7,230 |
|
|
3,222 |
|
|
— |
|
|
— |
|
|
|
|
— |
|
|
10,452 |
|
|
Total other revenues |
38,169 |
|
|
83,137 |
|
|
9,981 |
|
|
— |
|
|
— |
|
|
|
|
— |
|
|
131,287 |
|
|
Total revenues |
108,110 |
|
|
138,351 |
|
|
18,667 |
|
|
217 |
|
|
12,383 |
|
|
|
|
(4,974) |
|
|
272,754 |
|
ALTERA INFRASTRUCTURE L.P. AND SUBSIDIARIES
NOTES TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS
As at March 31, 2021 and December 31, 2020 and for the three months
ended March 31, 2021 and 2020
(all tabular amounts stated in thousands of U.S. Dollars, except
unit and per unit data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2020 |
FPSO Segment |
|
Shuttle Tanker Segment |
|
FSO
Segment |
|
UMS Segment |
|
Towage
Segment |
|
Corporate/Eliminations
(2)
|
|
Total |
|
Revenues from contracts with customers |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Norway
(1)
|
32,472 |
|
|
32,763 |
|
|
4,345 |
|
|
447 |
|
|
— |
|
|
— |
|
|
70,027 |
|
|
Brazil
(1)
|
15,800 |
|
|
6,907 |
|
|
— |
|
|
— |
|
|
— |
|
|
— |
|
|
22,707 |
|
|
Netherlands |
— |
|
|
— |
|
|
— |
|
|
— |
|
|
10,850 |
|
|
— |
|
|