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 June 30, 2021
Commission File Number 001-39237
ATLAS CORP.
(Exact name of Registrant as specified in its Charter)
23 Berkeley Square
London, United Kingdom
W1J 6HE
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file
annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ 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 ☒
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 ☒
Item 1 — Information Contained in this Form 6-K Report
This report on Form 6-K of Atlas Corp., or this Report, is hereby
incorporated by reference into: the Registration Statement of Atlas
Corp. filed with the Securities and Exchange Commission, (the
“SEC”), on May 30, 2008 on Form F-3D (Registration No. 333-151329),
as amended on February 28, 2020, the Registration Statement of
Atlas Corp. filed with the SEC on March 31, 2011 on Form S-8
(Registration No. 333-173207), as amended on February 28, 2020, the
Registration Statement of Atlas Corp. filed with the SEC on June
20, 2013 on Form S-8 (Registration No. 333-189493), as amended on
February 28, 2020, the Registration Statement of Atlas Corp. filed
with the SEC on April 24, 2012 on Form F-3 (Registration No.
333-180895), as amended on March 22, 2013 and February 28, 2020,
the Registration Statement of Atlas Corp. filed with the SEC on
April 29, 2014 on Form F-3 (Registration No. 333-195571), as
amended on March 6, 2017, April 19, 2017 and February 28, 2020, the
Registration Statement of Atlas Corp. filed with the SEC on
November 28, 2014 on Form F-3 (Registration No. 333-200639), as
amended on March 6, 2017, April 19, 2017 and February 28, 2020, the
Registration Statement of Atlas Corp. filed with the SEC on
November 28, 2014 on Form S-8 (Registration No. 333-200640), as
amended on February 28, 2020, the Registration Statement of Atlas
Corp. filed with the SEC on March 12, 2015 on Form F-3D
(Registration No. 333-202698), as amended on February 28, 2020, the
Registration Statement of Atlas Corp. filed with the SEC on June
24, 2016 on Form S-8 (Registration No. 333-212230), as amended on
February 28, 2020, the Registration Statement of Atlas Corp. filed
with the SEC on August 25, 2017 on Form F-3 (Registration No.
333-220176), as amended on February 28, 2020, the Registration
Statement of Atlas Corp. filed with the SEC on December 21, 2017 on
Form S-8 (Registration No. 333-222216), as amended on February 28,
2020, the Registration Statement of Atlas Corp. filed with the SEC
on April 13, 2018 on Form F-3D (Registration No. 333-224291), as
amended on February 28, 2020, the Registration Statement of Atlas
Corp. filed with the SEC on April 13, 2018 on Form F-3
(Registration No. 333-224288), as amended on May 3, 2018, May 7,
2018 and February 28, 2020, the Registration Statement of Atlas
Corp. filed with the SEC on September 28, 2018 on Form F-3
(Registration No. 333-227597), as amended on February 28, 2020, the
Registration Statement of Atlas Corp. filed with the SEC on January
18, 2019 on Form F-3 (Registration No. 333-229312), as amended on
February 28, 2020, the Registration Statement of Atlas Corp. filed
with the SEC on March 27, 2019 on Form F-3 (Registration No.
333-230524), as amended on February 28, 2020, the Registration
Statement of Atlas Corp. filed with the SEC on May 11, 2020 on Form
F-3 (Registration No. 333-238178), as supplemented on December 7,
2020, the Registration Statement of Atlas Corp. filed with the SEC
on June 30, 2020 on Form S-8 (Registration No. 333-239578), the
Registration Statement of Atlas Corp filed with SEC on March 19,
2021 on Form F-3 (Registration No. 333-254536), and the
Registration Statement of Atlas Corp filed with SEC on July 16,
2021 on Form F-3 (Registration No. 333-257967).
Seaspan Corporation Financial Information
Part I to this Report contains certain financial information of
Seaspan Corporation, a wholly owned subsidiary of Atlas Corp., for
the quarter ended June 30, 2021.
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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ATLAS CORP.
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Date: August 19,
2021
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By:
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/s/ Graham Talbot
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Graham Talbot
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Chief Financial Officer
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(Principal Financial and Accounting Officer)
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SEASPAN CORPORATION
REPORT ON FORM 6-K FOR THE QUARTER ENDED JUNE 30, 2021
INDEX
Unless we otherwise specify, when used in this Report, the term
“Seaspan”, the “Company”, “we”, “our” and “us” refer to Seaspan
Corporation and its subsidiaries. The term “Atlas” refers to Atlas
Corp., our parent company.
SEASPAN CORPORATION
PART I –
FINANCIAL INFORMATION
ITEM
1 – INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
SEASPAN CORPORATION
Interim
Consolidated
Balance Sheets
(Unaudited)
(Expressed in millions of United States dollars)
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June 30, 2021
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December 31, 2020
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Assets
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Current assets:
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Cash and cash equivalents
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$
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121.1
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$
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243.5
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Accounts receivable
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30.9
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20.9
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Due from related party (note 2)
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28.4
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19.5
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Prepaid expenses and other
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30.5
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31.5
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Net investment in lease (note 3)
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12.7
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10.7
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223.6
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326.1
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Vessels (note 4)
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7,118.9
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6,619.6
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Right-of-use asset (note 5)
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777.3
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838.6
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Net investment in lease (note 3)
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498.4
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418.6
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Goodwill
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75.3
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75.3
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Derivative instruments (note 14(c))
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47.3
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19.2
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Other assets (note 6)
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314.2
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186.9
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$
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9,055.0
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$
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8,484.3
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Liabilities and shareholder's equity
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Current liabilities:
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Accounts payable and accrued liabilities
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$
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90.8
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$
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88.9
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Deferred revenue
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19.3
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26.3
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Long-term debt - current (note 7)
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318.0
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321.7
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Operating lease liabilities - current (note 8)
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156.0
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159.1
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Other financing arrangements - current (note 9)
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86.9
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64.1
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Other liabilities - current
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17.2
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2.8
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688.2
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662.9
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Long-term debt (note 7)
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3,325.7
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3,025.0
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Operating lease liabilities (note 8)
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611.0
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668.1
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Other financing arrangements (note 9)
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1,054.6
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801.7
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Derivative instruments (note 14(c))
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94.7
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68.9
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Other liabilities
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14.4
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10.4
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Total liabilities
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5,788.6
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5,237.0
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Shareholder's equity:
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Share capital
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2.5
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2.5
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Additional paid in capital
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3,561.7
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3,557.8
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Deficit
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(278.1
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(292.7
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Accumulated other comprehensive loss
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(19.7
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(20.3
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3,266.4
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3,247.3
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$
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9,055.0
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$
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8,484.3
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Commitments and contingencies (note 12)
Subsequent events (note 15)
See accompanying notes to interim consolidated financial
statements.
1
SEASPAN CORPORATION
Interim
Consolidated
Statements of Operations
(Unaudited)
(Expressed in millions of United States dollars)
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Three months ended June 30,
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Six Months Ended June 30,
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2021
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2020
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2021
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2020
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Revenue (note 11)
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$
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350.6
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$
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303.8
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$
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684.4
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$
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596.3
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Operating expenses:
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Ship operating expenses
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74.4
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56.7
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142.6
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113.5
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Depreciation and amortization
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75.9
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72.7
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151.1
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139.3
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General and administrative
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9.6
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6.8
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19.1
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15.6
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Operating leases (note 8)
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36.0
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37.3
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71.4
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75.4
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195.9
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173.5
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384.2
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343.8
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Operating earnings
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154.7
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130.3
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300.2
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252.5
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Other expenses (income):
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Interest expense
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50.3
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45.9
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93.0
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93.8
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Interest income
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(0.1
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)
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(0.3
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(0.2
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(1.1
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Loss on debt extinguishment (note 7)
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56.1
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—
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56.1
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—
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Loss on derivative instruments (note 14 (c))
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5.2
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7.0
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11.1
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31.8
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Other expenses
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1.7
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0.6
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2.6
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1.2
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113.2
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53.2
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162.6
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125.7
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Net earnings
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$
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41.5
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$
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77.1
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$
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137.6
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$
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126.8
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See accompanying notes to interim consolidated financial
statements.
2
SEASPAN CORPORATION
Interim
Consolidated
Statements of Comprehensive Income
(Unaudited)
(Expressed in millions of United States dollars)
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Three months ended June 30,
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Six months ended June 30,
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2021
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2020
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2021
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2020
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Net earnings
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$
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41.5
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$
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77.1
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$
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137.6
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$
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126.8
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Other comprehensive income:
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Amounts reclassified to net earnings during the period
relating to cash flow hedging instruments (note 14(c))
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0.3
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0.4
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0.6
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0.7
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Comprehensive income
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$
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41.8
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$
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77.5
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$
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138.2
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$
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127.5
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See accompanying notes to interim consolidated financial
statements.
3
SEASPAN CORPORATION
Interim Consolidated Statement of Shareholder’s Equity
(Unaudited)
(Expressed in millions of United States dollars, except number of
shares)
Three months ended June 30, 2021
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Number of
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Additional
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Accumulated other
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Total
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common
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Common
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paid-in
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comprehensive
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shareholder's
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shares
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shares
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capital
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Deficit
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loss
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equity
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Balance, March 31, 2021, carried forward
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249,219,800
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$
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2.5
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$
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3,560.2
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$
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(244.6
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)
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$
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(20.0
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)
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$
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3,298.1
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Net earnings
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—
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—
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—
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41.5
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—
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41.5
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Other comprehensive income
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—
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—
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—
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—
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0.3
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0.3
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Dividends on common shares
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—
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—
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—
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(75.0
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—
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(75.0
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)
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Share-based compensation expense (note 2)
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—
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—
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1.5
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—
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—
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1.5
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Balance, June 30, 2021
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249,219,800
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$
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2.5
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$
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3,561.7
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$
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(278.1
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)
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$
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(19.7
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)
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$
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3,266.4
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See accompanying notes to interim consolidated financial
statements.
4
SEASPAN CORPORATION
Interim Consolidated Statement of Shareholder’s Equity
(Unaudited)
(Expressed in millions of United States dollars, except number of
shares)
Three months ended June 30, 2020
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Accumulated
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Number of
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Additional
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other
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Total
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common
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Common
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paid-in
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|
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comprehensive
|
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shareholder's
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shares
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shares
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capital
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Deficit
|
|
|
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|
loss
|
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|
|
equity
|
|
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Balance, March 31, 2020, carried forward
|
|
|
249,219,800
|
|
|
$
|
2.5
|
|
|
|
|
$
|
3,535.2
|
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|
|
|
$
|
(441.5
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)
|
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|
|
$
|
(21.3
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)
|
|
|
|
$
|
3,074.9
|
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Net earnings
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
—
|
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|
77.1
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|
|
|
|
|
—
|
|
|
|
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77.1
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Other comprehensive income
|
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|
—
|
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|
|
—
|
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|
|
|
|
—
|
|
|
|
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—
|
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0.4
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0.4
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Capital contribution from Atlas
|
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—
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—
|
|
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|
20.0
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|
—
|
|
|
|
|
|
—
|
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|
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20.0
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Dividends on common shares
|
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|
—
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
(68.0
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)
|
|
|
|
|
—
|
|
|
|
|
|
(68.0
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)
|
|
Share-based compensation expense
|
|
|
|
|
|
|
—
|
|
|
|
|
|
0.8
|
|
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
0.8
|
|
|
Balance, June 30, 2020
|
|
|
249,219,800
|
|
|
$
|
2.5
|
|
|
|
|
$
|
3,556.0
|
|
|
|
|
$
|
(432.4
|
)
|
|
|
|
$
|
(20.9
|
)
|
|
|
|
$
|
3,105.2
|
|
See accompanying notes to interim consolidated financial
statements.
5
SEASPAN CORPORATION
Interim Consolidated Statement of Shareholder’s Equity
(Unaudited)
(Expressed in millions of United States dollars, except number of
shares)
Six months ended June 30, 2021
|
|
|
|
Number of
|
|
|
|
|
|
|
Additional
|
|
|
|
|
|
|
Accumulated other
|
|
|
Total
|
|
|
|
|
|
common
|
|
|
Common
|
|
|
paid-in
|
|
|
|
|
|
|
comprehensive
|
|
|
shareholder's
|
|
|
|
|
|
shares
|
|
|
shares
|
|
|
capital
|
|
|
Deficit
|
|
|
loss
|
|
|
equity
|
|
|
Balance, December 31, 2020, carried forward
|
|
|
|
249,219,800
|
|
|
$
|
2.5
|
|
|
$
|
3,557.8
|
|
|
$
|
(292.7
|
)
|
|
$
|
(20.3
|
)
|
|
$
|
3,247.3
|
|
|
Net earnings
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
137.6
|
|
|
|
—
|
|
|
|
137.6
|
|
|
Other comprehensive income
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
0.6
|
|
|
|
0.6
|
|
|
Dividends on common shares
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(123.0
|
)
|
|
|
—
|
|
|
|
(123.0
|
)
|
|
Share-based compensation expense (note 2)
|
|
|
|
—
|
|
|
|
—
|
|
|
|
3.9
|
|
|
|
—
|
|
|
|
—
|
|
|
|
3.9
|
|
|
Balance, June 30, 2021
|
|
|
|
249,219,800
|
|
|
$
|
2.5
|
|
|
$
|
3,561.7
|
|
|
$
|
(278.1
|
)
|
|
$
|
(19.7
|
)
|
|
$
|
3,266.4
|
|
See accompanying notes to interim consolidated financial
statements.
6
SEASPAN CORPORATION
Interim Consolidated Statement of Shareholder’s Equity
(Unaudited)
(Expressed in millions of United States dollars, except number of
shares)
Six months ended June 30, 2020
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated
|
|
|
|
|
|
|
|
|
|
|
Number of
|
|
|
Number of
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional
|
|
|
|
|
|
|
|
|
|
|
other
|
|
|
|
|
Total
|
|
|
|
|
common
|
|
|
preferred
|
|
|
Common
|
|
|
|
|
Preferred
|
|
|
|
|
paid-in
|
|
|
|
|
|
|
|
|
|
|
comprehensive
|
|
|
|
|
shareholder's
|
|
|
|
|
shares
|
|
|
shares
|
|
|
shares
|
|
|
|
|
shares
|
|
|
|
|
capital
|
|
|
|
|
Deficit
|
|
|
|
|
loss
|
|
|
|
|
equity
|
|
|
Balance, December 31, 2019, carried forward
|
|
|
215,675,599
|
|
|
|
33,335,570
|
|
|
$
|
1.8
|
|
|
|
|
$
|
0.3
|
|
|
|
|
$
|
3,452.9
|
|
|
|
|
$
|
(200.7
|
)
|
|
|
|
$
|
(21.6
|
)
|
|
|
|
$
|
3,232.7
|
|
|
Impact of accounting policy change
|
|
|
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
(2.3
|
)
|
|
|
|
|
—
|
|
|
|
|
|
(2.3
|
)
|
|
Adjusted balance, December 31, 2019
|
|
|
215,675,599
|
|
|
|
33,335,570
|
|
|
|
1.8
|
|
|
|
|
|
0.3
|
|
|
|
|
|
3,452.9
|
|
|
|
|
|
(203.0
|
)
|
|
|
|
|
(21.6
|
)
|
|
|
|
|
3,230.4
|
|
|
Net earnings
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
126.8
|
|
|
|
|
|
—
|
|
|
|
|
|
126.8
|
|
|
Other comprehensive income
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
0.7
|
|
|
|
|
|
0.7
|
|
|
Cancellation of preferred shares
|
|
|
33,335,570
|
|
|
|
(33,335,570
|
)
|
|
|
0.3
|
|
|
|
|
|
(0.3
|
)
|
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
Capital contribution from Atlas
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
100.0
|
|
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
100.0
|
|
|
Dividends on common shares
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
(342.9
|
)
|
|
|
|
|
—
|
|
|
|
|
|
(342.9
|
)
|
|
Dividends on preferred shares
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
(16.8
|
)
|
|
|
|
|
—
|
|
|
|
|
|
(16.8
|
)
|
|
Shares issued through dividend
reinvestment program
|
|
|
7,943
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
0.1
|
|
|
|
|
|
(0.1
|
)
|
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
Share-based compensation expense
|
|
|
162,910
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
3.0
|
|
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
3.0
|
|
|
Treasury shares
|
|
|
37,778
|
|
|
|
—
|
|
|
|
0.4
|
|
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
0.4
|
|
|
Deconsolidation of Atlas
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
3.6
|
|
|
|
|
|
—
|
|
|
|
|
|
3.6
|
|
|
Balance, June 30, 2020
|
|
|
249,219,800
|
|
|
|
—
|
|
|
$
|
2.5
|
|
|
|
|
$
|
—
|
|
|
|
|
$
|
3,556.0
|
|
|
|
|
$
|
(432.4
|
)
|
|
|
|
$
|
(20.9
|
)
|
|
|
|
$
|
3,105.2
|
|
See accompanying notes to interim consolidated financial
statements.
7
SEASPAN CORPORATION
Interim Consolidated Statements of Cash Flows
(Unaudited)
(Expressed in millions of United States dollars)
|
|
|
Three Months Ended June 30,
|
|
|
Six Months Ended June 30,
|
|
|
|
|
2021
|
|
|
2020
|
|
|
2021
|
|
|
2020
|
|
|
Cash from (used in):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings
|
|
$
|
41.5
|
|
|
$
|
77.1
|
|
|
$
|
137.6
|
|
|
$
|
126.8
|
|
|
Items not involving cash:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
75.9
|
|
|
|
72.7
|
|
|
|
151.1
|
|
|
|
139.3
|
|
|
Change in right-of-use asset
|
|
|
31.0
|
|
|
|
29.6
|
|
|
|
61.3
|
|
|
|
58.9
|
|
|
Non-cash interest expense and accretion
|
|
|
10.8
|
|
|
|
8.9
|
|
|