UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_________________________
FORM 6-K
_________________________
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
Date of Report:
May 11, 2023
Commission file number 1- 12874
_________________________
TEEKAY CORPORATION
(Exact name of Registrant as specified in its charter)
_________________________
4th Floor, Belvedere Building
69 Pitts Bay Road
Hamilton, HM 08 Bermuda
(Address of principal executive offices)
_________________________
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Indicate by check mark whether the registrant files or will file
annual reports under cover Form 20-F or Form 40-F. |
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Form 20-F
ý Form
40- F
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Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Item 1 — Information Contained in this Form 6-K Report
Attached as Exhibit 1 is a copy of an announcement of Teekay
Corporation dated
May 11, 2023.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly
authorized.
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TEEKAY CORPORATION |
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Date: May 11, 2023 |
By: |
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/s/ Brody Speers |
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Brody Speers
Vice President, Finance & Treasurer (Principal Financial and
Accounting Officer) |
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
TEEKAY CORPORATION REPORTS
FIRST QUARTER 2023 RESULTS
Highlights
•GAAP
net income attributable to shareholders of Teekay of $48.8 million,
or $0.49 per share, and adjusted net income attributable to
shareholders of Teekay(2)
of $51.0 million, or $0.52 per share, in the first quarter of 2023
(excluding items listed in
Appendix A
to this release).
•Tanker
market remains firm with Teekay Tankers securing second quarter
2023 to-date spot rates of $62,400 per day for its Suezmax fleet
and $58,500 per day for its Aframax fleet.
•Teekay
Parent completed its $30 million common share repurchase program
that was announced in August 2022 and announced a new $30 million
common share repurchase program in March 2023. Since reporting
earnings last quarter, Teekay Parent has repurchased a further
$27.1 million of its outstanding common shares, bringing the total
repurchased since the beginning of our programs in August 2022 to
$45.8 million at an average price of $4.93 per share.
•Teekay
Tankers announces an update to its capital allocation plan, which
includes a fixed quarterly cash dividend of $0.25 per
common
share, with the initial dividend having been declared for the
quarter ended March 31, 2023. In addition, the Teekay Tankers board
declared a special dividend of $1.00 per share and authorized a
share repurchase program for the repurchase of up to $100 million
of its outstanding Class A common shares.
Hamilton, Bermuda,
May 11, 2023
- Teekay Corporation (Teekay
or
the Company)
(NYSE:TK) today reported results for the three months ended March
31, 2023. These results include the Company’s publicly-listed
consolidated subsidiary, Teekay Tankers Ltd. (Teekay
Tankers)
(NYSE:TNK), and all remaining subsidiaries and equity-accounted
investments. Teekay, together with its subsidiaries other than
Teekay Tankers, is referred to in this release as
Teekay Parent.
Please refer to the first quarter of 2023 earnings release of
Teekay Tankers, which is available on Teekay's website at
www.teekay.com,
for additional information on Teekay Tankers' results.
Financial Summary
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Three Months Ended |
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March 31, |
December 31, |
March 31, |
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(in thousands of U.S. dollars, except per share
amounts) |
2023 |
2022 |
2022
(1)
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(unaudited) |
(unaudited) |
(unaudited) |
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TEEKAY CORPORATION CONSOLIDATED |
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GAAP FINANCIAL COMPARISON |
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Revenues |
418,701 |
393,479 |
212,720 |
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Income (loss) from vessel operations |
179,837 |
148,163 |
(12,574) |
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Net income attributable to the shareholders of Teekay |
48,763 |
39,104 |
888 |
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Earnings per common share of Teekay |
0.49 |
0.39 |
0.01 |
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NON-GAAP FINANCIAL COMPARISON |
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Adjusted EBITDA
(2)
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203,802 |
173,449 |
30,486 |
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Adjusted net income (loss) attributable to shareholders of
Teekay
(2)
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51,017 |
44,319 |
(528) |
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Adjusted net earnings (loss) per share attributable to shareholders
of Teekay
(2)
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0.52 |
0.44 |
(0.01) |
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As at March 31, |
As at December 31, |
As at March 31, |
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(in thousands of U.S. dollars, except number of shares) |
2023 |
2022 |
2022 |
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(unaudited) |
(unaudited) |
(unaudited) |
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TEEKAY PARENT |
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Net cash
(3)
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291,020 |
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318,161 |
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289,988 |
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Market value of investment in Teekay Tankers
(4)
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414,803 |
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297,696 |
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146,271 |
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1
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
(1)As
a result of Stonepeak's acquisition of Teekay LNG Partners L.P.
(Teekay
LNG)
(now known as Seapeak LLC) in January 2022, certain information in
this release presents Teekay LNG and various subsidiaries that
provided the shore-based operations for Teekay LNG and certain of
Teekay LNG’s joint ventures under management services contracts
(collectively,
the Teekay Gas Business)
as a discontinued operation.
(2)These
are non-GAAP financial measures. Please refer to “Definitions and
Non-GAAP Financial Measures” and the Appendices to this release for
definitions of these terms and reconciliations of these non-GAAP
financial measures as used in this release to the most directly
comparable financial measures under United States generally
accepted accounting principles (GAAP).
These measures include results from both continuing and
discontinued operations.
(3)Teekay
Parent net cash as of March 31, 2023 includes cash and cash
equivalents and short-term investments. Teekay Parent's net cash
position decreased compared to December 31, 2022, primarily due to
Teekay Parent's common share repurchases and changes in working
capital. As at March 31, 2023, Teekay Parent's remaining recycling
costs are estimated to be approximately $7.7 million, which are
expected to be paid through mid-2024.
(4)As
at March 31, 2023, December 31, 2022, and March 31, 2022, Teekay
Parent owned 9.7 million, 9.7 million, and 10.6 million Teekay
Tankers Class A and B common shares, respectively, and, as of such
dates, the closing prices of Teekay Tankers Class A common shares
were $42.93 per share, $30.81 per share, and $13.84 per share,
respectively.
CEO Commentary
“Teekay posted strong financial results in the first quarter of
2023, reporting the Company’s highest consolidated quarterly net
earnings per share in 14 years,” commented Kenneth Hvid, Teekay’s
President and CEO. “In addition, Teekay Tankers reported record
earnings and cash flows with mid-sized spot charter rates rising to
the highest-ever for a first quarter on the back of robust market
fundamentals. Spot charter rates for Teekay Tankers’ fleet so far
in the second quarter of 2023 remain firm, with its combined
Suezmax and Aframax fleet spot rates averaging approximately
$60,000 per day based on our bookings to-date.”
“The strong tanker market has enabled Teekay Tankers to transform
its balance sheet, create significant equity value, and achieve
much greater financial flexibility. As a result, Teekay Tankers has
updated its capital allocation plan to include continuing to build
financial strength to position the company to act on future
investment opportunities at the right point in the cycle, while
also returning capital to shareholders. Under this capital
allocation plan, Teekay Tankers has implemented a fixed quarterly
dividend of $0.25 per share, or $1.00 per share annually, with the
first dividend relating to the first quarter of 2023. In addition,
the Teekay Tankers board has declared a special dividend of $1.00
per share, for a total dividend of $1.25 per share, from which
Teekay Parent’s portion will total approximately $12 million and
will be paid in June 2023. Lastly, Teekay Tankers also announced a
$100 million Class A common share repurchase program that is
expected to be used opportunistically.”
“Since reporting earnings last quarter, Teekay Parent has continued
to return capital to its shareholders in an accretive manner.
Following the completion of our $30 million share repurchase
program that was announced in August 2022, we announced a new $30
million repurchase program in March 2023. Since that time, we have
repurchased 2.8 million common shares for $15.8 million. Since
August 2022, we have repurchased 9.3 million common shares, or
approximately 9.1% of the outstanding common shares immediately
prior to commencement of the prior program, at an average price of
$4.93 per share.”
2
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Summary of Results
The Company's GAAP net income attributable to shareholders of
Teekay and the Company’s adjusted net income attributable to
shareholders of Teekay(1)
for the first quarter of 2023 increased compared to the same
quarter of the prior year, primarily due to stronger earnings from
Teekay Tankers as a result of higher spot tanker rates, which was
partially offset by the loss of earnings contribution from the
Teekay Gas Business as a result of the sale of the Teekay Gas
Business on January 13, 2022.
In addition, consolidated GAAP net income attributable to
shareholders of Teekay increased during the first quarter of 2023,
compared to the same quarter of the prior year, mainly due
to
$12.4 million in losses on bond repurchases recognized in the first
quarter of 2022.
The following table highlights the operating performance of Teekay
Tankers' vessels trading in revenue sharing arrangements
(RSAs),
voyage charters and full service lightering, in each case measured
in net revenues(a)
per revenue day, or time-charter equivalent (TCE)
rates, before off-hire bunker expenses:
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Three Months Ended |
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March 31, 2023(b)
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December 31, 2022(b)
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March 31, 2022(b)
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Suezmax revenue days |
2,249 |
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2,261 |
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2,175 |
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Suezmax spot TCE per revenue day |
$55,891 |
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$56,008 |
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$13,786 |
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Aframax / LR2 revenue days |
1,971 |
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1,963 |
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1,955 |
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Aframax / LR2 spot TCE per revenue day |
$67,346 |
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$52,136 |
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$16,229 |
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(a) Net
revenues
is a non-GAAP financial measure. Please refer to "Definitions and
Non-GAAP Financial Measures" for a definition of this
term.
(b) Revenue
days
are the total number of calendar days Teekay Tankers' vessels were
in its possession during a period, less the total number of
off-hire days during the period associated with major repairs or
modifications, dry dockings or special or intermediate surveys.
Consequently, revenue days represent the total number of days
available for the vessel to earn revenue. Idle days, which are days
when the vessel is available to earn revenue but is not employed,
are included in revenue days.
Please refer to Teekay Tankers' first quarter of 2023 earnings
release for additional information on its financial
results.
(1) This is a non-GAAP financial measure. Please refer to
"Definitions and Non-GAAP Financial Measures" and the Appendices to
this release for a definition of this term and a reconciliation of
this non-GAAP financial measure as used in this release to the most
directly comparable financial measures under GAAP.
3
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Summary of Recent Events
Teekay Parent
In March 2023,
Teekay's Board of Directors approved a new $30 million common share
repurchase program following the completion of
its $30 million common share repurchase program that was announced
in August 2022.
Since August 2022, Teekay has repurchased a total of approximately
9.3 million common shares, or approximately 9.1% of the outstanding
common shares immediately prior to commencement of the prior
program, for a total cost of $45.8 million, representing an average
repurchase price of $4.93 per share.
Teekay Tankers
Teekay Tankers has announced an update to its capital allocation
plan that includes paying a regular, fixed quarterly cash dividend
of $0.25 per common share,
with the initial quarterly dividend having been declared
for the quarter ended March 31, 2023. In addition, the Teekay
Tankers board of directors declared a special cash dividend of
$1.00 per common share. The cash dividends are payable on June 2,
2023 to all of Teekay Tankers' shareholders of record on May 22,
2023.
Teekay Tankers' board of directors has also authorized a share
repurchase program for the repurchase of up to $100 million of
Teekay Tankers' outstanding Class A common shares. Under the
program, repurchases can be made from time to time in the open
market, through privately negotiated transactions and by any other
means permitted under the rules of the U.S. Securities and Exchange
Commission, in each case at times and prices considered appropriate
by Teekay Tankers. The timing of any purchases and the exact number
of shares to be purchased under the program will be subject to the
discretion of Teekay Tankers.
In March 2023, Teekay Tankers took delivery of a
previously-announced chartered-in Aframax vessel at a rate of
$35,750 per day for 24 months with an option to extend for an
additional 12 months. Currently, Teekay Tankers has eight vessels
on charter-in contracts with an average rate of $24,300 per
day.
In
May
2023, Teekay Tankers signed a new $350 million secured revolving
credit facility agreement to refinance 19 vessels, including nine
vessels repurchased from sale-leaseback arrangements in March 2023
with cash, six vessels that will be repurchased by Teekay Tankers
in May 2023 from sale-leaseback arrangements, and a further four
vessels that are expected to be repurchased in the third quarter of
2023 from their respective sale-leaseback
arrangements.
The following table presents Teekay Tankers’ TCE rates booked
to-date in the second quarter of 2023 for its spot-traded fleet
only, together with the percentage of total revenue days currently
fixed for the second quarter:
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Q2 To-Date Spot Tanker Rates
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Avg. TCE Rates Per Day
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% Fixed
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Suezmax |
$62,400 |
44% |
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Aframax / LR2
(1)
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$58,500 |
41% |
(1) Rates and percentage booked to-date
include Aframax RSA and non-RSA voyage charters and full service
lightering for all Aframax and LR2 vessels, whether trading in the
clean or dirty spot market.
4
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
About Teekay
Teekay is a leading
provider of international crude oil marine transportation and other
marine services. Teekay provides these services directly and
through its controlling ownership interest in Teekay Tankers Ltd.
(NYSE: TNK), one of the world’s largest owners and operators of
mid-sized crude tankers. The consolidated Teekay entities manage
and operate total assets under management of over $2 billion,
comprised of approximately 65 conventional tankers and other marine
assets, including vessels operated for the Australian government.
With offices in 8 countries and approximately 2,300 seagoing and
shore-based employees, Teekay provides a comprehensive set of
marine services to the world’s leading energy
companies.
Teekay’s common stock is listed on the New York Stock Exchange
where it trades under the symbol “TK”.
For Investor Relations enquiries:
E-mail: investor.relations@teekay.com
Website:
www.teekay.com
5
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Definitions and Non-GAAP Financial Measures
This release includes various financial measures that are non-GAAP
financial measures as defined under the rules of the Securities and
Exchange Commission (SEC).
These non-GAAP financial measures, which include Adjusted Net
Income Attributable to Shareholders of Teekay, Adjusted EBITDA and
Net Revenues, are intended to provide additional information and
should not be considered substitutes for measures of performance
prepared in accordance with GAAP. In addition, these measures do
not have standardized meanings across companies, and therefore may
not be comparable to similar measures presented by other companies.
The Company believes that certain investors use this information to
evaluate the Company’s financial performance, as does
management.
Non-GAAP Financial Measures
Adjusted Net Income Attributable to Shareholders of Teekay
excludes items of income or loss from GAAP net income that are
typically excluded by securities analysts in their published
estimates of the Company’s financial results. The Company believes
that certain investors use this information to evaluate the
Company’s financial performance, as does management. Please refer
to
Appendix A
of this release for a reconciliation of this non-GAAP financial
measure to net income, the most directly comparable GAAP measure
reflected in the Company’s consolidated financial
statements.
Adjusted EBITDA
represents EBITDA (i.e., net income before interest, taxes,
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 foreign currency exchange
gains and losses, write-downs and/or gains and losses on sale of
operating assets, unrealized gains and losses on derivative
instruments, credit loss provision adjustments, loss on bond
repurchases, loss on deconsolidation, equity income (loss), and
other income or loss, for both continuing operations and
discontinued operations.
Adjusted EBITDA
also excludes realized gains or losses on interest rate swaps (as
management, in assessing the Company's performance, views these
gains or losses as an element of interest expense), and realized
gains or losses on interest rate swaps resulting from amendments or
terminations of the underlying instruments, both for continuing and
discontinued operations.
Adjusted EBITDA is a non-GAAP financial measure used by certain
investors and management to measure the operational performance of
companies. Please refer to
Appendix C
of this release for reconciliations of Adjusted EBITDA to net
income, from continuing and discontinued operations, which are the
most directly comparable GAAP measures reflected in the Company’s
consolidated financial statements.
Net revenues
represents income (loss) from operations before vessel operating
expenses, time-charter hire expenses, depreciation and
amortization, general and administrative expenses, gain on sale and
write-down of assets, and restructuring charges. Since the amount
of voyage expenses the Company incurs for a particular charter
depends on the type of the charter, the Company includes these
costs in net revenues to improve the comparability between periods
of reported revenues that are generated by the different types of
charters and contracts. The Company principally uses net revenues,
a non-GAAP financial measure, because the Company believes it
provides more meaningful information about the deployment of the
Company's vessels and their performance than does income (loss)
from operations, the most directly comparable financial measure
under GAAP.
6
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Teekay Corporation
Summary Consolidated Statements of Income (Loss)
(in thousands of U.S. dollars, except share and per share
data)
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Three Months Ended |
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March 31, |
December 31, |
March 31, |
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2023 |
2022 |
2022
(1)
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(unaudited) |
(unaudited) |
(unaudited) |
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Revenues |
418,701 |
393,479 |
212,720 |
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Voyage expenses |
(124,187) |
(131,989) |
(101,622) |
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Vessel operating expenses |
(60,922) |
(63,351) |
(71,941) |
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Time-charter hire expenses |
(12,945) |
(8,035) |
(5,550) |
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Depreciation and amortization |
(23,975) |
(24,459) |
(25,080) |
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General and administrative expenses |
(15,216) |
(13,671) |
(16,083) |
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Write-down of assets |
— |
— |
(421) |
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Restructuring charges
(2)
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(1,619) |
(3,811) |
(4,597) |
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Income (loss) from vessel operations |
179,837 |
148,163 |
(12,574) |
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Interest expense |
(11,377) |
(9,762) |
(10,002) |
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Interest income |
5,588 |
3,916 |
297 |
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Realized and unrealized (losses) gains on derivative
instruments |
(98) |
581 |
1,967 |
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Equity income (loss) |
1,130 |
1,708 |
(754) |
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Loss on bond repurchases |
— |
— |
(12,410) |
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Income tax (expense) recovery |
(2,601) |
(1,121) |
636 |
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Other – net |
(2,566) |
340 |
(283) |
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Net income (loss) from continuing operations |
169,913 |
143,825 |
(33,123) |
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Loss from discontinued operations
(3)
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— |
— |
(20,276) |
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Net income (loss) |
169,913 |
143,825 |
(53,399) |
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Net (income) loss attributable to non-controlling interests
(3)
|
(121,150) |
(104,721) |
54,287 |
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Net income attributable to the shareholders of Teekay
Corporation |
48,763 |
39,104 |
888 |
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Amounts attributable to the shareholders of Teekay
Corporation |
|
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Income (loss) from continuing operations |
169,913 |
143,825 |
(33,123) |
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Net income attributable to non-controlling interests, continuing
operations |
(121,150) |
(104,721) |
(7,641) |
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Net income (loss) attributable to the shareholders of Teekay
Corporation, continuing operations |
48,763 |
39,104 |
(40,764) |
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Loss from discontinued operations |
— |
— |
(20,276) |
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Net loss attributable to non-controlling interests, discontinued
operations
(3)
|
— |
— |
61,928 |
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Net income attributable to the shareholders of Teekay
Corporation, |
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discontinued operations |
— |
— |
41,652 |
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Net income attributable to the shareholders of Teekay
Corporation |
48,763 |
39,104 |
888 |
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Earnings (loss) per common share(4)
of Teekay Corporation, continuing operations
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–Basic
|
$ |
0.49 |
$ |
0.39 |
$ |
(0.40) |
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–Diluted
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$ |
0.48 |
$ |
0.38 |
$ |
(0.40) |
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Earnings per common share(4)
of Teekay Corporation, discontinued operations
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–Basic
|
$ |
— |
$ |
— |
$ |
0.41 |
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–Diluted
|
$ |
— |
$ |
— |
$ |
0.41 |
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Earnings (loss) per common share(4)
of Teekay Corporation
|
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–Basic
|
$ |
0.49 |
$ |
0.39 |
$ |
0.01 |
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–Diluted
|
$ |
0.48 |
$ |
0.38 |
$ |
0.01 |
7
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
(1)The
presentation of certain information in these consolidated financial
statements reflects the Teekay Gas Business as a discontinued
operation of the Company, and historical comparative periods
presented have been recast as a result.
(2)The
three months ended March 31, 2023, includes restructuring charges
related to organizational changes made to its commercial and
technical operations teams. The three months ended December 31,
2022, and March 31, 2022, includes restructuring charges related to
the reorganization and realignment of the Company's shared service
functions following the sale of the Teekay Gas Business including
costs associated with the separation of information technology
systems, of which $2.4 million was recovered from Seapeak LLC and
was recorded as part of revenues on the consolidated statements of
income for the three months ended March 31, 2022.
(3)Loss
from discontinued operations for the three months ended March 31,
2022 includes a $58.7 million loss on deconsolidation of the Teekay
Gas Business. Net loss attributable to non-controlling interests,
discontinued operations for the three months ended March 31, 2022
includes the realization of a deferred gain of $84.8 million
relating to the intercompany sale of certain vessels from Teekay to
the Teekay Gas Business in previous years, which was recognized
upon the sale of the Teekay Gas Business. Together, these items
resulted in a net gain of $26.2 million related to the
deconsolidation of the Teekay Gas Business.
(4)Includes
common shares related to non-forfeitable stock-based
compensation.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
March 31, |
December 31, |
March 31, |
|
|
2023 |
2022 |
2022 |
|
|
(unaudited) |
(unaudited) |
(unaudited) |
|
Weighted-average number of common shares outstanding |
|
|
|
|
- Basic |
98,521,611 |
|
101,031,403 |
|
102,347,141 |
|
|
- Diluted |
100,476,663 |
|
103,858,918 |
|
102,347,141 |
|
|
Number of outstanding shares of common stock at end of
period |
96,027,318 |
|
98,318,395 |
|
101,693,253 |
|
8
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Teekay Corporation
Summary Consolidated Balance Sheets
(in thousands of U.S. dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at March 31, |
As at December 31, |
|
|
2023 |
2022 |
|
|
(unaudited) |
(unaudited) |
|
ASSETS |
|
|
|
Cash and cash equivalents - Teekay Parent |
82,768 |
129,345 |
|
Cash and cash equivalents - Teekay Tankers |
169,751 |
180,512 |
|
Short-term investments - Teekay Parent
(1)
|
208,252 |
210,000 |
|
Accounts receivable and other current assets |
279,387 |
239,202 |
|
Bunker and lube oil inventory |
64,421 |
60,832 |
|
Restricted cash - Teekay Tankers |
6,838 |
6,849 |
|
Vessels and equipment - Teekay Tankers |
1,229,947 |
1,253,368 |
|
Operating lease right-of-use assets |
92,691 |
42,894 |
|
Net investment in and loans to equity-accounted
investment |
17,328 |
16,198 |
|
Other non-current assets |
23,804 |
25,646 |
|
Total Assets |
2,175,187 |
2,164,846 |
|
LIABILITIES AND EQUITY |
|
|
|
Accounts payable and other current liabilities |
134,760 |
134,342 |
|
Current portion of long-term debt - Teekay Parent |
— |
21,184 |
|
Current portion of long-term debt and finance leases - Teekay
Tankers |
41,730 |
60,161 |
|
Long-term debt and finance leases - Teekay Tankers |
316,728 |
472,599 |
|
Operating lease liabilities |
93,038 |
43,443 |
|
Other long-term liabilities |
61,684 |
63,511 |
|
Equity: |
|
|
|
Non-controlling interests |
868,146 |
746,143 |
|
Shareholders of Teekay |
659,101 |
623,463 |
|
Total Liabilities and Equity |
2,175,187 |
2,164,846 |
|
|
|
|
|
|
Net (cash) debt - Teekay Parent
(2)
|
(291,020) |
(318,161) |
|
Net debt - Teekay Tankers
(2)
|
181,869 |
345,399 |
(1)Short-term
investments - Teekay Parent includes various bank term deposits
with a diversified bank group that have initial maturity dates of
more than three months but less than one year from the origination
date.
(2)Net
(cash) debt is a non-GAAP financial measure and represents (a)
short-term debt, current portion of long-term debt and current
obligations related to finance leases, and long-term debt and
long-term obligations related to finance leases, less (b) cash and
cash equivalents, and, if applicable, restricted cash and
short-term investments.
9
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Teekay Corporation
Summary Consolidated Statements of Cash Flows
(in thousands of U.S. dollars)
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
March 31, |
|
|
2023 |
2022 |
|
|
(unaudited) |
(unaudited) |
|
Cash, cash equivalents and restricted cash provided by (used
for) |
|
|
|
OPERATING ACTIVITIES |
|
|
|
Net income (loss) |
169,913 |
(53,399) |
|
Less: loss from discontinued operations |
— |
20,276 |
|
Income (loss) from continuing operations |
169,913 |
(33,123) |
|
Non-cash and non-operating items: |
|
|
|
Depreciation and amortization |
23,975 |
25,080 |
|
|
|
|
Write-down of assets |
— |
421 |
|
|
|
|
|
|
|
Other |
7,765 |
18,087 |
|
Change in operating assets and liabilities: |
|
|
|
Change in other operating assets and
liabilities |
(44,675) |
(50,459) |
|
Asset retirement obligation
expenditures |
(80) |
— |
|
Expenditures for dry docking |
(1,465) |
(2,138) |
|
Net operating cash flow - continuing operations |
155,433 |
(42,132) |
|
Net operating cash flow - discontinued operations |
— |
26,866 |
|
Net operating cash flow |
155,433 |
(15,266) |
|
|
|
|
|
FINANCING ACTIVITIES |
|
|
|
|
|
|
Prepayments of long-term debt |
— |
(494,104) |
|
Scheduled repayments of long-term debt |
(21,184) |
(51,299) |
|
Proceeds from short-term debt |
25,000 |
23,000 |
|
Prepayments of short-term debt |
(25,000) |
(20,000) |
|
Proceeds from financings related to sales and leaseback of vessels,
net of issuance costs |
— |
175,341 |
|
|
|
|
Prepayment of obligations related to finance leases |
(164,252) |
— |
|
|
Scheduled repayments of obligations related to finance
leases |
(13,397) |
(6,718) |
|
|
|
|
Purchase of Teekay Tankers common shares |
— |
(5,269) |
|
Repurchase of Teekay Corporation common shares |
(14,845) |
— |
|
Other financing activities |
(410) |
(985) |
|
Net financing cash flow - continuing operations |
(214,088) |
(380,034) |
|
Net financing cash flow - discontinued operations |
— |
— |
|
Net financing cash flow |
(214,088) |
(380,034) |
|
|
|
|
|
INVESTING ACTIVITIES |
|
|
|
Expenditures for vessels and equipment |
(442) |
(4,071) |
|
Decrease (increase) in short-term investments |
1,748 |
(220,000) |
|
Proceeds from sale of vessels and equipment |
— |
16,002 |
|
|
|
|
Proceeds from the sale of the Teekay Gas Business, net of cash
sold |
— |
454,789 |
|
Net investing cash flow - continuing operations |
1,306 |
246,720 |
|
Net investing cash flow - discontinued operations |
— |
— |
|
Net investing cash flow |
1,306 |
246,720 |
|
Decrease in cash, cash equivalents and restricted cash |
(57,349) |
(148,580) |
|
Cash, cash equivalents and restricted cash, beginning of the
period |
316,706 |
265,520 |
|
Cash, cash equivalents and restricted cash, end of the
period |
259,357 |
116,940 |
10
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Teekay Corporation
Appendix A - Reconciliation of Non-GAAP Financial
Measures
Adjusted Net Income Attributable to Shareholders of
Teekay
(in thousands
of U.S. dollars, except per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
|
March 31, |
December 31, |
March 31, |
|
|
|
2023 |
2022 |
2022 |
|
|
|
(unaudited) |
(unaudited) |
(unaudited) |
|
|
|
|
$ Per |
|
$ Per |
|
$ Per |
|
|
|
$ |
Share(1)
|
$ |
Share(1)
|
$ |
Share(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) – GAAP basis |
169,913 |
|
143,825 |
|
(53,399) |
|
|
Adjust for: Net (income) loss attributable to |
|
|
|
|
|
|
|
non-controlling interests |
(121,150) |
|
(104,721) |
|
54,287 |
|
|
Net income attributable to |
|
|
|
|
|
|
|
|
shareholders of Teekay |
48,763 |
0.49 |
39,104 |
0.39 |
888 |
0.01 |
|
(Subtract) add specific items affecting net income
(loss) |
|
|
|
|
|
|
|
|
Unrealized losses (gains) from derivative instruments |
584 |
0.01 |
621 |
0.01 |
(2,140) |
(0.02) |
|
|
FPSO decommissioning costs, net of recoveries |
213 |
— |
2,238 |
0.02 |
1,612 |
0.02 |
|
|
Write-down of assets
|
— |
— |
— |
— |
421 |
— |
|
|
Restructuring charges, net of recoveries |
1,619 |
0.02 |
3,811 |
0.04 |
2,209 |
0.02 |
|
|
Items relating to discontinued operations(2)
|
— |
— |
— |
— |
36,594 |
0.36 |
|
|
Loss on bond repurchases and other(3)
|
3,809 |
0.04 |
(679) |
(0.01) |
14,319 |
0.14 |
|
|
Non-controlling interests’ share of items above(4)
|
(3,971) |
(0.04) |
(776) |
(0.01) |
(54,431) |
(0.53) |
|
Total adjustments |
2,254 |
0.02 |
5,215 |
0.05 |
(1,416) |
(0.01) |
|
Adjusted net income (loss) attributable to |
|
|
|
|
|
|
|
|
shareholders of Teekay |
51,017 |
0.52 |
44,319 |
0.44 |
(528) |
(0.01) |
(1)Basic
per share amounts.
(2)Primarily
relates to items presented in loss from discontinued operations on
the consolidated statements of income, including unrealized gains
on derivative instruments. Also includes the loss on
deconsolidation of $58.7 million in the three months ended March
31, 2022.
(3)Includes
costs related to the early termination of certain obligations
related to finance leases in the three months ended March 31, 2023.
Includes a loss on the repurchase in full of Teekay’s 9.25% senior
secured notes due November 2022 and a loss on repurchases of
Teekay's 5% Convertible Notes due January 2023 in the three months
ended March 31, 2022. Refer to footnote (3) of the
Summary
Consolidated Statements of Income.
Also includes foreign currency exchange losses
(gains).
(4)Items
affecting net income include items from the Company’s consolidated
non-wholly-owned subsidiaries. The specific items affecting net
income are analyzed to determine whether any of the amounts
originated from a consolidated non-wholly-owned subsidiary. Each
amount that originates from a consolidated non-wholly-owned
subsidiary is multiplied by the non-controlling interests’
percentage share in this subsidiary to determine the
non-controlling interests’ share of the amount. The amount
identified as “Non-controlling interests’ share of items above” in
the table above is the cumulative amount of the non-controlling
interests’ proportionate share of items listed in the
table.
11
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Teekay Corporation
Appendix B - Supplemental Financial Information
Summary Statement of Income for the Three Months Ended
March 31, 2023
(in thousands of U.S. dollars)
(unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Teekay |
Teekay |
Consolidation |
Total |
|
|
|
Tankers |
Parent |
Adjustments(1)
|
|
|
|
|
|
|
|
|
|
Revenues
|
394,657 |
24,044 |
— |
418,701 |
|
|
|
|
|
|
|
|
Voyage expenses
|
(124,187) |
— |
— |
(124,187) |
|
Vessel operating expenses
|
(38,182) |
(22,740) |
— |
(60,922) |
|
Time-charter hire expense
|
(12,945) |
— |
— |
(12,945) |
|
Depreciation and amortization
|
(23,975) |
— |
— |
(23,975) |
|
General and administrative expenses |
(12,269) |
(2,947) |
— |
(15,216) |
|
|
|
|
|
|
Restructuring charges |
(1,248) |
(371) |
— |
(1,619) |
|
|
|
|
|
|
|
|
Income (loss) from vessel operations |
181,851 |
(2,014) |
— |
179,837 |
|
|
|
|
|
|
|
Interest expense
|
(11,218) |
(159) |
— |
(11,377) |
|
Interest income
|
2,230 |
3,358 |
— |
5,588 |
|
Realized and unrealized loss on |
|
|
|
|
|
|
derivative instruments |
(98) |
— |
— |
(98) |
|
Equity income |
1,130 |
— |
— |
1,130 |
|
Equity in income of subsidiaries
(2)
|
— |
48,218 |
(48,218) |
— |
|
Income tax expense |
(2,282) |
(319) |
— |
(2,601) |
|
|
|
|
|
|
Other - net |
(2,245) |
(321) |
— |
(2,566) |
|
Net income from continuing |
|
|
|
|
|
operations |
169,368 |
48,763 |
(48,218) |
169,913 |
|
|
|
|
|
|
Net income attributable to |
|
|
|
|
|
|
non-controlling interests
(3)
|
— |
— |
(121,150) |
(121,150) |
|
Net income attributable |
|
|
|
|
|
|
to shareholders/unitholders |
|
|
|
|
|
|
of publicly-listed entities |
169,368 |
48,763 |
(169,368) |
48,763 |
(1)Consolidation
Adjustments column includes adjustments which eliminate
transactions between Teekay Tankers and Teekay Parent.
(2)Teekay
Corporation’s proportionate share of the net income of its
publicly-traded subsidiary, Teekay Tankers.
(3)Net
income attributable to non-controlling interests represents the
public’s share of the net income of Teekay’s publicly-traded
subsidiary.
12
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Teekay Corporation
Appendix C - Reconciliation of Non-GAAP Financial
Measures
Adjusted EBITDA
(in thousands of U.S. dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 31, |
December 31, |
March 31, |
|
|
|
2023 |
2022 |
2022 |
|
|
(unaudited)
|
(unaudited)
|
(unaudited)
|
|
Net income (loss) |
169,913 |
143,825 |
(53,399) |
|
Depreciation and amortization |
23,975 |
24,459 |
25,080 |
|
Interest expense, net of interest income |
5,789 |
5,846 |
9,705 |
|
Income tax expense (recovery) |
2,601 |
1,121 |
(636) |
|
EBITDA |
202,278 |
175,251 |
(19,250) |
|
Specific income statement items affecting EBITDA: |
|
|
|
|
|
Write-down of assets
|
— |
— |
421 |
|
|
Unrealized losses (gains) from derivative instruments |
584 |
621 |
(2,140) |
|
|
Realized (gains) losses from interest rate swaps |
(496) |
(375) |
67 |
|
|
Equity (income) loss |
(1,130) |
(1,708) |
754 |
|
|
Loss on bond repurchases |
— |
— |
12,410 |
|
|
Other - net |
2,566 |
(340) |
283 |
|
|
Items relating to income from discontinued
operations(1)
|
— |
— |
37,941 |
|
Consolidated Adjusted EBITDA |
203,802 |
173,449 |
30,486 |
(1)Includes
amounts presented in income from discontinued operations on the
consolidated statements of income.
13
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Forward-Looking Statements
This release contains forward-looking statements within the meaning
of Section 27A of the U.S. Securities Act of 1933, as amended, and
Section 21E of the U.S. Securities Exchange Act of 1934, as
amended. All statements included in this report, other than
statements of historical fact, are forward-looking statements. When
used in this report, the words “expect,” “believe,” “anticipate,”
“plan,” “intend,” “estimate,” “may,” “will” or similar words are
intended to identify forward-looking statements. Readers are
cautioned not to place undue reliance on these forward-looking
statements and any such forward-looking statements are qualified in
their entirety by reference to the following cautionary statements.
All forward-looking statements speak only as of the date hereof and
are based on current expectations and involve a number of
assumptions, risks and uncertainties that could cause actual
results to differ materially from such forward-looking statements.
Forward-looking statements contained in this release include, among
others, statements regarding: management’s expectations regarding
tanker market fundamentals; Teekay Tankers' updated capital
allocation plan, including its ability to position itself to pursue
future investment opportunities and return capital to shareholders,
including through quarterly cash dividends; the amount and timing
of payments of cash dividends from Teekay Tankers; the expected
amount and timing of repurchases of Teekay’s common shares and of
Teekay Tankers' Class A common shares under their respective share
repurchase programs; the occurrence and expected timing of
repurchases of Teekay Tankers’ vessels from sale-leaseback
arrangements; and Teekay Parent’s expectations regarding the
amounts and settlements of recycling costs related to the
Petrojarl Foinaven
FPSO.
The following factors are among those that could cause actual
results to differ materially from the forward-looking statements,
which involve risks and uncertainties, and that should be
considered in evaluating any such statement: the availability to
Teekay of appropriate future growth opportunities and Teekay’s
financial or other ability to pursue such opportunities; changes in
the demand for oil, refined products and tankers; changes in
trading patterns affecting overall vessel tonnage requirements;
greater or less than anticipated levels of vessel newbuilding
orders and deliveries and greater or less than anticipated rates of
vessel scrapping; changes in global oil prices or tanker rates;
OPEC+ and non-OPEC+ production and supply levels; issues with
vessel operations; higher than expected costs and expenses,
off-hire days or dry-docking requirements (both scheduled and
unscheduled); higher than expected costs and/or delays associated
with the recycling of the
Petrojarl Foinaven
FPSO; changes in applicable industry laws and regulations and the
timing of implementation of new laws and regulations; the status of
Russia’s invasion of Ukraine and related sanctions, import and
other restrictions; the impact of geopolitical tensions and changes
in global economic conditions; Teekay Tankers’ available cash and
the levels of its capital needs, as well as the declaration by
Teekay Tankers' board of directors of any future common share cash
dividends; and other factors discussed in Teekay’s filings from
time to time with the SEC, including its Annual Report on Form 20-F
for the fiscal year ended December 31, 2022. Teekay expressly
disclaims any obligation or undertaking to release publicly any
updates or revisions to any forward-looking statements contained
herein to reflect any change in Teekay’s expectations with respect
thereto or any change in events, conditions or circumstances on
which any such statement is based.
14
Teekay Corporation
Investor Relations Tel: +1 604 609 2963 www.teekay.com
4th
Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08,
Bermuda
Teekay (NYSE:TK)
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