1 Annual Report_Årsrapport 2006
2 Key figures_nøkkeltall (usd 1000) (usd 1000) Contents_Innhold: Key figures/nøkkeltall 3 The Year Building strength to meet the future 8 Shareholders information 10 The Organisation 12 The Ships 16 The Terminals 18 Trades 19 Financial Risk Management and Sensitivity 20 Director s Report 24 Profit and loss statement_group/resultatregnskap_konsern 30 Balance sheet_group/balanse_konsern 31 Cash flow statement_group/kontantstrømoppstilling _Konsern 32 Equity _Group/Egenkapitaloppstilling _Konsern 33 Notes_Group/Noter_Konsern 34 Profit and loss statement_asa/resultatregnskap_asa 58 Balance sheet_asa/balanse_asa 59 Cash flow statement_asa/kontantstrømoppstilling _ASA 60 Equity _ASA/Egenkapitaloppstilling _ASA 61 Notes_ASA/Noter_ASA 61 Auditor s report/revisjonsberetning 70 Corporate Governance 72 Året Organisasjonen 75 Skipene 75 Terminalene 76 Aksjonærinformasjon 76 Finansiell risikostyring og sensitivitet 77 Årsberetningen for Selskapsstyring 81 From consolidated accounts Fra konsernregnskapet PROFIT AND LOSS STATEMENT RESULTATREGNSKAPET Operating income Driftsinntekter Operating result before Driftsresultat før av- og depreciation (EBITDA) nedskrivninger (EBITDA) Operating result Driftsresultat Net finance incl. profit (loss) on exchange Netto finans inkl agio (disagio) Unrealized profit (loss) on exchange Urealisert agio (disagio) Profit (loss) before taxes Resultat før skattekostnad Profit (loss) for the year Årets resultat BALANCE SHEET BALANSE Fixed assets Anleggsmidler Current assets Omløpsmidler Total assets Sum eiendeler Equity Egenkapital Long term liabilities Langsiktig gjeld Short term liabilities Kortsiktig gjeld Total equity and liabilities Sum egenkapital og gjeld KEY RATIOS, PER SHARE NØKKELTALL PR. AKSJE Share price year-end Børskurs pr. 31. desember Profit (loss) per share Resultat pr. aksje Diluted profit (loss) per share Utvannet resultat pr. aksje PRO FORMA BALANCE SHEET Balance Pro forma PRO FORMA BALANSE (USD 1000) 31/ Adjustment 31/ (USD 1000) Fixed assets Anleggsmidler Current assets Omløpsmidler Total assets Sum eiendeler Equity Egenkapital Long term liabilities Langsiktig gjeld Convertible loan Konvertibelt lån Other short term liabilities Annen kortsiktig gjeld Total equity and liabilities Sum egenkapital og gjeld 3 Theme of the year Your Logistic Highway: The theme of this annual report is based on the year that has passed. Green Reefers expanded considerably in 2006 with the purchase of both vessels and terminals.
3 The Year 2006 In 2006 a considerable fleet expansion took place by the acquisition of 22 vessels and long term bareboat charter of additionally two vessels. Total acquisition value USD 187 million. Owned fleet 39 vessels. Operated fleet 45 vessels. Terminal capacity up 30 %, with expansion in Euro Terminal (Poland), Klaipeda (Lithuania) and new facilities in Port Manatee (Florida), Tampa (Florida) and Guatemala (early 2007). 7 terminals in operation and additionally 1 under construction. Sharecapital increase from NOK 141 million to 253 million, i.e %. USD 61.1 million in private placement in connection with vessel acquisitions and USD 20 million in pre-emptive rights issue. Following a weak start of 2006, the market evidenced a stronger trend the last two quarters, compared to the same period in The reported spot market rates for 2006 were 1 % below The operating profit before sale of assets (EBITDA) was USD 14.3 million compared to USD 19.4 million in Profit on sale of fixed assets totalled USD 1.7 million. At 31 December 2006 the share price was NOK 5.42, a rise of 12 % over the year. Green Reefers is a specialist logistic service provider for chilled and frozen products. We provide our clients with rational logistic solutions at competitive terms and prices. We are the logistic highway.
4 Onboard our vessels, in our terminals and not least from vessel to terminal we insist on an unbroken chain of precisely controlled temperatures. In essence, Green Reefers erases the distance between the producer and retailer. That yields unsurpassed quality!
5 Erik Thulin_ Managing Director Building strength to meet the future Green Reefers started 2007 with a fleet of almost 50 vessels, having purchased 22 of these during the course of This strengthens the company s role as one of the leading global operators of mid-sized class reefer tonnage with tailored trade routes between key ports all around the rim of the Atlantic basin. At the helm stands Managing Director Erik Thulin. He has a clear view of the challenging waters the company is navigating, and reflections on the course charted in 2006: We expanded in a formidable fashion in 2006, purchasing 22 vessels and adding another two reefers through bareboat agreements. In addition we enhanced the land-based side of our international operations, in particular our terminals at Port Manatee and Tampa, Florida, as well as establishing a new terminal in Guatemala. The operational advantage of a larger fleet is that it enables us to handle an even more optimal mix of contracts for our customers. It means a better symbiosis between the various routes, different types of cargo for the various seasons. This added flexibility will increase our efficiency, while further reducing the number of ballast days. A few smaller old ships were sold, in accordance with our strategy, yielding improved economy of scale. In Green Reefers we are consolidating our traditional routes, handling ever-greater cargo volumes in the North Atlantic, the Baltic region, to and from the Mediterranean, and West Africa. The trans-atlantic routes continue to gain importance. As a result of our recent investments, the infrastructure is now in place to enhance our services between Latin America and North America. However, Green Reefers is far more than just a respected carrier the essential service we provide is door-to-door logistics, with controlled temperature, humidity, air circulation and CO2 levels every step of the way. We call it the logistic highway, a value enhancing logistics chain, for there is no better way of ensuring quality all the way to the end customer. continues to gain strength in 2007, with a strong and steady demand for specialised reefers. The challenge is to meet the demand for increased volume, since the orderbook stands at only 2%, while volumes continue to rise at twice that. It will take time before sufficient newbuildings can be operational, and that is good news for the owners of reefer tonnage. Our continuing focus is to offer our specialised reefer capacity wherever the market requires. When it comes to the longer-term view, I would like to see some 60 70% of our tonnage on contract, and the balance in the spot market. Green Reefers welcomes international efforts to reduce the use of heavy oil in the shipping industry. Curtailing its use will help reduce CO2 impacts. It is vital that anti-pollution measures be undertaken globally, in order to yield maximum effect and to avoid imbalanced terms of competition. I am extremely proud of our experienced organisation. We re very eager to get to grips with the new possibilities and challenges. Green Reefers owes its 2006 success to the dedicated and skilled people throughout our organisation the captains and seamen on every vessel, the stevedores and coordinators at our terminals, the logistics experts and strategists at each of our offices, and of course our highly professional supporting staff. In 2007 we are continuing to capitalise on their know-how, offering our customers comprehensive services characterised by integrity and quality in every link. I am convinced that the customer loyalty we experience is a direct result of our corporate character. The operational advantage of a larger fleet is that it enables us to handle an even more optimal mix of contracts for our customers. Parallel to our expansion at sea, we have worked systematically to further improve the quality of our services, and to reduce costs. Last year, we had the pleasure of welcoming Seatrade as a new major shareholder. They bring a wealth of experience on board and are currently technical managers of 12 of our vessels, while we at the same time compete fiercely in the market. While the first half of 2006 was weak for the entire reefer market, the latter months of the year were characterised by rates and revenue margins higher than previously seen in our business. This historically strong upswing bodes well for the future. The market Our new web-based solutions, Green Footprints, express the same values. We are improving tracking and traceability, and making timely ordering easier than ever not just for our customers, but also for their customers in turn. When you keep a clear picture, you have added freedom to act quickly, while your competitors are still gathering information and considering their options. Timing is everything. Customers may be purchasing a freight service, but we show true care for their cargo, and their entire logistics chain, helping them gain a competitive edge.
6 Shareholders information Shareholder policy Green Reefers aim to provide competitive long-term return to its shareholders. The return on capital is a combination of the share price development and the dividend paid. This return should reflect the long term financial development of the company. Annual dividend should normally represent % of the Group s after tax profit. As no after tax profit was recorded for 2006 no dividend has been proposed by the Board for this year. Investor relations Green Reefers emphasises that shareholders shall receive relevant, timely and objective information about the company. The objective is that the shareholders should be given a good understanding of the company s activities and prospects, so as to assess the share s trading price and underlying values. Information is provided through quarterly reporting, annual report and investor presentations both in Norway and abroad. Reports and press releases, together with description of the company and its activities, are available on the company s web site i) a private placement of up to shares at a subscription price of NOK 4.50 ii) an authorisation to the board to increase the share capital by a total of shares. iii) a pre-emptive rights issue of shares at a subscription price of NOK All shares to be issued at a par value of NOK 1. In a board meeting on 18 December 2006, shares of the authorisation under ii) above was applied at a subscription price of NOK Consequently there is a remaining authority to issue shares at a price determined by the board. Such authority is applicable until the next ordinary general meeting. As per 31 December shares under ii) had been issued. During several transactions in January and February 2007 the remaining shares, save for the , were issued and the company s share capital increased to NOK On 18 May 2006 the general meeting authorised the Board to acquire own shares in the company, limited to shares with a nominal value of NOK The lowest and the highest amount that can be paid per share is NOK 2.00 and NOK respectively. The authority runs until the annual general meeting in 2007, however limited to 18 months from the date of the general meeting. In June 2006 the board used the authorisation to acquire shares at a price of NOK 3.70 per share. Share price and liquidity trends The share price closed on 31 December 2006 at NOK 5.42, as against NOK 4.84 the previous year. This corresponds to a rise of about 12 %. During the year, the transportation index of the Oslo Stock Exchange rose 1 %. Green Reefers has a single class of shares. At 31 December the share capital consisted of shares at par value NOK 1.00 per share.ashare price of NOK 5.42 thus make the company s market value about NOK 785 million, i.e. USD 126 million. After completion of the transactions in January/February 2007 the company s market cap increased to NOK million, i.e. USD if using the 31 December 2006 share parice. Through the year, 27 million Green Reefers shares were traded on the Oslo Stock Exchange. Financial calendar Tuesday Annual general meeting Wednesday First-quarter accounts Friday Second-quarter accounts Wednesday Third-quarter accounts Wednesday Provisional accounts for the year 2007 The 20 largest shareholders as of Shareholder number of shares Owner share Seatrade Partship B.V % Caiano AS % Caiano Ship AS % Norchem APS % Solstad Invest AS % MP Pensjon % Drønen Havfiske AS % Holberg Norge % Hollming LTD % Skagen Kon-Tiki % Drønen Invest AS % Toberinvest NIL % Ole Solli % Andreas Horpestad % Gemini AS % Corleone AS % Frax AS % Leif Rosvold % Green Reefers ASA % Jarl Eddy Berge % Other % Total % GRR 8,00 share price, 7,00 NOK 6,00 5,00 Mill NOK 4,00 3,00 2,00 1,00 0, Numbers of 2000 shareholders SHARE PRICE DEVELOPMENT Green Reefers Oslo Børs benchmark index Oslo Børs transportation index MARKET CAPITALIZATION, GREEN REEFERS ASA During second half of 2006 the share did not satisfy the requirements of the Oslo Stock Exchange for listing on OB Match, as it was traded below an average of ten daily transactions. Subsequent to the shifting to OB Standard in December the share has been traded Share issues and current authorities well above the requirements for OB Match 10 On 12 December an extraordinary general meeting in connection with the 20 ship acquisition program authorised the following: 11 Shareholders and voting rights At the end of 2006 the company had registered shareholders, 6 % below 31 December Norwegian shareholders owned 93.6 %, as against 87.1 % previous year end. After completion of a private placement and a rights issue in January/February 2007 Norwegian shareholders held 72.8 %. All shares have equal voting rights. Convertible loans In connection with the 20 ship acquisition program in December, 35 % of the vessels purchase price were settled by shares in Green Reefers ASA based upon a share price of NOK Upon delivery of each vessel a promissory note was issued by Green Reefers ASA in favour of the sellers in an amount equal to 35 % of the acquisition value. The promissory notes did not incur any interest. An agreement between the sellers and Green Reefers (subscription agreement) regulated that the promissory notes should be transferred to certain shareholders and that these shareholders should subscribe for shares in Green Reefers ASA for the amount on respective promissory notes. On subscription of shares in Green Reefers ASA the promissory notes were converted into equity. Such conversion took place in 4 transactions. As per 31 December 2006 promissory notes of NOK had been issued and not converted. A total of NOK was issued under the 20 promissory notes. All had been converted into shares in Green Reefers on 5 February SHAREHOLDERS AT YEAR END Oslo Børs Index
7 The Organisation The key to success is organisation Erik Thulin (1950) President / Managing Director Thulin has more than 30 years of experience in shipbroking, transport, Green Reefers is a provider of transport services, with responsibility for the cargo throughout the logistics chain. This demands close The key to coordination. success The company s is organisation has the expertise and experience to perform the key functions and the coordination work at a high level of quality. Green Reefers is a provider of transportation services, taking cargo responsibility throughout the logistical chain. This demands close coordination between the involved parties. The company s organisation has the expertise and experience of performing the key functions at the required service level. Ulrik Jørgensen (1968) Vice President Operations Jørgensen graduated as MBA from the Norwegian School of Business and Economics and the procurement and sale of (NHH) in 1993, and has since then worked for 12 ships. Erik Thulin has been head of Green Reefers commercial operations since 1989 and has served as Managing Director since May As a total supply chain provider, the company offers it s clients an extended product, allowing them thereby to minimise efforts spent on cargo flow coordination. The concept furthermore improves earnings and efficiency in comparison with conventional shipping operations. Green Reefers in various fields including ship chartering, operations, procurement and sale of ships, market analysis and projects. Ulrik Jørgensen has served as Vice President Operations since January Trym Jacobsen (1961) Senior Vice President Finance Since graduating as MBA from the Norwegian School of Business and Economics (NHH) in 1986, Trym Jacobsen has worked with management and finance for shipping companies. He has been in charge of finances in Green Reefers since Solveig Byrkjeland (1960) Vice President Finance Byrkjeland holds a degree in Business Administration from Telemark University College (Høgskolen i Telemark) from which she graduated in Since then she has worked in the shipping industry with accounting and finances, property management, investments and shipping. Green Reefers hired Byrkjeland as Chief Accountant in We are a fully-integrated shipping operation with in-house departments for chartering, operations, terminals, ship management, finance, IT and other necessary support functions. A door-to-door service has multiple requirements of know-how and production-, communication- and reporting systems. Over the years, considerable investments have been made in these areas and manning has been strengthened in line with the company s expansion. Tools and solutions applied are constantly evaluated to ensure compliance with ever changing needs and requirements. The head office is located at Midttun near Bergen. All departments are placed in an open-plan office, allowing thus for easy flow of information and knowledge within the organisation. The company also has several subsidiary offices at strategic locations, necessary for efficient vessel and cargo coordination, so as to obtain the local knowledge required for the furtherance of the company s integrated supply chain. Green Reefers intend to strengthen its local presence in strategic areas in the coming years, by increasing the number of branch offices. About 1200 persons are employed by Green Reefers and its affiliates, of which 61 in the Bergen head office, 122 at branch offices and terminals, and about 1000 mariners. Tor Søreide Sivertsen (1970) Vice President Terminals Søreide Sivertsen graduated as Master of Marketing from the Norwegian School of Marketing (NMH) in Since then he has worked in various fields within the salmon business in Norway and Chile primarily related to marketing, processing, strategies and commercial development. Tor Søreide Sivertsen has served as Vice President Terminals in Green Reefers since July Steinar Sivertsen (1965) Vice President Ship Management Sivertsen has a bachelor degree in Naval Architecture from University of Bergen in 1992 and a Master of Management degree from BI, Norwegian School of Management in He has 13 years of experience with technical management in a Norwegian shipping company, including several years of international experience. Steinar Sivertsen joined Green Reefers in October 2005.
8 In order to reach our common goal, we have to work together as a team. However, as part of a team one should never loose the individual strength. The Organisation 14 15
9 The Ships Fleet of specialised reefers as of March The ocean voyages in the Green Reefers logistic chain are performed with a fleet of 45 reefer ships. 39 out of the 45 are owned and the remainder are operated under long or short term time-and/or bareboat contract. The markets in Latin America and the transatlantic activities are mainly serviced by specialised reefer ships in size range of and cubic feet. The activities along the Norwegian coast are primarily served by smaller ships. Numerous port calls in narrow waters and short sailing distances make such ships ideal in this service. In the course of the year the fleet have performed approximately 400 (440) voyages and made approximately (2 000) port calls. During 2006 the company acquired 22 ships. 14 of these were additions to the fleet, while the remaining 8 were already operating in the Green Reefers pool, but were owned by external owners. Additionally, two vessels were chartered in on long-term bareboat contracts with purchase options. Three smaller vessels were sold in 2006 and early This is in line with the company s strategy to de-invest in older and smaller vessels and acquiring newer and larger tonnage. The current fleet capacity is 12.8 million cubft. We appreciate the industry s need for renewal of the specialized reefer fleet. The company is therefore focusing on the further GREEN REEFERS POOL, mill cuft (35 vessels) (40 vessels) Owned Chartered Bareboat Operated on behalf of other owners March 2007 (45 vessels) improvement of the specialised reefer shipping concept, and a new and improved ship designs are under development. Technical operation of the ships A substantial number of vessels in the fleet are technically managed by the company s in-house ship management department. This is in line with the strategy of operating a fully-integrated shipping company. The technical management department today conducts full management for 17 vessels and closely monitor the ships that are technically managed by third party managers. The technical management department is located in the headquarter in Bergen, with crewing offices and subsidiaries in Poland and Russia. The operational policy of the company is to maintain the ships for a working lifespan of at least 30 years. There is a strong focus on continuous and preventive maintenance. The ships are mainly crewed by Russian and Polish seamen and officers. Additionally some 50 Norwegian seamen are employed, mainly on the vessels servicing the Northern Areas. The company continues to make considerable investments in follow-up and further training of crews. The company s ships under own ship management had 30 portstate inspections in 2006, none of which resulted in detention. Average operating costs for the ships were approximately USD per day in 2006, representing an increase of about 9% from The increase in operating costs is mainly due to increased crew costs and higher docking depreciations, while the technical running costs decreased. No ships were laid up in Nine ships were dry docked during 2006, at an average cost of USD with an off-hire per docking of around 20 days. In addition, two ships were off-hire for 62 and 58 days for damage repairs. Other off-hire was about five days per ship on average. The ships insurances were renewed for 2007 on similar terms and conditions. The average deductible for hull damage is about USD per incident. Vessel Ownershare Built Size (cuft) Green Brazil 100 % Green Costa Rica 100 % Green Guatemala 100 % Green Honduras 100 % Green Magic 100 % Green Magnific 100 % Green Majestic 100 % Green Maveric 100 % Green Music 100 % Green Concordia 100 % Green Toledo 100 % Green Iceland 100 % Green Explorer 100 % Green Neptunic 100 % Green Nova 100 % Green Glacier 100 % Green Austevoll 100 % Green Bodø 100 % Green Cooler 100 % Green Crystal 100 % Green Egersund 100 % VESSELS equipped with sidedoors Vessel Ownershare Built Size (cuft) Green Frost 100 % Green Ice 100 % Wilson Express 100 % Vessel Ownershare Built Size (cuft) Green Freezer 100 % Green Karmøy 100 % Green Måløy 100 % Green Selje 100 % Green Nostalgic 100 % Green Klipper 100 % Green Ocean 100 % Green Bergen 100 % Green Tromsø 100 % Green Atlantic 100 % Green Snow 100 % Green Autumn 58 % Pacific Alaska 25 % Pacific Chukotka 25 % Pacific Kamchatka 25 % Green Chile BB Green Italia BB Alvena TC Sierra Lara TC Sierra Leyre TC Green Lofoten TC
10 The Terminals The new, fresh link between Guatemala and Florida exemplifies Green Reefers business concept. As a specialist logistics provider for chilled and frozen products, we are essentially putting the farm next door to the supermarket. Terminals are important elements in the company s logistical networks creating a link between the sea and inland transportation services. The use of terminals in the supply chain enables Green Reefers to provide an extended logistic package bringing added value to the company and its clients. Own terminals enables rapid and safe operation of ships in port and secure delivery of cargo to the receivers. Furthermore clients are provided the option to position their cargo closer to the market before the products are sold. The terminals also provide Green Reefers with valuable local presence and expertise, important elements in developing cross border supply chains. The strategy is to expand terminal activities in areas where sufficient infrastructure is not available, thereby creating frameworks for developing competitive and robust logistical chains for reefer cargo. The Baltic terminals are sited at Klaipeda in Lithuania, Swinoujscie in Poland, St. Petersburg and Kaliningrad in Russia. The largest facility is Euro Terminal at Swinoujscie, which added a fourth cold store in February 2007, increasing thus total capacity to tons. The terminals at Klaipeda, St. Petersburg and Swinoujscie are primarily linked to the company s transport of fish in the region. The Kaliningrad terminal is integrated with our contract for transport of meat and poultry from Brazil to Russia. All terminals can handle the whole range of chilled and frozen cargoes. Systems for inland transport to the final receivers have been developed around the terminals. Florida is a main import area of fruit from Central America to the USA. Green_WSI Terminal L.L.C was incorporated early 2006 as a joint venture between Green Reefers and an American stevedoring company for the operation and development of a cold store in Port Manatee. Early 2007 a lease for another cold store was concluded in Port of Tampa thus more than the doubling Green_WSI s capacity in the region. EUROPE Træna Norway Built: 2002 Reefer storage capacity abt tons Måløy Norway Built: 1995 and 2000 Storage capacity abt tons Swinoujscie Poland Three coldstores built in: 1970, 1999 and Reefer storage capacity: abt tons Klaipeda Lithuania 18 Euro Terminal, Poland Built: 1996 Reefer storage capacity abt tons 19 Kaliningrad Russia Built: 2001 Reefer storage capacity abt tons (depending on product) AMERICAS Port Manatee, Florida - USA Reefer storage capacity abt pallets Tampa, Florida - USA Reefer storage capacity abt pallets Zolic Guatemala Reefer storage capacity pallets GWT Tampa, USA GWT Manatee, USA GR, Guatemala GT Måløy, Norway Trades Træna, Norway GR St.Petersburg, Russia GT Klapeida, Lithuania GT Kaliningrad, Russia Furthermore, Green Reefers has terminals on the Norwegian coast, at Måløy and Træna. Both terminals are primarily linked to the company s transport of fish. Træna - Norway Måløy - Norway Terminals represent an important investment area for the company. During the last 12 months 30 % has been added to the overall capacity which now runs at approx tons. New projects are in the pipeline and Green Reefers is planning to enlarge existing terminals and establishing new terminals in other ports in the course of Swinoujscie - Poland Kaliningrad Russia Klaipeda Lithuania Port Manatee, Florida - USA Tampa, Florida - USA Zolic - Guatemala
11 Financial Risk Management and Sensitivity MARKET RISK In contrast to operational and financial risk, which the company endeavours to reduce to the extent possible, the company actively seeks a certain amount of risk in the freight market to create a return on capital for the shareholders. Green Reefers shall create shareholder value by exploiting the commercial opportunities that offer the best yield in relation to the risk involved, within the stipulated strategic guidelines. The company s strategic focus on developing transportation system is to ensure efficient logistical solutions that create added value for the company and its clients. Furthermore the solutions shall provide for income stability despite a volatile spot market. The company endeavours to have a portfolio of trades and contracts that create stability and predictability, combined with spot operations to exploit opportunities in the market. served by containers. The split hereof is based on the strengths and weaknesses of the respective transportation modes. In between however, there will always be a substantial number of activities that can be served by either transportation modes thereby securing a competitive situation between the two providers. Specialised reefer ships will have a preference for large volumes that demand rapid delivery to the market, whereas the containers will be competitive in markets where they can be combined with large numbers of dry cargo containers, and for special products that go in smaller volumes. SENSITIVITY Even if Green Reefers development of own transportation systems and contract coverage reduces the exposure to the spot market, the company will be affected by the trends in the general reefer market. The company has an ongoing fleet renewal programme replacing the oldest and smallest units in the fleet with newer, larger and more effective vessels. Furthermore there is strong focus on preventive maintenance in relation to operation of both ships and terminals. The company has a long-term focus thus giving priority to solutions that yield the best result for the company over time. Operation systems are important tools for the organisation and there is a continuous process to ensure such systems provide correct, timely and relevant information. The company has insurance covers which are normal for the activity performed, including hull & machinery, loss of hire and liability. The insurances cover the risk exposure less a deductible. FINANCIAL RISK INTEREST-RATE RISK Cash deposits, long-term receivables and mortgage loans are balance-sheet items exposed to interest-rate risk. The company has mainly floating interest on mortgage loans, i.e. interest renewals are normally concluded for maximum 12-month periods. On average, the interest for the company s mortgage loans at 31 December 2006 was set for six months cent/cuft REEFER SPOT RATES - TREND jan 97 % of fleet 9 % 8 % 7 % 6 % 5 % 4 % 3 % 2 % 1 % Average of last 12 m spot rates cuft The competitive situation, as expressed in trends in supply and A change in earnings of 10 cents per cubic foot will affect the demand, is the most important factor affecting the company s company s earnings by USD 14 million annually. earnings. Green Reefers is operating in the international reefer BUNKERS PRICES market experiencing competition from other reefer- and container operators. other shipping limiting yard slot availability. We therefore expect Operational risk is related to the operation of ships and terminals. OPERATIONAL RISK $ pr ton the reduction in the specialised reefer ship fleet to continue the Exposure includes damage to equipment, personnel and the The reefer ship spot market was negatively affected by transient coming years. environment, in addition to changes in the operating costs level. 200 factors in the first half of 2006, while the second half evidenced a This will be affected by the quality and age of the fixed assets 150 stronger trend with December reaching historically high levels. and the implemented operation systems. The demand side of the reefer market can be divided in two: consumers purchasing power and product availability. Consumer purchasing power is determined by the general economic development and changes in currency exchange rates. The world economy had a growth of 3% p.a. the last few years and estimates from OECD suggest a similar growth the years ahead. This should have a positive impact on the demand for reefer transportation services. 60 % of cargo volumes in the reefer market are exported from countries with US dollar economies. whereas euro economies account for about 50% of the imports. The USD-Euro exchange rate therefore affects market purchasing power. A strong Euro will support European and reduce US imports, increasing transportation distances and demand for ships. The demand growth in the reefer market has historically run at about 4% per year. The combination of strong economic growth and a strengthening euro bring expectations for a solid growth in demand in the years to come. Being distinct from other shipping markets, availability of the products can be a limiting factor for reefer demand. Weather phenomena affect crops, while plant and animal diseases affect the flow of goods. Furthermore, political decisions also tend to have a strong influence on market trends. For example, Russia has had import restrictions on meat throughout 2006 while the avian influenza still makes the situation for poultry exports uncertain. Such events can be difficult to predict and evaluate. The supply side can be divided into specialised reefer ships and containers. Scrapping of specialised reefer ships has averaged 3% of the fleet the last ten years. The average age of the fleet is nearly 20 years. Although a strong reefer market may postpone the scrapping somewhat, we must expect at least an equivalent scrapping level the next few years. The number of newbuildings has fallen in the same period and the last four years annual deliveries equals 0.2% of the fleet. Consequently, the reefer ship fleet has been reduced. Although the market has improved the current order book is not more than 2.0%. Delivery of newbuildings on a considerable scale will hardly be possible the next few years due to extensive orderbooks in The container ships reefer carrying capacity has increased substantially for a long period, and there is still a large order-book. On the other hand, we have not seen any material change in the containers share of the reefer transport; estimated to be slightly above 50%. A reduced fleet of specialised reefer vessels and an increasing market will however inevitably increase the containers share the next years. Specialised reefer ships have certain advantages over reefer containers. With at least 90 air circulations per hour, the specialised reefer ships have the ability to rapidly lower the temperature in the cargo holds, and also to maintain a stable temperature for the cargo throughout the transportation service. Both CO2 content and humidity can be controlled, and the cargo temperature is is recorded continuously through automated monitoring systems. Moreover, specialised reefer vessels offer cost advantages when transporting large volumes and higher flexibility in seasonal markets. The challenge from the containers has initiated innovative processes and product development among the reefer ship operators. In this respect Green Reefers started late 2005 a process of developing an improved ship design to meet expected future demands from the reefer market. The company s view is that certain trades are best served by specialised reefer ships, while others are more conveniently jan 98 jan 99 jan 00 IFO 380/3,5% Rotterdam REEFER ORDERBOOK jan 01 jan 02 0 % jan 03 jan 04 jan 05 jan 06 jan 07
12 at a rate, including margin, of 6.4% and 4.3% in USD and EUR respectively. At 31 December 2006 total mortgage loans were USD million. A 1% change in interest rate levels thus affects the company s profit by USD 1.7 million. The effective interest rate on mortgage debt in 2006 is set out in Note 18. CURRENCY RISK In 2006, 88% of revenues were in USD, being the company s functional currency. Two-thirds of operating and financial costs were in USD, while the rest were mainly NOK and EUR. Consequently, the company has a net currency exposure through converting a certain amount of USD into NOK and EUR. At year end the company had no foreign exchange hedging contracts. Ship values are mainly expressed in USD, whereas the terminals are expressed in local currency. At 31 December 2006 outstanding mortgage loans of USD million are divided between the currencies as follows: LIQUIDITY RISK The company s strategy is to have available liquid assets or credit lines at any time to be sufficiently robust to withstand prolonged adverse conditions in risk factors and to be able to utilise opportunities in the market. Pursuant to applicable loan agreements, the company shall hold a minimum liquidity reserve that corresponds to 50% of the next 12 months instalments on mortgage loans. Surplus liquidity is placed in banks on the best possible terms. OIL PRICE RISK The company is affected by bunker price volatility. Increased bunker prices will be charged to the client through increased freight rates, although this might be difficult in a short term perspective. The company partly hedges bunker cost exposure through bunker clauses in freight contracts in addition to certain financial hedging although the main bunker supplies are provided in the spot market. The company has no contracts with bunker suppliers. USD (81%) EUR 30.4 (18%) NOK 2.4 ( 1%) Supply/Demand balance Supply Fleet, cuft Demand Seaborne reefer distance volume Specialised reefer fleet Cont. reefer capacity Utilization Demand for reefer volumes Supply of reefer volumes Seaborne distance shipped Newbuilding Newbuilding Structural factors Economic growth Climatic phenomenan Supply/Demand Micro-level Scrapping Scrapping Exchange rates Political decisions Non economic variables Taste, trends...
13 Director s Report In 2006 Green Reefers continued to expand, by the end of the year having established itself as a major player in the international reefer market by operating a total of 45 ships in the to cbft segment. The terminal activities were also strengthened, whilst the company further enhanced its transportation systems, so as to reduce exposure to the spot market. Following a weak start of 2006, the market evidenced a stronger trend the last two quarters, compared to the same period in The slow start was due to several adverse factors within the production areas which caused a reduction in total volumes shipped. Increased number of vessels into lay-up reduced supply by the 3rd quarter, whereas enlarged volumes firmed up the market from then on. Gross income, USD 158 million (USD 149 million) was higher than in 2005 due to a combination of increased activities and improved rates. Income on a net timecharter basis was USD 95 million (USD 89 million) out of which USD 68 million (USD 68 million) was allocated to the company s owned vessels. For 2006 the Group s operating profit (EBITDA) was USD 16.0 million, as against USD 25.7 million in Increased operating cost negatively impacted the company s operating result. The figures for 2006 include profit on sale of ships of USD 1.7 million compared to USD 6.3 million in The pre-tax result was USD million. The corresponding figure for 2005 was USD 18.8 million. Result after taxes was USD million (USD 17.4 million). 24 The company s fleet renewal strategy continued in 2006 including the acquisition of 22 ships and sale of three ships (one in 2007). The ships sold were amongst the oldest and smallest vessels in the fleet. On the terminal side, during 2006 and the beginning of 2007, the company took control of a total of three facilities in Central- America and Florida, enhancing thus the company s services within that region. A further expansion of the terminal in Poland was completed in February Business summary Green Reefers is a logistics service provider in the international reefer market. The company develops transportation systems which integrate ships and terminals, in a door-to-door logistical service similar to what is provided by the container operators. 25 Toril Eidesvik, (1968), Executive Chairman Toril Eidesvik is employed as a lawyer with Caiano AS, having earned her legal degree from the University of Oslo in She previously worked for nine years as a lawyer for the law firm Simonsen Musæus and for Gjensidige NOR Sparebank. Mrs. Eidesvik has served as board member of Green Reefers since May Mrs. Eidesvik is a Norwegian citizen and resides in Bergen, Norway. Mads Ansgar Ellefsen, (1969), Board member Mads Ellefsen has been working with Seahold N.V. on corporate and strategic matters since He holds a Bachelor of Arts degree in Business studies from the University of Stirling, Scotland. Prior to the engagement with Seahold N.V. Mr. Ellefsen held a position as Managing Director of Capital Corporate ASA for 5 years and prior to this he worked as a representative for the Dutch-based merchant bank NIB Capital and held a position in shipping department of Industri & Skipsbanken ASA. Mr. Ellefsen is a Norwegian citizen and resides in Bergen, Norway. Per Gunnar Solstad, (1933), Board member Per Gunnar Solstad is Vice President and member of the board in Solstad Offshore ASA and subsidiaries. He is an educated sea captain and «dispasjør». Mr. Solstad is the chairman in Skude Verft and a member of the board in Green Reefers since Mr. Solstad is a Norwegian citizen and resides in Skudeneshavn, Norway. Eivind Eidesvik, (1975), Board member Mr. Eidesvik is educated as a Ship Master. He has previous experience as seaman from Eidesvik & Co AS, mate from Austevoll Havfiske AS and operator from Green Reefers. Mr. Eidesvik is currently the General Manager of Caiano Shipping AS and Caiano Ship AS. He is board member of Wilson ASA, BKR Carriers AS and, since 2006, of Green Reefers. Mr. Eidesvik is a Norwegian citizen and resides in Bergen, Norway. Bernt Daniel Odfjell, (1938), Deputy Chairman Bernt Daniel Odfjell is the Chairman and principal shareholder in Odfjell ASA, a 60 chemical tanker operator. He has been with this company since Mr. Odfjell is a Norwegian citizen and resides in Bergen, Norway. André Atema, (1965), Board member André Atema has been working with Seahold N.V. as Chief Financial Officer since He holds the title of Certified Public Auditor with the Dutch Auditors Association. Mr. Atema has held various positions with the Seahold Group of companies since 1994, excluding a period of three years when serving as Chief Financial Officer in the Dutch logistic company Pax Beheer. Prior to this he was a manager in Deloitte & Touche in Groningen, The Netherlands. Mr. Atema is a Dutch citizen and resides in Zuidlerxen, the Netherlands. In 2006 the main transportation systems included transportation of juice products, meat, poultry, bananas, other fruits and fish. Spot market cargoes complement the regular activities. Development of own transportation systems reduces the exposure to the spot market, creating efficient logistical services and added values, both for the clients and for the company. Main operation areas in 2006 were exports of fruits from Central- America, meat from Brazil and fish from Norway and Iceland. Ships Green Reefers operate a fleet of 45 ships whereof the company holds equity in 39. The main group of ships, 38 are in the cbft segment whereas the remaining 7 are in the segment. The latter are primarily employed in the fish trade in the Northern Areas whereas the larger ships are mainly trading in the Trans-Atlantic fruit and meat trades.
14 In 2006 a considerable fleet expansion took place by the acquisition of 22 vessels for in total USD 187 million. Two ships, additionally, were engaged by long-term bareboat contracts, including purchase options. The main transaction took place during December 2006 when contracts were concluded for the acquisition of 20 ships for, in total, USD 176 million, of which eight were already part of the company s commercial operation. These eight ships were acquired from the then existing shareholders in Green Reefers. The remaining 12 vessels were acquired from companies associated with Seatrade, the worlds leading reefer operator. Settlement was by way of 65% cash and the remaining 35 % by shares in Green Reefers, at a share price of NOK This acquisition program was completed on 25 January «Green Igloo» and «Green Arctic» were sold in 2006 for USD 2.1 million and USD 2.7 million respectively. Furthermore, «Green Frio» was sold early 2007 at USD 2.4 million. Terminals Green Reefers operates 7 cold stores and, additionally, has one under construction. Early 2006 the company concluded a 10 year contract to operate and develop a cold store facility at Port Manatee, Florida, with a capacity of pallets. Towards the end of the year the company entered into a 20 year lease for a m 2 capacity warehouse in Guatemala. This space will be converted into a cold store early 2007 with a cargo capacity of pallets. Total investments are approximately USD 3.5 million. Furthermore, in January 2007 the company secured a 3 year lease on a cold store facility in Tampa, Florida with a capacity of pallets. All three agreements emphasize the company s focus in this region and aims to enhance Green Reefers services between Central-America and US Gulf ports. Furthermore, Euro Terminal in Poland added a fourth cold store in February 2007, increasing thus total capacity to tons. Lease contract for a tons cold store in Klaipeda, Lithuania was also concluded early The reefer market in 2006 The reefer market is despite fluctuations showing a long-term positive trend. The set-back experienced during second half of 2005, and the first half of 2006, is considered to be a temporary interruption in this positive trend. The cause of this set-back consists of temporary adverse developments and a chain of unfavourable coinciding circumstances. Production problems due to climatic conditions in South-America and political issues (import/export restrictions) reduced volumes, a strong local currency in South Africa restrained trade from this important exporter and, the avian flu also reduced meat volumes transported. Such reductions in volumes were the main reasons for the interruption in the market s upward growth trend. Data from OECD shows the world economy experiencing a growth rate of around 3% providing expectations for strong growth in reefer demand. Through 2006 the Euro strengthened about 10 % against the US dollar, which helped to maintain purchasing-power in Europe, being the main import area for reefer cargoes. In 2006 newbuildings corresponding to 0.2% of the world reefer fleet were delivered, while scrapping of ships ran at 1.3%, hence the fleet decreased by 1.1%. Newbuilding orderbook is currently at 2 % of the existing fleet. On the other hand, the container ships reefer capacity grew sharply in 2006, although they do not seem to be able to increase their share in the reefer segment to the same extent. The 2006 result The Group s operating income in 2006 was USD 158 million as against USD 149 million the previous year. The growth in income is a combination of improved rates and an increased level of activity. Income on a net time charter basis was USD 95 million and USD 89 million respectively. The amount hereof, pertaining to the company s owned and chartered vessels was flat at USD 68 million due to more external pool vessels during Operating result before depreciation (EBITDA) was USD 16.0 million as against USD 25.7 million the preceding year. EBITDA for 2006 includes profit on sale of assets of USD 1.7 million whilst in 2005 the corresponding figure was USD 6.3. The operating profit for 2006 was only USD 5.8 million, including USD 0.6 million reversals of previous write-downs. In 2005 the operating profit was USD 17.6 million. Pre-tax result in 2006 was USD million against USD 18.8 million in Result after taxes in 2006 was negative USD 1.7 million against positive USD17.4 million in Taxes derive from two elements, 28 % of the periodic result and, currency exchange adjustments on deferred tax assets stipulated in NOK. The 2006 reported tax cost is non payable, however, due to tax losses carried forward. Ships operating costs were substantially higher than last year. The increase was partly due to more ships in the fleet in combination with a general increase in cost of 9 %. Time charter activity was lower thereby favourably affecting chartering cost with 20 %. The USD weakened against EUR from 1.18 at year-end 2005 to 1.32 at 31 December EBITDA ex. The capital NOK/USD gains rate during the same period went from quarterly to total This impacted loans in EUR and NOK negatively 1000 USD 25 with 000 an unrealised currency loss of USD 2,8 million whereas 2005 had a gain of USD 2.6 million. Increased USD interest rates in combination with higher loans caused USD 1,1 million in higher interest cost Operations generated a cash-flow of USD 14.3 million in 2006 as compared to 12.2 million in Investment and financing comprised USD million (47.2 million) and USD million (50.4 million) respectively, so that the net cash-flow for the company in 2006 was USD million. The parent company recorded a result of NOK million (NOK million) thus NOK million is deducted from Other Equity. Reversal of previous write-downs on financial assets amount to NOK 4.0 million (NOK million). The company s non-restricted equity was NOK million at 31 December The Board of Directors does not recommend the payment of dividend for The accounts have been prepared on the assumption of a going concern. Finance and capital structure Cash assets as per 31 December 2006 was USD 10.6 million (USD 23.6 million as of 31 December 2005). Interest-bearing debt totals USD million (USD 73.9 million). Of the company s debt, 80 % is in USD, 18 % in EUR and 2 % in NOK. The weak market first half of 2006 led to increased lay-up of vessels, On 12 December an extraordinary general meeting in connection 26 Additionally, the company bought the remaining shares in M/V «Wilson Express» at a price reflecting the company s purchase option, valuing the ship at USD 7.3 million. reducing ships supply. In combination with larger volumes of reefer loads this contributed to a strengthening of the market, especially towards the end of the year. Adding one terminal early 2006 increased other income and other cost with a net figure of USD 0,8 million. Furthermore the administration cost was up 10 % in 2006 attributable in part to with the 20 ship acquisition program authorised a private placement of USD 61.6 million of new equity at a subscription price of NOK This corresponded to 35% of the value of the 20 ships 27 The fleet additions represent an added capacity of 5.8 million cbft However, disappointingly for the year as a whole, the spot market the increased activity. Record bunker prices had a dampening acquired. The shares were issued to the respective sellers of the bringing the new total to 12.8 million cbft. rates in the segment in which the company is operating are effect on the operating result. The increase in depreciation was in ships. The general meeting furthermore approved a pre-emptive estimated to be slightly below that of consequence of a larger fleet in rights issue of USD 20 million at a subscription price of NOK USD q q q q q q q q q q q OPERATING INCOME AND OPERATING COSTS 2005 Operating income 2006 Operating costs 3 q q q q As per 31 December 2006 a total of USD 2.9 million of new equity had been issued. Per year- end the company had USD 42.1 million of convertible debt relating to the acquisition of the aforementioned vessels. Such debt was converted into equity in January All capital increases were completed and funds released to the company early February. The effect of the above transactions, totalling USD 81.6 million, was that the share capital increased from NOK 141 million to NOK 253 million; an 80 % increase. Being the seller of 12 ships to the company and through the subscription of 38 % of the pre-emptive rights issue, Seatrade Partship B.V. became a 25 % shareholder in Green Reefers. 3 q USD q EBITDA ex. capital gains 4 quarterly total 3 q q q q q q q q q q q q q q q. 2007
15 The remaining part of the acquisition cost for the new vessels was financed by a USD 120 million loan facility provided by DnB Nor Bank and Nordea Bank. Upon completion of ship deliveries on 25 January the total interest bearing debt had increased to USD 199 million. Book equity 31 December 2006 was USD 86.4 million (USD 89.0 million). The equity ratio was 27%. The corresponding figures after completion of ship deliveries and recording of the new equity were USD 163,3 million and 43%. Employees, expertise and the environment Green Reefers shall conduct its business to high safety, quality, environmental and ethical standards. Continuous training of personnel on ships, at terminals and ashore is a permanent and important feature. Stringent environmental and safety requirements guide all our operations and considerable resources are allocated to the promotion and practice of a proactive attitude, to all ongoing and future changes in the regulations and legislation. The company aims for a good working environment. The Board of Directors considers same to be satisfactory, both on shore and at sea. Mariners and shore-based employees had a total of sick days in 2006, which is equal to 2.1%, consisting of 1.6 % for seafarers and 4,9 % for office employees. The national shore based average is 3.5 %. Altogether 14 lost time injuries were recorded in 2006, all among mariners. There is a continuous focus on implementing preventive measures to reduce personal injuries in the company s operations. Bergen, 21 March 2007 The Board of Director s of GREEN REEFERS ASA Toril Eidesvik Executive Chairman Bernt Daniel Odfjell Deputy Chairman Per Gunnar Solstad Eivind Eidesvik There are equal opportunities for men and women in Green Mads Ellefsen Reefers. The company s head office has traditionally recruited from working environments where the numbers of men and women are equally represented, although we experience limited female applications for positions within the areas of commercial and technical operation of ships. The company has 55 employees André Atema at its main office in Bergen, of which 21 are female. Working hour arrangements in the company follow the various positions and are not gender related. The percentage of part-time workers is slightly higher amongst women. The board takes this opportunity to thank its employees for their contribution to our progress in 2006; an especially challenging year behind us. Corporate Governance The Board has dealt with the topic of corporate governance and a separate section can be found on page 72 in this annual report. Future prospects The improved spot market towards the end of 2006 implies a more balanced market. The Board of Directors is fairly optimistic as to future prospects for the reefer market. The basis therefore is a strong demand for temperature-controlled cargoes combined with beneficial long-term macroeconomics. More information about market development and the company s financial risk is set out in the Financial Risk Management and Sensitivity section on page 20. Erik Thulin Managing Director Customers notice that ethic awareness is at the core of our company s operations. To Green Reefers, it makes a world of difference how we reach our goals.
16 Profit and loss statement_resultatregnskap Balance sheet_balanse IFRS IFRS IFRS (USD 1000) Notes OPERATING INCOME DRIFTSINNTEKTER Gross freight income Brutto fraktinntekter Other income Andre inntekter Net profit on sale of Netto gevinst ved salg av fixed assets anleggsmidler Operating income, in total Sum driftsinntekter OPERATING COSTS DRIFTSKOSTNADER Voyage related costs Reiseavhengige kostnader Vessel operating costs Driftskostnader skip 4,5,8 TC-hire TC-hyre 25 Bareboat-hire Bareboat-hyre Other operating costs Andre driftskostnader 3,4,5 Operating costs, in total Sum driftskostnader Operating result before Driftsresultat før avdepreciation (EBITDA) og nedskrivninger (EBITDA) IFRS IFRS IFRS (USD 1000) Notes ASSETS EIENDELER FIXED ASSETS ANLEGGSMIDLER Vessels Skip 12,13,20 Terminals Terminaler 12,13 Other fixed assets Andre driftsmidler 12,20 Shares in associated companies Aksjer i tilknyttede selskaper 10 Other shares Andre aksjer og andeler 11 Other long-term receivables Andre langsiktige fordringer 6,15 Defered tax assets Utsatt skattefordel 7 Fixed assets, in total Sum anleggsmidler CURRENT ASSETS OMØPSMIDLER Trade receivables Kundefordringer 13 Inventories Beholdninger Other current assets Andre fordringer Cash and cash equivalents Bankinnskudd 13,17 Current assets, in total Sum omløpsmidler ASSETS, IN TOTAL SUM EIENDELER Depreciation Avskrivinger 12 EQUITY AND LIABILITIES EGENKAPITAL OG GJELD Write-downs/reversal Nedskrivinger/reversering 30 write-downs nedskrivninger 12 EQUITY EGENKAPITAL 31 Paid up equity Innskutt egenkapital OPERATING RESULT (EBIT) DRIFTSRESULTAT (EBIT) Share capital Aksjekapital 27 Own shares -131 Egne aksjer FINANCIAL INCOME AND FINANSINNTEKTER OG Share premium reserve Overkursfond FINANCIAL COSTS FINANSKOSTNADER Net profit on sale of financial assets Resultat ved salg av finansaktiva Retained earnings Opptjent egenkapital Profit and loss from associated Andel resultat tilknyttet Other equity Annen egenkapital companies a.o selskap m.v. Minority interests Minoritetsinteresser Interest and other financial items Rente- og andre finansinntekter Equity, in total Sum egenkapital Profit (loss) on exchange Agio (disagio) Unrealized profit (loss) on loans Urealisert agio (disagio) pantelån LONG-TERM LIABILITIES LANGSIKTIG GJELD Interest and other financial items Rente- og andre finanskostnader Mortgage loans Pantegjeld 19 Pension liabilities 227 Pensjonsforpliktelser 6 Financial items, in total Sum finansposter Other long-term liabilities 195 Annen langsiktig gjeld Long-term liabilities, in total Sum langsiktig gjeld PROFIT (LOSS) BEFORE TAXES RESULTAT FØR SKATTEKOSTNAD SHORT-TERM LIABILITIES KORTSIKTIG GJELD Taxes Skattekostnad 7 PROFIT (LOSS) FOR THE YEAR ÅRETS RESULTAT Minority interest Andel resultat til minoritet Majority interest Andel resultat til majoritet Profit (loss) per share Resultat pr. aksje 22 Diluted profit (loss) per share Utvannet resultat pr. aksje 22 Convertible loan Konvertibelt lån 18 First year payment on long-term liabilities Første års avdrag langsiktig gjeld 19 Suppliers Leverandørgjeld Taxes, public duties a.o Skyldige offentlige avgifter m.v. Other short-term liabilities Annen kortsiktig gjeld 16,20 Short-term liabilities, in total Sum kortsiktig gjeld EQUITY AND LIABILITIES, IN TOTAL SUM EGENKAPITAL OG GJELD Bergen, March 21, On the board of GREEN REEFERS ASA Bergen, 21. mars I styret for GREEN REEFERS ASA Toril Eidesvik Executive Chairman Per Gunnar Solstad Andrè Atema Bernt Daniel Odfjell Deputy Chairman Eivind Eidesvik Mads Ansgar Ellefsen Erik Thulin Managing Director
17 Cash flow statement_kontantstrømsoppstilling Equity_egenkapitaloppstilling (IFRS) IFRS IFRS IFRS (USD 1000) Notes OPERATIONS OPERASJONELLE AKTIVITETER Payments from operating income Innbetalinger av driftsinntekter Payments for operating costs Utbetalinger for driftskostnader Payments to employees Utbetalinger til ansatte, arbeidsgiverand tax authorities avgift og forskuddstrekk Payments from interest income Innbetalinger av renter Payments of interest and financial items Utbetalinger av renter Net cash flow Netto kontantstrøm fra from operations (1) operasjonelle aktiviteter INVESTMENTS INVESTERINGSAKTIVITETER Sale of fixed assets Salg av varige driftsmidler Investment in fixed assets Investering i varige driftsmidler Changes in other investments Endring i andre investeringer Share Own Share premium Retained Foreign currency Minority capital shares reserve earnings translation interests Total Aksje- Egne Overkurs- Annen Omregnings Minoritets- (USD 1000) kapital aksjer fond egenkapital differanse interesser Sum Equity 31/ Egenkapital 31/ Share issues Emisjoner Issue expenses Emisjonskostnader Investment in own shares Kjøp av egne aksjer Minority on investment Tilgang minoritetsinteresser Foreign currency translation Omregningsdifferanse Share dividend Utbetalt utbytte Profit (loss) on exchange conv. loan Agio konvertibelt lån Profit (loss) to the equity Årets resultat Equity 31/ Egenkapital 31/ Net cash flow Netto kontantstrøm fra from investments (2) investeringsaktiviteter FINANCING FINANSIERINGSAKTIVITETER Loans Opptak av lån Repayment of loans Nedbetaling av lån Share issues/convertible loan Emisjoner/konvertibelt lån Investment in own shares -485 Kjøp egne aksjer Share dividend Utbytte Net cash flow Netto kontantstrøm fra from financing activities (3) finansieringsaktiviteter NET CASH FLOW NETTO ENDRING I KONTANTSTRØM FOR THE YEAR (1+2+3) GJENNOM ÅRET (1+2+3) Profit (loss) due to exchange rate Effekt av agio på fluctuations on cash likviditetsbeholdningen CASH AND CASH EQUIVALENTS 1/ BANKINNSKUDD 1/1 CASH AND CASH EQUIVALENTS 31/ BANKINNSKUDD 31/ Profit (loss) before taxes Resultat før skattekostnad Net profit from sale of fixed assets Gevinst ved salg av anleggsmidler Depreciation and write-downs Av-/ og nedskrivninger Change in inventories Endring i varelager Change in debtors Endring i kundefordringer Change in creditors Endring i leverandørgjeld Change in pension liabilities Endring pensjonsforpliktelse Change in other accruals Endring i andre tidsavgrensningsposter Unrealized (gain) loss on exchange Effekt av valutakursendringer Cash flow from Netto kontantstrøm fra operations operasjonelle aktiveteter
18 Notes to the financial statements_noter til regnskapet Notes_noter NOTE 1 ACCOUNTING POLICIES Green Reefers ASA is the parent company in the Group and is domiciled in Norway, with office address Ulsmågveien 7, 5224 Bergen. The company s consolidated financial statements for the 2006 financial year covers Green Reefers ASA and its subsidiaries and the Group s shares in associates as shown in Notes 9 and 10. Main principles The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the EU. The IFRS principles have been applied consistently for 2006, 2005 and 2004, with the exception of the principles for recognition and measurement of financial instruments, in which IAS 39 was implemented from 1 January 2005 without change of comparative figures. The consolidated financial statements have been prepared on a historical cost basis, except for investments held for trading, which are measured at fair value. Changes in accounting policies Accounting policies in accordance with IFRS have been incorporated beginning 1 January For consolidation purposes the balance sheet figures for subsidiaries with a different functional currency are translated at the rate of exchange ruling on the balance sheet date, and the income statement is translated at the transaction rate. Translation differences are charged to equity. When subsidiary with a different functional currency are disposed of, the accumulated translation difference associated with the subsidiary is taken to profit or loss. REGNSKAPSPRINSIPPER Green Reefers ASA er morselskap i konsernet og hjemmehørende i Norge, med kontoradresse Ulsmågveien 7, 5224 Bergen. Selskapets konsernregnskap for regnskapsåret 2006 omfatter Green Reefers ASA og dets datterselskaper, og konsernets andeler i tilknyttede selskaper som vist i note 9 og 10. Hovedprinsipp Konsernregnskapet er avlagt i samsvar med Internasjonale standarder for finansiell rapportering (IFRS) slik disse er fastsatt av EU. IFRS prinsippene er konsistent anvendt for 2006, 2005 og 2004, med unntak av prinsippene for klassifisering og måling av finansielle instrumenter, hvor IAS 39 er implementert fra 1/ uten endring av sammenligningstall. Konsernregnskapet er utarbeidet på grunnlag av historisk kost, med unntak av investering holdt for handelsformål som vurderes til virkelig verdi. Endringer i regnskapsprinsippene Regnskapsprinsipper i henhold til IFRS er innarbeidet fra og med 1/ For konsolideringsformål er balansetall for datterselskaper med annen funksjonell valuta omregnet til balansedagens kurs og resultatregnskapet er omregnet til transaksjonskurs. Omregningsdifferanser føres mot egenkapitalen. Ved avhendelse av datterselskap med annen funksjonell valuta blir akkumulert omregningsdifferanse knyttet til datterselskapet resultatført. Translation differences arise in connection with currency differences during consolidation of foreign companies. Currency differences on monetary items that in reality are part of a company s net investment in a foreign company are also included as translation differences. When foreign companies are disposed of, wholly or partly, the accumulated translation difference associated with the unit is reversed and recorded in the profit and loss accounts in the same period that the gain or loss from the disposal is recognised. Minority interests are included in the Group s equity. Minority interests consist of the minority s share of the carrying value of subsidiaries including the share of identified excess value at the date of acquisition. Intra-group transactions and balances, including intra-group profits and losses, are eliminated. The consolidated financial statements are prepared using uniform accounting policies for equal transactions and other events in similar circumstances. Recognition of revenue Periodisering av inntekter Revenue is recognised when it is probable that transactions will Inntekter regnskapsføres når det er sannsynlig at transaksjoner vil IAS 39 concerning recognition and measurement of financial instruments was implemented as of 1 January IAS 39 om klassifisering og måling av finansielle instrumenter er implementert fra 1/ generate future economic benefits that will accrue to the company, and the size of the amount can be reliably estimated. Sales revenues are presented net of value added tax and discounts. generere fremtidig økonomiske fordeler som vil tilflyte selskapet, og beløpets størrelse kan estimeres pålitelig. Salgsinntekter er presentert netto fratrukket merverdiavgift og rabatter. 34 Functional currency and presentation currency The Group presents its financial statements in USD. This is also the parent company s functional currency. Funksjonell valuta og presentasjonsvaluta Konsernet presenterer sitt regnskap i USD. Dette er også morselskapets funksjonelle valuta. 35 Freight income is recognised over the period of the voyage, which lasts from discharging the previous voyage until discharging on the voyage in question, including any ballast. Freight income related to vessel voyages is recognised according to the number of days the voyage lasts before and after the balance sheet date. Pool participation Gross freight income and voyage-related costs are allocated to the individual ships in the pool according to agreed pool allocation keys. Payment to pool participants is included in the TC-hire. Omregningsdifferanser oppstår i forbindelse med valutaforskjeller ved konsolidering av utenlandske selskaper. Valutaforskjeller på pengeposter som i realiteten er en del av et selskaps nettoinvestering i et utenlandsk selskap inngår også som omregningsdifferanser. Ved hel eller delvis avhendelse av utenlandsk selskap reverseres og resultatføres akkumulert omregningsdifferanse knyttet til enheten i samme periode som gevinsten eller tapet ved avhendelsen er regnskapsført. Minoritetsinteresser inngår i konsernets egenkapital. Minoritetsinteresser består av minoritetens andel av balanseført verdi av datterselskaper, herunder andel av identifiserte merverdier på oppkjøpstidspunktet. Konserninterne transaksjoner og mellomværende, inkludert internfortjeneste/-tap, er eliminert. Konsernregnskapet er utarbeidet med ensartede regnskapsprinsipper for like transaksjoner og andre hendelser under like omstendigheter. Fraktinntekter periodiseres over reisens periode; som går fra ferdig utlossing forrige reise til og med lossing på den aktuelle reisen, inkludert eventuell ballast. Fraktinntekter relatert til overgangsreiser periodiseres ut fra det antall dager reisen varer før og etter balansedagen. Pooldeltagelse Brutto fraktinntekter og reiseavhengige kostnader fordeles til de enkelte skip som inngår i poolen i henhold til avtalt fordelingsnøkkel i poolen. Utbetaling til pooldeltakere inngår i TC-hyre. Opening balance for translation differences 1/ is fixed at zero. Basis of consolidation The consolidated financial statements cover Green Reefers ASA and companies over which Green Reefers ASA has controlling influence. Controlling influence is normally gained when the Group owns, directly or indirectly, more than 50% of the shares in the company and is capable of exercising actual control over the company. The purchase method of accounting is used for acquired companies. Companies that are acquired during the year are consolidated from the date control was obtained. Companies where Green Reefers shareholding is between 20 50% and where Green Reefers has significant influence are considered to be associates and accounted for under the equity method. The share of the income is presented on a separate line under financial items. In the balance sheet the book value of the investment is grouped under non-current assets. Inngående balanse 1/ på omregningsdifferansen er satt til null. Konsolideringsprinsipper Konsernregnskapet omfatter Green Reefers ASA og selskaper som Green Reefers ASA har bestemmende innflytelse overfor. Bestemmende innflytelse oppnås normalt når konsernet eier, direkte eller indirekte, mer enn 50% av aksjene i selskapet og er i stand til å utøve faktisk kontroll over selskapet. Oppkjøpsmetoden er brukt ved regnskapsføring av oppkjøpte selskaper. Selskaper som er kjøpt i løpet av året er konsolidert fra tidspunktet kontroll oppnås. Investeringer i selskaper med en eierpost på mellom 20% og 50% og hvor Green Reefers har en betydelig innflytelse, betraktes om tilknyttet selskap og regnskapsføres etter egenkapitalmetoden. Andel av resultat er presentert på egen linje under finansposter. I balansen fremkommer bokført verdi av investeringen som anleggsmiddel. Classification of assets and liabilities Assets intended for permanent ownership or use are classified as fixed assets. Other assets are classified as current assets. Receivables due within one year are classified as current assets. Similar criteria are used in classifying long-term and short-term liabilities, including presenting the first year s instalments on mortgage loans as current liabilities. Transactions and monetary items in foreign currency Transactions in foreign currency are translated at the rate ruling on the date of the transaction. Monetary items in foreign currencies are translated at the rate of exchange ruling at the balance sheet date. Non-monetary items measured in terms of historical cost in a foreign currency are translated into USD using the exchange rate at the date of the transaction. Exchange rate differences are taken to profit or loss. Klassifisering av eiendeler og gjeld Eiendeler bestemt til varig eie eller bruk klassifiseres som anleggsmidler. Andre eiendeler er klassifisert som omløpsmidler. Fordringer som skal innfris innen ett år er klassifisert som omløpsmidler. Ved klassifisering av langsiktig og kortsiktig gjeld er tilsvarende kriterier lagt til grunn, herunder at første års avdrag på pantegjeld er presentert som kortsiktig gjeld. Transaksjoner og pengeposter i utenlandsk valuta Transaksjoner i utenlandsk valuta omregnes til kursen på transaksjonstidspunktet. Pengeposter i utenlandsk valuta omregnes til balansedagens kurs. Ikke-pengeposter som måles til historisk kost uttrykt i utenlandsk valuta, omregnes til valutakurs på transaksjonstidspunktet. Valutakursendringer føres over resultatet.
19 Notes_noter Notes_noter Tangible fixed assets and depreciation Tangible fixed assets are stated at cost less accumulated depreciation and impairment losses. Cost of assets consists of the purchase price and costs related to the purchase. Improvements are capitalised, and repairs and maintenance are expensed. Upon acquisition, items of tangible fixed assets are decomposed for depreciation purposes if this is material for the depreciation cost. The components are depreciated on a straight-line basis based on their expected useful life and residual value at the end of their useful life. The depreciation schedule is reviewed annually to ensure that it accords with the economic realities of the asset. Residual values are evaluated on a quaterly basis. Residual value of the assets is calculated on the basis of best estimate on the balance sheet date. Drydocking/survey costs of owned ships are capitalised and depreciated evenly until the next docking, normally 30 months. When ships are purchased a share of the cost price is decomposed and depreciated until the next docking/survey. The depreciation schedule and method are stated in Note 12. Impairment of assets Nedskrivning anleggsmidler At each reporting date the Group assesses whether there is an Konsernet vurderer på balansedagen om det foreligger indikasjon 36 indication that an asset may be impaired. If any such indication exists, på verdifall på anleggsmidler. Dersom slik indikasjon foreligger, classified as current assets. er klassifisert som omløpsmidler. 37 or where annual testing for impairment is required, the Group makes an estimate of the asset s recoverable amount. An asset s recoverable amount is the higher of an asset s net selling price or value in use. Where the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. If, in a subsequent period, the amount of the impairment loss decreases, and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss shall be reversed. The reversal shall not result in a carrying amount of the asset that exceeds what the amortised cost would have been had the impairment loss not been recognised at the date the impairment is reversed. Leasing Leases are treated as financial or operational leasing based on a specific assessment of the individual agreement. Operating lease Leases where the majority of the risk is on the counterparty are classified as operating leases. The rent is classified as an operating expense, and is recognised in the income statement over the period of the contract. Varige driftsmidler og avskrivninger Varige driftsmidler er vurdert til anskaffelseskost fratrukket akkumulerte av- og nedskrivninger. Anskaffelseskost for driftsmidler består av kjøpspris og kostnader i forbindelse med kjøpet. Påkostninger blir aktivert, og reparasjon og vedlikehold blir kostnadsført. Ved anskaffelse blir varige driftsmidler dekomponert for avskrivningsformål dersom dette er vesentlig for avskrivningskostnaden. Komponentene avskrives lineært basert på antatt brukstid og restverdi ved utløp av brukstiden. Avskrivningsplan blir vurdert årlig for å sikre at den samsvarer med de økonomiske realitetene til driftsmiddelet. Vurdering av restverdi gjøres kvartalsvis. Restverdier på driftsmidlene beregnes ut i fra beste estimat på balansedagen. Dokking-/klassekostnader på eide skip aktiveres og avskrives jevnt frem til neste dokking, normalt 30 måneder. Ved kjøp av skip blir en andel av kostprisen dekomponert og avskrives frem til neste dokking/klassing. Avskrivningsplan og metode fremgår av note 12. eller det er krav om årlig testing for verdifall, estimerer konsernet eiendelens gjenvinnbare beløp. Gjenvinnbart beløp er det høyeste av netto salgsverdi eller bruksverdi. I tilfelle bokført verdi er høyere enn gjenvinnbart beløp, foretas nedskrivning til gjenvinnbart beløp. Bruksverdi estimeres ut fra forventet kontantstrøm neddiskontert med før-skatt diskonteringsrente som reflekterer kontantstrømmens risiko og tidsperiode. Dersom årsaken til nedskrivningen i en senere periode bortfaller, og bortfallet kan knyttes objektivt til en hendelse som skjer etter at verdifallet er innregnet, reverseres den tidligere nedskrivningen. Reverseringen skal ikke resultere i at den balanseførte verdien av eiendelen overstiger det beløpet eiendelen ville ha vært bokført til på tidspunktet da nedskrivningen blir reversert dersom verdifallet ikke var blitt innregnet. Leasing Leieavtaler vurderes som finansiell og operasjonell leasing etter en konkret vurdering av den enkelte avtale. Operasjonell leieavtale Leieavtaler hvor det vesentligste av risikoen er på kontraktmotparten, blir klassifisert som operasjonelle leieavtaler. Leien klassifiseres som en driftskostnad og resultatføres over kontraktsperioden. Financial lease Financial leases are presented in the financial statements as assets and liabilities equal to the cost price of the asset. The cost price is set at the present value of the rent and direct costs related to the leasing contract. The monthly lease is separated into an operating element, an interest element and a principal element. The asset included in a financial lease is depreciated. The depreciation schedule is consistent with similar assets owned by the Group. Financial instruments The Group began using IAS 39 Financial Instruments: Recognition and Measurement on 1 January In accordance with this financial assets are classified into the following categories: 1) held for trading 2) receivables and loans Derivatives are classified as held for trading, including those acquired to reduce identified risk in bunkers prices. All other financial assets are classified as loans and receivables. Financial assets defined as receivables are included in financial fixed assets unless the redemption date is less than 12 months after the balance sheet date. The remaining financial assets are Financial liabilities defined as debt are included in long-term liabilities unless they have a term of less than 12 months, in which case they are classified as current liabilities. All sales and purchases of financial instruments are recorded on the transaction date. Transactions costs are included in cost price, with the exception of financial assets held for trading where the transaction costs are expensed on the transaction date. Financial instruments held for trading are stated at fair value. Fair value is determined by prices established in respective markets. Changes in fair value of financial instruments classified as held for trading are recognised in profit and loss accounts and presented under financial income/expenses. Investment in associates, where significant influence is exercised by Green Reefers and/or its subsidiaries, is accounted for using the equity method. See further details under consolidation. Investment in companies of less than 20% owner s share is recorded according to the cost method. Reliable estimates of market values are not available. Inventories Inventories of bunkers are valued at the lower of cost (according to the FIFO method) or fair value (market value). Finansiell leieavtale Finansielle leieavtaler presenteres i regnskapet som eiendeler og gjeld lik kostprisen til eiendelen. Kostprisen fastsettes til leiens nåverdi og direkte kostnader knyttet til leiekontrakten. Månedlig leiebeløp er separert i et driftselement, et renteelement og et avdragselement. Eiendelen som inngår i en finansiell leieavtale avskrives. Avskrivningsplanen er konsistent med tilsvarende eiendeler som er eid av konsernet. Finansielle instrumenter Konsernet tok i bruk IAS 39 Finansielle instrumenter, regnskapsføring og måling, 1/ I overensstemmelse med dette er finansielle eiendeler klassifisert i følgende kategorier: 1) holdt for handelsformål 2) fordringer og gjeld Derivater er klassifisert som holdt for handelsformål, også om de er anskaffet for å redusere identifisert risiko i bunkerspriser. Alle andre finansielle eiendeler er klassifisert som lån og fordringer. Finansielle eiendeler definert som fordringer er inkludert i finansielle anleggsmidler, med mindre innløsningsdato er mindre enn 12 måneder etter balansedato. Resterende finansielle eiendeler Finansielle forpliktelser definert som gjeld er inkludert i langsiktig gjeld, med mindre de har en løpetid på under 12 måneder. Da er de klassifisert som kortsiktig gjeld. Alt kjøp og salg av finansielle instrumenter er regnskapsført på transaksjonsdagen. Transaksjonskostnader er inkludert i kostpris, med unntak av finansielle eiendeler holdt for handelsformål, hvor transaksjonskostnader kostnadsføres på transaksjonsdagen. Finansielle instrumenter som er holdt for handelsformål er regnskapsført til virkelig verdi. Virkelig verdi er bestemt av kurser etablert i respektive markeder. Endringer i virkelig verdi i finansielle instrumenter klassifisert som holdt for handelsformål blir resultatført og presentert under finansinntekter/-kostnader. Investering i tilknyttede selskaper, hvor betydelig innflytelse er utøvd av Green Reefers og/eller dets datterselskaper, er resultatført etter egenkapitalmetoden. Se nærmere beskrivelse under konsolidering. Investeringer i selskaper med eierandel på under 20% er regnskapsført etter kostmetoden. Det foreligger ikke pålitelige estimater over markedsverdier. Beholdinger Beholdinger av bunkers er vurdert til laveste av anskaffelseskost (etter FIFO metoden) og virkelig verdi (markedsverdi).
20 Notes_noter Notes_noter Trade and other receivables Trade and other receivables are recognised at cost less any impairment loss. Kundefordringer og andre fordringer Kundefordringer og andre fordringer er regnskapsført til anskaffelseskost fratrukket eventuelle tap ved verdifall. amortisation of actuarial differences. The estimated accrued pension liability is compared with the value of the pension plan assets and the difference is presented as a long-term receivable/liability. forpliktelsen sammenholdes med verdien av pensjonsmidlene og differansen presenteres som langsiktig fordring/gjeld. Cash and cash equivalents Cash equivalents are short-term liquid investments that can be converted instantly into cash of a known amount, and have a maximum maturity of 3 months. Taxes The companies in the Group are subject to ordinary taxation. The tax in the income statement covers the period s payable tax and change in deferred tax. Deferred tax/tax asset is calculated at the nominal tax rate based on temporary differences between accounting and tax values, and tax loss carried forward. Tax-increasing and tax-reducing temporary differences that may reverse during the same period are offset within the individual legal entity that is subject to taxation. Deferred tax assets are recognised when it is probable that the company will have sufficient profit for tax purposes to utilise the Utsatt skattefordel er regnskapsført når det er sannsynlig at Vurderinger ledelsen har gjort, som har betydelig effekt for finansregnskapet, tax asset. On each balance sheet date the Group undertakes a selskapet vil ha tilstrekkelige skattemessige overskudd til å nyttiggjøre The judgement made by the management, which has considerable og estimater med betydelig risiko for vesentlige review of unrecognised deferred tax assets and their recognised seg av skattefordelen. På hver balansedato foretar konsernet effect on the financial statements, and estimates with considerable justeringer i det neste regnskapsåret, er redegjort for i note 26. value. The Group recognises previously unrecognised deferred tax en gjennomgang av ikke-regnskapsført utsatt skattefordel og dets risk of material adjustments in the next financial year, is set forth assets to the extent that is has become probable that the Group can regnskapsførte verdi. Konsernet regnskapsfører tidligere ikke-regnskapsført in Note utilise the deferred tax asset. Likewise the Group will reduce the utsatt skattefordel i den grad det har blitt sannsynlig at 39 deferred tax asset to the extent the Group can no longer utilise the deferred tax asset. Deferred tax and deferred tax assets within the same tax regime are presented net in the balance sheet as long-term liabilities or non-current assets. Tax payable and deferred tax are recognised directly in equity to the extent they relate to items that are recognised directly in equity. Kontanter og kontantekvivalenter Kontantekvivalenter er kortsiktige likvide investeringer som omgående kan konverteres til kontanter med et kjent beløp, og med maksimal løpetid på 3 måneder. Skatter Selskapene i konsernet er underlagt ordinær beskatning. Skattekostnaden i resultatregnskapet omfatter periodens betalbare skatt og endring utsatt skatt. Utsatt skatt/skattefordel er beregnet med nominell skattesats, og på grunnlag av de midlertidige forskjeller mellom regnskapsmessige og skattemessige verdier, samt skattemessig underskudd til fremføring. Skatteøkende og - reduserende midlertidige forskjeller som kan reverseres i samme periode er utlignet innenfor den enkelte juridiske enhet som er gjenstand for beskatning. konsernet kan benytte seg av den utsatte skattefordelen. Likeledes vil konsernet redusere utsatt skattefordel i den grad konsernet ikke lenger kan nyttiggjøre seg av den utsatte skattefordelen. Utsatt skatt og utsatt skattefordel innenfor samme skatteregime presenteres netto i balansen, som langsiktig gjeld eller anleggsmiddel. Betalbar skatt og utsatt skatt er regnskapsført direkte mot egenkapitalen i den grad dette relaterer seg til forhold som er regnskapsført direkte mot egenkapitalen. Estimates The preparation of financial statements requires the management to make judgements, estimates and assumptions that affect the application of accounting policies and reported amounts of assets and liabilities, income and expenses. These estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable, the results of which form the basis for determining the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. Estimates and their underlying assumptions are reviewed on an ongoing basis. Any adjustments of the accounting estimates are recognised in the period in which the adjustments were made, on condition that they concern this period only. If the adjustments also concern future periods, the effect is distributed over the current and future periods. Provisions, contingent liabilities and contingent assets Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, and it is probable that an economic settlement will take place in consequence of this obligation, and a reliable estimate can be made of the amount. Provisions are based on best estimate. Contingent liabilities are not recognised in the annual financial statements. Significant contingent liabilities are disclosed, with the exception of contingent liabilities where the probability of the liability occurring is remote. Estimater Utarbeidelse av finansregnskap krever at ledelsen gjør vurderinger og estimater, og tar forutsetninger som påvirker anvendelsen av regnskapsprinsipper og regnskapsførte beløp på eiendeler og forpliktelser, inntekter og kostnader. Estimater og tilhørende forutsetninger er basert på historisk erfaring og andre faktorer som anses rimelige. Disse beregningene danner grunnlaget for vurdering av balanseført verdi for eiendeler og forpliktelser som ikke kommer klart frem av andre kilder. Faktisk resultat kan avvike fra disse estimatene. Estimater og de underliggende forutsetninger vurderes løpende. Endringer i regnskapsmessige estimater regnskapsføres i den perioden endringene oppstår, dersom de kun gjelder denne perioden. Dersom endringene også gjelder fremtidige perioder, fordeles effekten over inneværende og fremtidige perioder. Avsetninger, betingede forpliktelser og betingede eiendeler En avsetning regnskapsføres når konsernet har en forpliktelse (rettslig eller antatt) som følge av en tidligere hendelse, og det er sannsynlig at det vil skje et økonomisk oppgjør som følge av denne forpliktelsen, og beløpets størrelse kan måles pålitelig. Avsetninger blir basert på beste estimat. Betingede forpliktelser er ikke regnskapsført i årsregnskapet. Det er opplyst om vesentlige betingede forpliktelser, med unntak av betingede forpliktelser hvor sannsynligheten for forpliktelsen er lav. Pensions The company funds its pension liabilities vis-à-vis employees through a group pension plan. Pensjoner Selskapet finansierer sine pensjonsforpliktelser overfor de ansatte gjennom en kollektiv pensjonsordning. A contingent asset is not recognised in the annual financial statements, but is disclosed if there is a certain level of probability that a benefit will accrue to the Group. En betinget eiendel er ikke regnskapsført i årsregnskapet, men opplyst om, dersom det foreligger en viss sannsynlighet for at en fordel vil tilflyte konsernet. Accrued pension liabilities are calculated according to a straight-line earning profile based on expected final salary. The liability is discounted by the interest rate on 10-year government bonds with a mark-up to take account of maturity. Provisions are made for social security tax on accrued pension liabilities. The effect of actuarial differences are recognised as income over the average earning period when the accumulated effect at the beginning of the period exceeds 10% of the higher of pension plan assets and pension liabilities. The net pension costs for the period are included in payroll costs and cover the service cost and interest cost on the pension liability for the period, less estimated return on pension plan assets and Opptjent pensjonsforpliktelse beregnes etter en lineær opptjeningsprofil basert på forventet sluttlønn. Forpliktelsen er neddiskontert med renten på 10 års statsobligasjon med et påslag for å hensynta løpetiden. Det avsettes for arbeidsgiveravgift på opptjent pensjonsforpliktelse. Virkning av estimatavvik resultatføres over gjennomsnittlig opptjeningstid når den akkumulerte virkning ved periodens begynnelse overstiger 10% av den største av pensjonsmidlene og pensjonsforpliktelsene. Periodens netto pensjonskostnad inngår i lønnskostnader og omfatter periodens pensjonsopptjening og rentekostnad på forpliktelsen, fratrukket estimert avkastning på pensjonsmidlene samt amortisering av estimatavvik. Den beregnede påløpte pensjons- Classification and maintenance costs for bareboat ships An accounting provision is made for annual drydocking/survey costs. The annual cost consists of the period s share of the estimated total cost for the next survey/drydocking. The provision is charged evenly over the interval between two drydockings, normally 30 months. Ongoing maintenance is charged against operating result when the maintenance takes place. Government grants Government grants are recognised where there is reasonable assurance that the company meets the requirements for receiving a grant. The grants reduce the costs they are meant to compensate. See also Note 8. Klassifikasjons- og vedlikeholdskostnader innleide skip Det avsettes regnskapsmessig et årlig beløp til dokking/klassekostnader. Årlig kostnad utgjør periodens andel av forventet totalkostnad for neste klasse/dokking. Kostnadene fordeles jevnt over perioden frem til neste dokking, normalt 30 måneder. Løpende vedlikehold belastes driftsresultatet når vedlikeholdet finner sted. Offentlige tilskudd Offentlige tilskudd er regnskapsført når det foreligger rimelig sikkerhet for at selskapet oppfyller betingelsene for å få tilskudd. Tilskuddene reduserer de kostnader de er ment å kompensere. Se forøvrig note 8.