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aqualis.no
Aqualis ASA FOURTH QUARTER RESULTS 2014
Oslo, 25 February 2015
Disclaimer This Presentation has been produced by Aqualis ASA (the “Company” or “Aqualis ”) solely for use at the presentation to investors and other stake holders and may not be
reproduced or redistributed, in whole or in part, to any other person. This presentation is strictly confidential, has not been reviewed or registered with any public authority or stock exchange, and may not be reproduced or redistributed, in whole or in part, to any other person. To the best of the knowledge of the Company, the information contained in this Presentation is in all material respect in accordance with the facts as of the date hereof, and contains no material omissions likely to affect its importance. However, no representation or warranty (express or implied) is made as to, and no reliance should be placed on, any information, including projections, estimates, targets and opinions, contained herein, and no liability whatsoever is accepted as to any errors, omissions or misstatements contained herein, and, accordingly, neither the Company nor any of its subsidiary companies or any such person’s officers or employees accepts any liability whatsoever arising directly or indirectly from the use of this Presentation. This Presentation contains information obtained from third parties. Such information has been accurately reproduced and, as far as the Company is aware and able to ascertain from the information published by that third party, no facts have been omitted that would render the reproduced information to be inaccurate or misleading.
This Presentation contains certain forward-looking statements relating to the business, financial performance and results of the Company and/or the industry in which it operates. Forward-looking statements concern future circumstances and results and other statements that are not historical facts, sometimes identified by the words “believes”, expects”, “predicts”, “intends”, “projects”, “plans”, “estimates”, “aims”, “foresees”, “anticipates”, “targets”, and similar expressions. The forward-looking statements contained in this Presentation, including assumptions, opinions and views of the Company or cited from third party sources are solely opinions and forecasts which are subject to risks, uncertainties and other factors that may cause actual events to differ materially from any anticipated development. None of the Company or any of its parent or subsidiary undertakings or any such person’s officers or employees provides any assurance that the assumptions underlying such forward-looking statements are free from errors nor does any of them accept any responsibility for the future accuracy of the opinions expressed in this Presentation or the actual occurrence of the forecasted developments. The Company assumes no obligation, except as required by law, to update any forward-looking statements or to conform these forward-looking statements to our actual results.
AN INVESTMENT IN THE COMPANY INVOLVES RISK, AND SEVERAL FACTORS COULD CAUSE THE ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS OF THE COMPANY TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE OR ACHIEVEMENTS THAT MAY BE EXPRESSED OR IMPLIED BY STATEMENTS AND INFORMATION IN THIS PRESENTATION, INCLUDING, AMONG OTHERS, RISKS OR UNCERTAINTIES ASSOCIATED WITH THE COMPANY’S BUSINESS, SEGMENTS, DEVELOPMENT, GROWTH MANAGEMENT, FINANCING, MARKET ACCEPTANCE AND RELATIONS WITH CUSTOMERS, AND, MORE GENERALLY, GENERAL ECONOMIC AND BUSINESS CONDITIONS, CHANGES IN DOMESTIC AND FOREIGN LAWS AND REGULATIONS, TAXES, CHANGES IN COMPETITION AND PRICING ENVIRONMENTS, FLUCTUATIONS IN CURRENCY EXCHANGE RATES AND INTEREST RATES AND OTHER FACTORS.
SHOULD ONE OR MORE OF THESE RISKS OR UNCERTAINTIES MATERIALISE, OR SHOULD UNDERLYING ASSUMPTIONS PROVE INCORRECT, ACTUAL RESULTS MAY VARY MATERIALLY FROM THOSE DESCRIBED IN THIS PRESENTATION. THE COMPANY DOES NOT INTEND, AND DOES NOT ASSUME ANY OBLIGATION, TO UPDATE OR CORRECT THE INFORMATION INCLUDED IN THIS PRESENTATION.
By attending or receiving this Presentation you acknowledge that you will be solely responsible for your own assessment of the market and the market position of the Company and that you will conduct your own analysis and be solely responsible for forming your own view of the potential future performance of the Company’s business. This Presentation does not constitute an offer to sell or a solicitation of an offer to buy any securities in any jurisdiction to any person to whom it is unlawful to make such an offer or solicitation in such jurisdiction.
2
2014 – summary
3
Significant progress made during 2014 towards establishing:
• credibility in the market
• a good global office network
• a comprehensive portfolio of blue chip Clients
Full year revenues (2014 vs 2013) increased approximately 5 fold
Full time equivalent employees increased 2.5 x over the last 12 months
Positive operational cash flow during the year
Strategy going forward will be to maintain organic growth and grow market share
Q4 2014 - highlights
4
Total revenues of USD 10.1m in the 4th quarter of 2014
EBIT of negative USD 0.9m in Q4 2014
Profit after tax of USD 1.2m. Profit after tax includes unrealized foreign exchange gain of USD 2.1m
Order back-log of USD 19.7m as of end December 2014
Cash and cash equivalents of USD 21.8m at 31 December 2014; no interest-bearing debt
The Company had 196 employees* as of end December 2014
Continued high investment in growth and regional expansion
Multiple contract awards during the quarter across business lines
* Includes contractors on 100% utilization equivalent basis
FY 2014 - highlights
5
Total revenues of USD 31.9m in 2014
EBIT of negative USD 2.1m in 2014. EBIT YTD includes one-off costs related to restructuring and listing of USD 1.4m. Adjusted EBIT for FY 2014 is negative USD 0.7m
Profit after tax of negative USD 0.3m. Profit after tax includes unrealized foreign exchange gain of USD 2.1m. Profit after tax adjusted for costs related to restructuring and listing is USD 1.1m
Revenues – quarterly development USDm
Notes: (1) Tristein AS included from May 2014; OWC Ltd from July 2014
0
50
100
150
200
250
Q1 2013 Q2 2013 Q3 2013 Q4 2013 Q1 2014 Q2 2014 Q3 2014 Q4 2014
Recruitment – quarterly development
7
Notes: (1) Numbers include contractors on 100% utilization equivalent basis (2) Tristein AS included from May 2014; OWC Ltd from July 2014
Number of employees
2.5x
Q4 2014 – highlights (cont’d)
8
Subsequent events:
Aqualis concluded a delayed renewables project in January 2015. Cash compensation of approx. USD 405k was received in January 2015. The fair value of this compensation was recognized in the financial statements in relation to purchase price allocation at the time of acquisition and will consequently have no effect on the consolidated profit and loss in 2015
Tristein AS merged into Aqualis Offshore AS – in order to streamline the Norwegian operations. Effective date of the merger is 1 Jan 2015
Q4 2014 – main new O&G contract wins
9
• A MWS contract with Technip for work associated with an FPSO
• The basic design of a 4 legged liftboat (OM-100 Class) for an Asian Client covering structural engineering and naval architecture scopes
• Supporting the marine operations associated with the pilotage and berthing of one of the world’s largest floating dry docks into a Middle Eastern port
• A floatover topside integration feasibility study for a major Asian shipyard
• Engineering consultancy associated with 2 x FPSO projects in Brazil
• As marine consultant / MWS for a Mexican company covering the transportation of modular rigs
• Jack up rig structural site specific assessments and suitability on behalf of a European based oil company
• An MSA was signed with Parker Drilling of Houston
Q4 2014 – main new renewables contract wins
10
• Provision of offshore marine representation to a major European power utility company
• Additional consultancy support to a significant German power utility company
• Additional support to a fast growing UK based power utility supplier
• Site investigation reviews and lift-boat site specific assessments for another UK based power utility supplier
Company development
11
2006 - 2013 Nov 2013 – Jul 2014 Aug 2014
ASA ASA
ASA
Nov 2013
Apr 2014
Jun 2014
Aug 2014
Aqualis Offshore Holding ASA
Listed on Oslo Stock Exchange
Listed on Oslo Stock Exchange
Acquisitions:
Spin-off:
12
Aqualis Offshore Ltd Tristein AS* Offshore Wind Consultants Ltd
Aqualis ASA (listed entity – OSE: AQUA)
Marine & engineering consultancy services
* Tristein AS will be merged with Aqualis Offshore AS with effective date 1 January 2015
Global presence – covering all major oil regions
13
Current locations
RIO DE JANEIRO
MEXICO CITY
HOUSTON
OSLO/SANDEFJORD
SINGAPORE
SHANGHAI DAMMAM
DUBAI
ABU DHABI
MANAMA
LONDON
Under development
QATAR
KUALA LUMPUR
FINANCIAL HIGHLIGHTS
Q4 2014 – key figures
15
2014 2013 2014 2013
(USD million) Q4 Q4* FY FY*
Total revenues
10.1 2.2 31.9 2.2
EBIT -0.9 -0.9 -2.1 -0.9
EBIT adjusted** -0.9 -0.9 -0.7 -0.9
Net profit 1.2 -0.9 -0.3 -0.9
Net profit adjusted** 1.2 -0.9 1.1 -0.9
Cash and cash equivalents
21.8
0.8
21.8 0.8
Interest bearing debt
- - - -
Number of outstanding shares (thousands) 43 191 43 191
* figures for FY 2013 represent historical figures from Weifa ASA’s (former Aqualis ASA) group accounts related to the spin-off of the Aqualis Offshore business. Aqualis Offshore which is now part of Aqualis ASA group was acquired by Weifa ASA in November 2013. Thus, no financial data is shown for the period prior to the acquisition in November 2013. ** adjusted by one-off costs in Aqualis ASA of USD 1.4m in third quarter 2014, relating to corporate restructuring and listing
0 %
10 %
20 %
30 %
40 %
50 %
60 %
70 %
80 %
90 %
100 %
1 2
Solid financial position (31.12.14)
No interest-bearing debt
86% equity ratio
Strong liquidity position: USD 21.8m in cash and cash
equivalents
Cash & cash equiv. – USD 21.8m
Other current assets – USD 8.4m
Non-current assets – USD 21.3m
Equity – USD 44.5m
Current liabilities – USD 6.7m
Non-current liabilities – USD 0.3m
Q4 2014 – cash flow
17
USDm Q4 2014 FY 2014
Operating cash flow 0.6 0.4
One-off items* - 1.4
Adj. operating cash flow 0.6 1.8
Investing cash flow -0.2 1.2
Financing cash flow - 19.4
Cash beg. of period 21.4 0.8
Change in cash & cash equiv.
0.4 21.0
Cash end of period 21.8 21.8
Operating cash flow in the quarter was USD 0.6m. FY 2014 was USD 0.4m; adj. FY 2014* was USD 1.8m
Investing cash flow of negative USD 0.2m in the quarter - limited capex (as expected). FY 2014 of USD 1.2m affected by acquisition of subsidiaries (net of cash) of USD 1.9m
Financing cash flow of nil in Q4 2014. FY
2014 was USD 19.4m Foundation capital (USD 167k) Net proceeds from cash contribution (USD
10.5m) Contribution in kind (USD 8.8m)**
Change in cash for the quarter of USD
0.4m. FY 2014 was USD 21.0m
* USD 1.4m one-off cash outflow during Q3 2014 related to restructuring and listing ** Financial assets representing a part interest in the prepayment in relation to Weifa ASA’s (former Aqualis ASA) acquisition of Weifa AS
OUTLOOK
Outlook – top-line growth & increased profitability
19
Market:
Recent oil price fall creating some investment uncertainty in high cost projects and deep-water developments
Middle East, including India, and Asian Pacific markets still appear very strong and likely to remain the drivers going forward
2015 strategic main focus will be on offshore operations and gaining market share from competitors
Micro:
Continued focus on developing business line deliverables from existing offices
Continued focus on maintaining organic growth through recruitment of quality experienced staff
Further selective expansion of global office network expected in H1 2015. Preparation being laid for expansion into North Sea, European and west African markets
Aim to maintain momentum on marine operations, notably rig moving, in all markets
Streamlined Norwegian operations through amalgamation of Tristein operations into Aqualis Offshore AS will improve efficiencies
Major upside potential apparent for Mexican office operations
Good opportunities identified in China for both Group and local offices
Material new engineering opportunities identified and being bid
Short term outlook in Brazil uncertain
2014 – summary
20
Significant progress made during 2014 towards establishing:
• credibility in the market
• a good global office network
• a comprehensive portfolio of blue chip Clients
Full year revenues (2014 vs 2013) increased approximately 5 fold
Full time equivalent employees increased 2.5 x over the last 12 months
Positive operational cash flow during the year
Strategy going forward will be to maintain organic growth and grow market share
aqualis.no
Aqualis ASA APPENDIX
Corporate structure
22
**The company is 100% controlled by Aqualis Offshore
Aqualis ASA
* In KSA / Bahrain, Aqualis operates through agency agreement with AET
Aqualis Offshore Inc
(Houston, USA)
Aqualis Offshore Marine Services LLC
(Dubai,UAE)
Aqualis Offshore Pte Ltd
(Singapore)
Aqualis Offshore UK Ltd
(London, UK)
Aqualis Offshore Serviçõs Ltda
(Rio de Janeiro, Brazil)
Aqualis Offshore AS
(Sandefjord, Norway)
49%** 100%
100% 100% 100%
Tristein AS
(Oslo, Norway)
Aqualis Offshore
Ltd
(London, UK)
100%
100%
Aqualis Dammam, KSA*
100%
100%
100%
Offshore Wind Consultants Ltd
(London, UK)
100%
Aqualis Offshore S. de R.L. de C.V. (Mexico City,
Mexico)
Aqualis Offshore Marine Consulting
LLC (Abu Dhabi, UAE)
100%
Aqualis Manama, Bahrain*
100% 49%**
Aqualis Offshore Marine Consulting
Co., Ltd. (Shanghai, China)
Executive Management Board of Directors
David Wells, CEO Has more than 30 years experience in the offshore sector with particular focus on offshore operations, MWS and marine consultancy. Specialist on jack up operations, location approvals and all aspects of rig moving. More recently involved in senior management duties. Based in London.
Martin Nes (Deputy member) He is CEO and Partner of investment firm Ferncliff TIH AS. Has previously worked several years for the Norwegian law firm Wikborg Rein, both in their Oslo and London offices, and for the shipping law firm Evensen & Co. Mr Nes’ experience is especially within the shipping and offshore industry. Mr Nes joined Ferncliff in March 2008.
23
Christian Opsahl, CFO Extensive international finance, investment banking and private equity experience within the global financial markets, together with industrial experience from companies servicing the offshore oil and gas markets. Based in Norway.
Yvonne L. Sandvold She is the Chief Operating Officer of Frognerbygg AS, and has extensive experience from the Norwegian real estate industry. Ms Sandvold currently serves on the Board of several private companies.
Executive Management & Board of Directors
Øystein Stray Spetalen He is Chairman and owner of investment firm Ferncliff TIH AS, and an independent investor. He has worked in the Kistefos Group as an investment manager, as corporate advisor in different investment banks and as a portfolio manager in Gjensidige Forsikring.
Synne Syrrist She is an independent business consultant, and has extensive experience as a non-executive director. She has previously worked as a financial analyst at Elcon Securities and First Securities, and currently serves on the Board of several public companies, including Awilco Drilling Ltd and Eidesvik Offshore ASA.
Glen Rødland, Chairman Director and co-investor Direct Active Investments in Ferncliff TIH AS. Mr. Rødland has PhD studies in Finance from NHH and UCLA. He has worked within management consulting, portfolio management and investment banking. Mr. Redland's experience is mainly in Energy, Basic Materials and Shipping.
Reuben Segal Mr. Segal is the Director Middle East for Aqualis Offshore and has almost 20 years’ experience in the offshore and shipping sectors covering both engineering design and ship surveying. He is a naval architect, and has extensive recent global business development experience with focus on design and construction of offshore oil and gas.
The combined group
24
Strengthened position in a growing market space
Enhanced services through sharing of knowledge, resources and expertise
Stronger foothold in the offshore wind industry
Utilisation of the group’s global network
Ticker: AQUA
Complete life cycle involvement with offshore assets
Project initiation Engineering / design phase
Project procurement
Construction Hook-up and
commissioning Asset
management De-
commissioning
Marine project / asset life cycle
Aq
ual
is O
ffsh
ore
se
rvic
es
Engineering (niche-focus):
Basic / conceptual design / FEED
Modifications and upgrades of drilling rigs / FPSOs / FSOs / lift-boats
Transportation & installation analysis
Inspection & approvals:
Marine warranty services
Mooring analysis
Condition and suitability surveys / audits
DP inspections and audits
Jack-up site assessments
Construction yard supervision:
Site attendance on behalf of owners, shipyards, financial institutions, 3rd parties
New-builds + conversions & upgrades
Due diligence / compliancy; financial community focus
Marine operations:
Transport and installation services; “moving of offshore assets”
Rig moving
Float-overs
Site attendance & procedure management
Aqualis’ key competencies are conjointly exposed to both offshore opex and capex cycles
25
Offshore operations are key for all business lines
26
Moving of rigs
Offshore Construction
Projects
Transportation &
installation
Marine Warranty
Services (MWS)
FPSO/MOPU engineering
and installation
Towages
Offshore operations «Doing» «Observing»
Jack up engineering
(basic design, upgrade
and conversion)
FPSO marine engineering
Construction supervision
Engineering design and
consultancy
Key staff provision
Technical Due diligence
DP FMEAs and audits
Vessel inspections and
surveys
Marine and engineering
approvals
Site assessments
Engineering reviews /
verifications
Marine consultancy
Rig / vessel owners:
NOCs / IOCs: Offshore cont. / shipyards:
Underwriters / financial inst.:
Selected clients
27
Top 20 shareholders
28
Ferncliff and associated companies: approx. 24% Management and employees: approx. 23%
Consolidated statement of comprehensive income
29
* Figures for 2013 represent historical figures from Weifa ASA’s (former Aqualis ASA) group accounts related to the spin-off of the Aqualis Offshore business. Aqualis Offshore which is now part of Aqualis ASA group was acquired by Weifa ASA in November 2013. Thus, no financial data is shown for the period prior to the acquisition in November 2013
Consolidated statement of financial position
30
* Figures for 2013 represent historical figures from Weifa ASA’s (former Aqualis ASA) group accounts related to the spin-off of the Aqualis Offshore business. Aqualis Offshore which is now part of Aqualis ASA group was acquired by Weifa ASA in November 2013. Thus, no financial data is shown for the period prior to the acquisition in November 2013
Consolidated cash flow statement
31
* Figures for 2013 represent historical figures from Weifa ASA’s (former Aqualis ASA) group accounts related to the spin-off of the Aqualis Offshore business. Aqualis Offshore which is now part of Aqualis ASA group was acquired by Weifa ASA in November 2013. Thus, no financial data is shown for the period prior to the acquisition in November 2013
Segment information
32