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Name | Symbol | Market | Type |
---|---|---|---|
Teekay Lng Partners LP | NYSE:TGP | NYSE | Trust |
Price Change | % Change | Price | High Price | Low Price | Open Price | Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 16.98 | 0 | 01:00:00 |
|
|
|
|
PART I: FINANCIAL INFORMATION
|
PAGE
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
|
|
$
|
|
$
|
|
$
|
|
$
|
||||
Voyage revenues
(notes 6 and 10a)
|
|
153,060
|
|
|
122,315
|
|
|
302,804
|
|
|
237,621
|
|
Voyage expenses
|
|
(6,023
|
)
|
|
(7,951
|
)
|
|
(11,798
|
)
|
|
(13,752
|
)
|
Vessel operating expenses
(note 10a)
|
|
(27,457
|
)
|
|
(33,219
|
)
|
|
(53,558
|
)
|
|
(61,186
|
)
|
Time-charter hire expense
(notes 5b and 10a
)
|
|
(3,080
|
)
|
|
—
|
|
|
(8,671
|
)
|
|
—
|
|
Depreciation and amortization
|
|
(35,338
|
)
|
|
(29,794
|
)
|
|
(69,464
|
)
|
|
(59,061
|
)
|
General and administrative expenses
(notes 10a and 14)
|
|
(5,667
|
)
|
|
(7,846
|
)
|
|
(12,299
|
)
|
|
(14,917
|
)
|
Write-down of vessels
(note 16
)
|
|
—
|
|
|
(33,000
|
)
|
|
—
|
|
|
(51,662
|
)
|
Restructuring charges
(note 15)
|
|
(818
|
)
|
|
—
|
|
|
(2,976
|
)
|
|
(1,396
|
)
|
Income from vessel operations
|
|
74,677
|
|
|
10,505
|
|
|
144,038
|
|
|
35,647
|
|
Equity income
(note 7)
|
|
1,738
|
|
|
11,194
|
|
|
7,316
|
|
|
37,918
|
|
Interest expense
|
|
(41,018
|
)
|
|
(28,171
|
)
|
|
(83,235
|
)
|
|
(52,877
|
)
|
Interest income
|
|
960
|
|
|
902
|
|
|
2,038
|
|
|
1,816
|
|
Realized and unrealized (loss) gain on non-designated
derivative instruments (note 11 ) |
|
(7,826
|
)
|
|
4,302
|
|
|
(14,443
|
)
|
|
12,303
|
|
Foreign currency exchange (loss) gain
(notes 8 and 11)
|
|
(7,243
|
)
|
|
8,443
|
|
|
(7,974
|
)
|
|
7,170
|
|
Other income (expense)
(note 12b)
|
|
236
|
|
|
350
|
|
|
487
|
|
|
(52,232
|
)
|
Net income (loss) before income tax expense
|
|
21,524
|
|
|
7,525
|
|
|
48,227
|
|
|
(10,255
|
)
|
Income tax expense
(note 9
)
|
|
(2,472
|
)
|
|
(843
|
)
|
|
(5,050
|
)
|
|
(1,622
|
)
|
Net income (loss)
|
|
19,052
|
|
|
6,682
|
|
|
43,177
|
|
|
(11,877
|
)
|
Non-controlling interest in net income (loss)
|
|
2,617
|
|
|
3,948
|
|
|
5,125
|
|
|
(7,717
|
)
|
Preferred unitholders' interest in net income (loss)
|
|
6,425
|
|
|
6,426
|
|
|
12,850
|
|
|
12,851
|
|
General partner's interest in net income (loss)
|
|
200
|
|
|
(68
|
)
|
|
504
|
|
|
(340
|
)
|
Limited partners’ interest in net income (loss)
|
|
9,810
|
|
|
(3,624
|
)
|
|
24,698
|
|
|
(16,671
|
)
|
Limited partners’ interest in net income (loss) per common unit
(note 13)
:
|
|
|
|
|
|
|
|
|
|
|
|
|
• Basic
|
|
0.12
|
|
|
(0.05
|
)
|
|
0.31
|
|
|
(0.21
|
)
|
• Diluted
|
|
0.12
|
|
|
(0.05
|
)
|
|
0.31
|
|
|
(0.21
|
)
|
Weighted-average number of common units outstanding
(note 13)
:
|
|
|
|
|
|
|
|
|
|
|
|
|
• Basic
|
|
78,603,636
|
|
79,687,499
|
|
78,600,342
|
|
79,667,384
|
||||
• Diluted
|
|
78,685,537
|
|
79,687,499
|
|
78,682,263
|
|
79,667,384
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
|
$
|
|
$
|
|
$
|
|
$
|
||||
Net income (loss)
|
19,052
|
|
|
6,682
|
|
|
43,177
|
|
|
(11,877
|
)
|
Other comprehensive (loss) income:
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive (loss) income before reclassifications
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized (loss) gain on qualifying cash flow hedging instruments,
net of tax |
(30,749
|
)
|
|
6,890
|
|
|
(52,238
|
)
|
|
9,189
|
|
Amounts reclassified from accumulated other comprehensive
(loss) income, net of tax |
|
|
|
|
|
|
|
|
|
|
|
To equity income:
|
|
|
|
|
|
|
|
|
|
|
|
Realized gain on qualifying cash flow hedging instruments
|
(197
|
)
|
|
(526
|
)
|
|
(697
|
)
|
|
(617
|
)
|
To interest expense:
|
|
|
|
|
|
|
|
||||
Realized (gain) loss on qualifying cash flow hedging instruments
(note 11)
|
(157
|
)
|
|
(2
|
)
|
|
(408
|
)
|
|
248
|
|
Other comprehensive (loss) income
|
(31,103
|
)
|
|
6,362
|
|
|
(53,343
|
)
|
|
8,820
|
|
Comprehensive (loss) income
|
(12,051
|
)
|
|
13,044
|
|
|
(10,166
|
)
|
|
(3,057
|
)
|
Non-controlling interest in comprehensive income (loss)
|
1,242
|
|
|
4,408
|
|
|
2,900
|
|
|
(6,190
|
)
|
Preferred unitholders' interest in comprehensive income
|
6,425
|
|
|
6,426
|
|
|
12,850
|
|
|
12,851
|
|
General and limited partners' interest in comprehensive (loss) income
|
(19,718
|
)
|
|
2,210
|
|
|
(25,916
|
)
|
|
(9,718
|
)
|
|
As at June 30,
2019
|
|
As at December 31,
2018
|
||
|
$
|
|
$
|
||
ASSETS
|
|
|
|
||
Current
|
|
|
|
||
Cash and cash equivalents
|
124,880
|
|
|
149,014
|
|
Restricted cash – current
(note 17)
|
48,869
|
|
|
38,329
|
|
Accounts receivable, including non-trade of $9,404 (2018 – $6,461)
|
25,439
|
|
|
20,795
|
|
Prepaid expenses
|
8,087
|
|
|
8,076
|
|
Current portion of derivative assets
(note 11)
|
—
|
|
|
835
|
|
Current portion of net investments in direct financing leases
(note 6)
|
13,082
|
|
|
12,635
|
|
Current portion of advances to equity-accounted joint ventures
(note 7)
|
79,108
|
|
|
79,108
|
|
Advances to affiliates
(note 10b)
|
22,831
|
|
|
8,229
|
|
Vessel held for sale
(note 16c)
|
12,300
|
|
|
—
|
|
Other current assets
|
238
|
|
|
2,306
|
|
Total current assets
|
334,834
|
|
|
319,327
|
|
|
|
|
|
||
Restricted cash – long-term
(note 17)
|
31,439
|
|
|
35,521
|
|
|
|
|
|
||
Vessels and equipment
|
|
|
|
||
At cost, less accumulated depreciation of $705,104 (2018 – $665,206)
|
1,616,029
|
|
|
1,657,338
|
|
Operating lease right-of-use asset
(notes 2 and 5b)
|
40,666
|
|
|
—
|
|
Vessels related to finance leases, at cost, less accumulated depreciation
of $86,156 (2018 – $66,878) (note 5a) |
1,704,908
|
|
|
1,585,243
|
|
Advances on newbuilding contracts
(note 10d)
|
—
|
|
|
86,942
|
|
Total vessels and equipment
|
3,361,603
|
|
|
3,329,523
|
|
Investments in and advances to equity-accounted joint ventures
(note 7)
|
994,880
|
|
|
1,037,025
|
|
Net investments in direct financing leases
(note 6)
|
551,603
|
|
|
562,528
|
|
Other assets
|
12,204
|
|
|
11,432
|
|
Derivative assets
(note 11)
|
—
|
|
|
2,362
|
|
Intangible assets – net
|
47,794
|
|
|
52,222
|
|
Goodwill
|
34,841
|
|
|
34,841
|
|
Total assets
|
5,369,198
|
|
|
5,384,781
|
|
|
|
|
|
||
LIABILITIES AND EQUITY
|
|
|
|
||
Current
|
|
|
|
||
Accounts payable
|
1,169
|
|
|
3,830
|
|
Accrued liabilities
(notes 11 and 15)
|
72,241
|
|
|
74,753
|
|
Unearned revenue
(note 6)
|
24,573
|
|
|
30,108
|
|
Current portion of long-term debt
(note 8)
|
402,513
|
|
|
135,901
|
|
Current obligations related to finance leases
(note 5a)
|
65,525
|
|
|
81,219
|
|
Current portion of operating lease liabilities
(notes 2 and 5b)
|
13,098
|
|
|
—
|
|
Current portion of derivative liabilities
(note 11)
|
27,805
|
|
|
11,604
|
|
Advances from affiliates
(note 10b
)
|
15,655
|
|
|
14,731
|
|
Total current liabilities
|
622,579
|
|
|
352,146
|
|
Long-term debt
(note 8)
|
1,465,155
|
|
|
1,833,875
|
|
Long-term obligations related to finance leases
(note 5a)
|
1,334,271
|
|
|
1,217,337
|
|
Long-term operating lease liabilities
(notes 2 and 5b)
|
27,568
|
|
|
—
|
|
Other long-term liabilities
(note 12c)
|
46,171
|
|
|
43,788
|
|
Derivative liabilities
(note 11)
|
54,767
|
|
|
55,038
|
|
Total liabilities
|
3,550,511
|
|
|
3,502,184
|
|
Commitments and contingencies
(notes 5, 8, 11 and 12)
|
|
|
|
|
|
|
|
|
|
||
Equity
|
|
|
|
||
Limited partners - common units (78.4 million units and 79.4 million units issued and outstanding at June 30, 2019 and December 31, 2018, respectively)
|
1,485,516
|
|
|
1,496,107
|
|
Limited partners - preferred units (11.8 million units issued and outstanding at June 30, 2019 and December 31, 2018)
|
285,159
|
|
|
285,159
|
|
General partner
|
49,056
|
|
|
49,271
|
|
Accumulated other comprehensive (loss) income
|
(53,232
|
)
|
|
2,717
|
|
Partners' equity
|
1,766,499
|
|
|
1,833,254
|
|
Non-controlling interest
|
52,188
|
|
|
49,343
|
|
Total equity
|
1,818,687
|
|
|
1,882,597
|
|
Total liabilities and total equity
|
5,369,198
|
|
|
5,384,781
|
|
|
Six Months Ended June 30,
|
||||
|
2019
|
|
2018
|
||
|
$
|
|
$
|
||
Cash and cash equivalents provided by (used for)
|
|
|
|
||
|
|
|
|
||
OPERATING ACTIVITIES
|
|
|
|
||
Net income (loss)
|
43,177
|
|
|
(11,877
|
)
|
Non-cash items:
|
|
|
|
||
Unrealized loss (gain) on non-designated derivative instruments
(note 11)
|
9,666
|
|
|
(20,632
|
)
|
Depreciation and amortization
|
69,464
|
|
|
59,061
|
|
Write-down of vessels
|
—
|
|
|
51,662
|
|
Unrealized foreign currency exchange loss (gain)
|
4,727
|
|
|
(11,703
|
)
|
Equity income, net of dividends received $17,274 (2018 – $11,583)
|
9,958
|
|
|
(26,335
|
)
|
Other non-cash items
|
8,998
|
|
|
(8,464
|
)
|
Change in non-cash operating assets and liabilities
|
(28,827
|
)
|
|
56,299
|
|
Receipts from direct financing leases
|
6,050
|
|
|
—
|
|
Expenditures for dry docking
|
(6,335
|
)
|
|
(4,423
|
)
|
Net operating cash flow
|
116,878
|
|
|
83,588
|
|
|
|
|
|
||
Proceeds from issuance of long-term debt
|
126,263
|
|
|
248,392
|
|
Scheduled repayments of long-term debt
|
(66,310
|
)
|
|
(105,099
|
)
|
Prepayments of long-term debt
|
(168,787
|
)
|
|
(205,765
|
)
|
Financing issuance costs
|
(989
|
)
|
|
(4,971
|
)
|
Proceeds from financing related to sales and leaseback of vessels
|
158,680
|
|
|
243,812
|
|
Scheduled repayments of obligations related to finance leases
|
(33,855
|
)
|
|
(25,316
|
)
|
Repurchase of common units
(note 13)
|
(12,056
|
)
|
|
—
|
|
Cash distributions paid
|
(39,315
|
)
|
|
(34,727
|
)
|
Dividends paid to non-controlling interest
|
(55
|
)
|
|
(157
|
)
|
Net financing cash flow
|
(36,424
|
)
|
|
116,169
|
|
|
|
|
|
||
Expenditures for vessels and equipment, net of warranty settlement $44,890 (2018
–
$nil)
(note 12a)
|
(82,575
|
)
|
|
(311,308
|
)
|
Capital contributions and advances to equity-accounted joint ventures
|
(15,555
|
)
|
|
(27,071
|
)
|
Receipts from direct financing leases
|
—
|
|
|
5,242
|
|
Proceeds from sale of equity-accounted joint venture
|
—
|
|
|
54,438
|
|
Net investing cash flow
|
(98,130
|
)
|
|
(278,699
|
)
|
Decrease in cash, cash equivalents and restricted cash
|
(17,676
|
)
|
|
(78,942
|
)
|
Cash, cash equivalents and restricted cash, beginning of the period
|
222,864
|
|
|
339,435
|
|
Cash, cash equivalents and restricted cash, end of the period
|
205,188
|
|
|
260,493
|
|
|
TOTAL EQUITY
|
||||||||||||||||||||||
|
Partners’ Equity
|
|
|
|
|
||||||||||||||||||
|
Limited
Partners
|
|
|
|
|
|
|
|
|
||||||||||||||
|
Common Units
|
|
Common Units
|
|
Preferred Units
|
|
Preferred Units
|
|
General
Partner
|
|
Accumulated Other Comprehensive
Income (Loss)
|
|
Non- controlling Interest
|
|
Total
|
||||||||
|
#
|
|
$
|
|
#
|
|
$
|
|
$
|
|
$
|
|
$
|
|
$
|
||||||||
Balance as at December 31, 2018
|
79,361
|
|
|
1,496,107
|
|
|
11,800
|
|
|
285,159
|
|
|
49,271
|
|
|
2,717
|
|
|
49,343
|
|
|
1,882,597
|
|
Net income
|
—
|
|
|
14,888
|
|
|
—
|
|
|
6,425
|
|
|
304
|
|
|
—
|
|
|
2,508
|
|
|
24,125
|
|
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21,390
|
)
|
|
(850
|
)
|
|
(22,240
|
)
|
Distributions declared
:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Common units ($0.14 per unit)
|
—
|
|
|
(10,997
|
)
|
|
—
|
|
|
—
|
|
|
(224
|
)
|
|
—
|
|
|
—
|
|
|
(11,221
|
)
|
Preferred units Series A ($0.5625 per unit)
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,812
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,812
|
)
|
Preferred units Series B ($0.5313 per unit)
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,613
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,613
|
)
|
Dividends paid to non-controlling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(20
|
)
|
|
(20
|
)
|
Change in accounting policy
(note 2)
|
—
|
|
|
1,777
|
|
|
—
|
|
|
—
|
|
|
37
|
|
|
(4,831
|
)
|
|
—
|
|
|
(3,017
|
)
|
Equity-based compensation, net of
nominal withholding tax (note 14) |
81
|
|
|
810
|
|
|
—
|
|
|
—
|
|
|
17
|
|
|
—
|
|
|
—
|
|
|
827
|
|
Repurchase of common units
(note 13)
|
(815
|
)
|
|
(9,307
|
)
|
|
—
|
|
|
—
|
|
|
(190
|
)
|
|
—
|
|
|
—
|
|
|
(9,497
|
)
|
Balance as at March 31, 2019
|
78,627
|
|
|
1,493,278
|
|
|
11,800
|
|
|
285,159
|
|
|
49,215
|
|
|
(23,504
|
)
|
|
50,981
|
|
|
1,855,129
|
|
Net income
|
—
|
|
|
9,810
|
|
|
—
|
|
|
6,425
|
|
|
200
|
|
|
—
|
|
|
2,617
|
|
|
19,052
|
|
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(29,728
|
)
|
|
(1,375
|
)
|
|
(31,103
|
)
|
Distributions declared:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Common units ($0.19 per unit)
|
—
|
|
|
(14,939
|
)
|
|
—
|
|
|
—
|
|
|
(305
|
)
|
|
—
|
|
|
—
|
|
|
(15,244
|
)
|
Preferred units Series A ($0.5625 per unit)
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,812
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,812
|
)
|
Preferred units Series B ($0.5313 per unit)
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,613
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,613
|
)
|
Dividends paid to non-controlling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(35
|
)
|
|
(35
|
)
|
Equity-based compensation, net of
withholding tax of $0.5 million (note 14) |
1
|
|
|
(125
|
)
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
(128
|
)
|
Repurchase of common units
(note 13)
|
(187
|
)
|
|
(2,508
|
)
|
|
—
|
|
|
—
|
|
|
(51
|
)
|
|
—
|
|
|
—
|
|
|
(2,559
|
)
|
Balance as at June 30, 2019
|
78,441
|
|
|
1,485,516
|
|
|
11,800
|
|
|
285,159
|
|
|
49,056
|
|
|
(53,232
|
)
|
|
52,188
|
|
|
1,818,687
|
|
|
TOTAL EQUITY
|
||||||||||||||||||||||
|
Partners’ Equity
|
|
|
|
|
||||||||||||||||||
|
Limited
Partners
|
|
|
|
|
|
|
|
|
||||||||||||||
|
Common Units
|
|
Common Units
|
|
Preferred Units
|
|
Preferred Units
|
|
General
Partner
|
|
Accumulated Other Comprehensive
Income
|
|
Non- controlling Interest
|
|
Total
|
||||||||
|
#
|
|
$
|
|
#
|
|
$
|
|
$
|
|
$
|
|
$
|
|
$
|
||||||||
Balance as at December 31, 2017
|
79,627
|
|
|
1,539,248
|
|
|
11,800
|
|
|
285,159
|
|
|
50,152
|
|
|
4,479
|
|
|
52,385
|
|
|
1,931,423
|
|
Net (loss) income
|
—
|
|
|
(13,047
|
)
|
|
—
|
|
|
6,425
|
|
|
(272
|
)
|
|
—
|
|
|
(11,665
|
)
|
|
(18,559
|
)
|
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,391
|
|
|
1,067
|
|
|
2,458
|
|
Dividends declared:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Common units ($0.14 per unit)
|
—
|
|
|
(11,148
|
)
|
|
—
|
|
|
—
|
|
|
(228
|
)
|
|
—
|
|
|
—
|
|
|
(11,376
|
)
|
Preferred units Series A ($0.5625 per unit)
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,812
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,812
|
)
|
Preferred units Series B ($0.5313 per unit)
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,613
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,613
|
)
|
Change in accounting policy
|
—
|
|
|
1,959
|
|
|
—
|
|
|
—
|
|
|
41
|
|
|
—
|
|
|
739
|
|
|
2,739
|
|
Equity-based compensation, net of
withholding tax of $0.6 million (note 14) |
61
|
|
|
120
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|
123
|
|
Balance as at March 31, 2018
|
79,688
|
|
|
1,517,132
|
|
|
11,800
|
|
|
285,159
|
|
|
49,696
|
|
|
5,870
|
|
|
42,526
|
|
|
1,900,383
|
|
Net (loss) income
|
—
|
|
|
(3,624
|
)
|
|
—
|
|
|
6,426
|
|
|
(68
|
)
|
|
—
|
|
|
3,948
|
|
|
6,682
|
|
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,902
|
|
|
460
|
|
|
6,362
|
|
Dividends declared:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Common units ($0.14 per unit)
|
—
|
|
|
(11,157
|
)
|
|
—
|
|
|
—
|
|
|
(227
|
)
|
|
—
|
|
|
—
|
|
|
(11,384
|
)
|
Preferred units Series A ($0.5625 per unit)
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,813
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,813
|
)
|
Preferred units Series B ($0.5313 per unit)
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,613
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,613
|
)
|
Dividends paid to non-controlling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(157
|
)
|
|
(157
|
)
|
Equity-based compensation, net of
withholding tax of $0.1 million ( note 14 ) |
—
|
|
|
141
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
143
|
|
Balance as at June 30, 2018
|
79,688
|
|
|
1,502,492
|
|
|
11,800
|
|
|
285,159
|
|
|
49,403
|
|
|
11,772
|
|
|
46,777
|
|
|
1,895,603
|
|
1.
|
Basis of Presentation
|
2.
|
Accounting Pronouncements
|
•
|
The adoption of ASU 2016-02 results in a change in the accounting method for the lease portion of the daily charter hire accounted for as operating leases with firm periods of greater than one year for certain of the chartered-in vessels of the Partnership and the Partnership's equity-accounted joint ventures. Under ASU 2016-02, one of the Partnership's in-charter contracts previously accounted for as an operating lease is now treated as an operating lease right-of-use asset and an operating lease liability, which resulted in an increase of the Partnership's assets and liabilities. The right-of-use asset and lease liability recognized on June 30, 2019 was
$40.7 million
(January 1, 2019 –
$22.8 million
). In addition, certain equity-accounted joint ventures recognized a right-of-use asset and a lease liability on the balance sheet for these charters based on the present value of future minimum lease payments, whereas previously no right-of-use asset or lease liability was recognized. This had the result of increasing the equity-accounted joint venture’s assets and liabilities. The pattern of expense recognition of chartered-in vessels is expected to remain substantially unchanged from the prior policy, unless the right-of-use asset becomes impaired.
|
•
|
The adoption of ASU 2016-02 results in the recognition of revenue from the reimbursement of scheduled dry-dock expenditures, where such charter contract is accounted for as an operating lease, occurring upon completion of the scheduled dry-dock, instead of ratably over the period between the previous scheduled dry-dock and the next scheduled dry-dock. This change decreased investments in and advances to equity-accounted joint ventures by
$3.0 million
, and total equity by
$3.0 million
as at June 30, 2019. The cumulative decrease to opening equity as at January 1, 2019 was
$3.0 million
. The Partnership’s time charters and voyage charters include both a lease component, consisting of the lease of the vessel, and a non-lease component, consisting of the operation of the vessel for the customer. The Partnership has elected to not separate the non-lease component from the lease component for all such charters, where the lease component is classified as an operating lease, and to account for the combined component as an operating lease.
|
•
|
The adoption of ASU 2016-02 results in direct financing lease payments received being presented as an operating cash inflow instead of an investing cash inflow in the consolidated statements of cash flows. Direct financing lease payments received during the six months ended June 30, 2019 and 2018 were
$6.1 million
and
$5.2 million
, respectively.
|
•
|
The adoption of ASU 2016-02 results in sale and leaseback transactions where the seller lessee has a fixed price repurchase option or other situations where the leaseback would be classified as a finance lease being accounted for as a failed sale of the vessel and a failed purchase of the vessel by the buyer lessor. Prior to the adoption of ASU 2016-02 such transactions were accounted for as a completed sale and a completed purchase. Consequently, for such transactions the Partnership does not derecognize the vessel sold and continues to depreciate the vessel as if it were the legal owner. Proceeds received from the sale of the vessel are recognized as a financial liability and bareboat charter hire payments made by the Partnership to the lessor are allocated between interest expense and principal repayments on the financial liability. The adoption of ASU 2016-02 has resulted in the sale and leaseback of the
Yamal Spirit
during the first quarter of 2019 being accounted for as a failed sale and unlike the eight sale-leaseback transactions entered into in prior years, the Partnership is not considered as holding a variable interest in the buyer lessor entity and thus, does not consolidate the buyer lessor entity (see Note 5).
|
3.
|
Financial Instruments
|
|
|
|
June 30, 2019
|
|
December 31, 2018
|
||||||||
|
Fair
Value
Hierarchy
Level
|
|
Carrying
Amount
Asset
(Liability)
$
|
|
Fair
Value
Asset
(Liability)
$
|
|
Carrying
Amount
Asset
(Liability)
$
|
|
Fair
Value
Asset
(Liability)
$
|
||||
Recurring:
|
|
|
|
|
|
|
|
|
|
||||
Cash and cash equivalents and restricted cash
(note 17a)
|
Level 1
|
|
205,188
|
|
|
205,188
|
|
|
222,864
|
|
|
222,864
|
|
Derivative instruments
(note 11)
|
|
|
|
|
|
|
|
|
|
||||
Interest rate swap agreements – assets
|
Level 2
|
|
—
|
|
|
—
|
|
|
3,341
|
|
|
3,341
|
|
Interest rate swap agreements – liabilities
|
Level 2
|
|
(54,291
|
)
|
|
(54,291
|
)
|
|
(40,958
|
)
|
|
(40,958
|
)
|
Foreign currency contracts
|
Level 2
|
|
(101
|
)
|
|
(101
|
)
|
|
—
|
|
|
—
|
|
Cross currency swap agreements – liabilities
|
Level 2
|
|
(31,006
|
)
|
|
(31,006
|
)
|
|
(29,122
|
)
|
|
(29,122
|
)
|
Other derivative
|
Level 3
|
|
—
|
|
|
—
|
|
|
1,061
|
|
|
1,061
|
|
Other:
|
|
|
|
|
|
|
|
|
|
||||
Advances to equity-accounted joint ventures
(note 7)
|
(i)
|
|
131,374
|
|
|
(i)
|
|
|
131,386
|
|
|
(i)
|
|
Long-term debt – public
(note 8)
|
Level 1
|
|
(355,663
|
)
|
|
(367,592
|
)
|
|
(350,813
|
)
|
|
(361,095
|
)
|
Long-term debt – non-public
(note 8)
|
Level 2
|
|
(1,512,005
|
)
|
|
(1,498,723
|
)
|
|
(1,618,963
|
)
|
|
(1,604,106
|
)
|
Obligations related to finance leases
(note 5)
|
Level 2
|
|
(1,399,796
|
)
|
|
(1,420,492
|
)
|
|
(1,298,556
|
)
|
|
(1,274,693
|
)
|
(i)
|
The advances to equity-accounted joint ventures together with the Partnership’s equity investments in the joint ventures form the net aggregate carrying value of the Partnership’s interests in the joint ventures in these consolidated financial statements. The fair values of the individual components of such aggregate interests are not determinable.
|
|
|
Six Months Ended June 30,
|
||||
|
|
2019
|
|
2018
|
||
|
|
$
|
|
$
|
||
Fair value at beginning of period
|
|
1,061
|
|
|
1,648
|
|
Realized and unrealized gains included in earnings
|
|
(40
|
)
|
|
1,669
|
|
Settlements
|
|
(1,021
|
)
|
|
(987
|
)
|
Fair value at end of period
|
|
—
|
|
|
2,330
|
|
|
|
Credit Quality
|
|
|
|
June 30, 2019
|
|
December 31, 2018
|
||
Class of Financing Receivable
|
|
Indicator
|
|
Grade
|
|
$
|
|
$
|
||
Direct financing leases
(note 6)
|
|
Payment activity
|
|
Performing
|
|
564,685
|
|
|
575,163
|
|
Other receivables:
|
|
|
|
|
|
|
|
|
|
|
Long-term receivable and accrued revenue included in other assets
|
|
Payment activity
|
|
Performing
|
|
6,857
|
|
|
5,694
|
|
Advances to equity-accounted joint ventures, current and long-term
(note 7)
|
|
Other internal metrics
|
|
Performing
|
|
131,374
|
|
|
131,386
|
|
|
|
|
|
|
|
702,916
|
|
|
712,243
|
|
4.
|
Segment Reporting
|
|
|
Three Months Ended June 30,
|
||||||||||
|
|
2019
|
||||||||||
|
|
Liquefied Natural Gas
Segment
$
|
|
Liquefied Petroleum Gas
Segment
$
|
|
Conventional
Tanker
Segment
$
|
|
Total
$
|
||||
Voyage revenues
|
|
141,833
|
|
|
8,858
|
|
|
2,369
|
|
|
153,060
|
|
Voyage (expenses) recoveries
|
|
(3,484
|
)
|
|
(2,542
|
)
|
|
3
|
|
|
(6,023
|
)
|
Vessel operating expenses
|
|
(23,146
|
)
|
|
(3,630
|
)
|
|
(681
|
)
|
|
(27,457
|
)
|
Time-charter hire expense
|
|
(3,080
|
)
|
|
—
|
|
|
—
|
|
|
(3,080
|
)
|
Depreciation and amortization
|
|
(33,139
|
)
|
|
(2,030
|
)
|
|
(169
|
)
|
|
(35,338
|
)
|
General and administrative expenses
(i)
|
|
(5,051
|
)
|
|
(345
|
)
|
|
(271
|
)
|
|
(5,667
|
)
|
Restructuring charges
|
|
—
|
|
|
—
|
|
|
(818
|
)
|
|
(818
|
)
|
Income from vessel operations
|
|
73,933
|
|
|
311
|
|
|
433
|
|
|
74,677
|
|
Equity income (loss)
|
|
3,377
|
|
|
(1,639
|
)
|
|
—
|
|
|
1,738
|
|
|
|
Three Months Ended June 30,
|
||||||||||
|
|
2018
|
||||||||||
|
|
Liquefied Natural Gas
Segment
$
|
|
Liquefied Petroleum Gas
Segment
$
|
|
Conventional
Tanker
Segment
$
|
|
Total
$
|
||||
Voyage revenues
|
|
105,405
|
|
|
6,767
|
|
|
10,143
|
|
|
122,315
|
|
Voyage expenses
|
|
(496
|
)
|
|
(3,949
|
)
|
|
(3,506
|
)
|
|
(7,951
|
)
|
Vessel operating expenses
|
|
(22,021
|
)
|
|
(7,651
|
)
|
|
(3,547
|
)
|
|
(33,219
|
)
|
Depreciation and amortization
|
|
(26,418
|
)
|
|
(2,243
|
)
|
|
(1,133
|
)
|
|
(29,794
|
)
|
General and administrative expenses
(i)
|
|
(5,839
|
)
|
|
(1,110
|
)
|
|
(897
|
)
|
|
(7,846
|
)
|
Write-down of vessels
|
|
—
|
|
|
(33,000
|
)
|
|
—
|
|
|
(33,000
|
)
|
Income (loss) from vessel operations
|
|
50,631
|
|
|
(41,186
|
)
|
|
1,060
|
|
|
10,505
|
|
Equity income (loss)
|
|
12,619
|
|
|
(1,425
|
)
|
|
—
|
|
|
11,194
|
|
|
|
Six Months Ended June 30,
|
||||||||||
|
|
2019
|
||||||||||
|
|
Liquefied Natural Gas
Segment
$
|
|
Liquefied Petroleum Gas
Segment
$
|
|
Conventional
Tanker
Segment
$
|
|
Total
$
|
||||
Voyage revenues
|
|
279,655
|
|
|
18,018
|
|
|
5,131
|
|
|
302,804
|
|
Voyage (expenses) recoveries
|
|
(4,722
|
)
|
|
(7,212
|
)
|
|
136
|
|
|
(11,798
|
)
|
Vessel operating expenses
|
|
(43,701
|
)
|
|
(7,982
|
)
|
|
(1,875
|
)
|
|
(53,558
|
)
|
Time-charter hire expense
|
|
(8,671
|
)
|
|
—
|
|
|
—
|
|
|
(8,671
|
)
|
Depreciation and amortization
|
|
(64,825
|
)
|
|
(3,951
|
)
|
|
(688
|
)
|
|
(69,464
|
)
|
General and administrative expenses
(
i)
|
|
(11,014
|
)
|
|
(908
|
)
|
|
(377
|
)
|
|
(12,299
|
)
|
Restructuring charges
|
|
—
|
|
|
—
|
|
|
(2,976
|
)
|
|
(2,976
|
)
|
Income (loss) from vessel operations
|
|
146,722
|
|
|
(2,035
|
)
|
|
(649
|
)
|
|
144,038
|
|
Equity income (loss)
|
|
10,870
|
|
|
(3,554
|
)
|
|
—
|
|
|
7,316
|
|
|
|
Six Months Ended June 30,
|
||||||||||
|
|
2018
|
||||||||||
|
|
Liquefied Natural Gas
Segment
$
|
|
Liquefied Petroleum Gas
Segment
$
|
|
Conventional
Tanker
Segment
$
|
|
Total
$
|
||||
Voyage revenues
|
|
206,831
|
|
|
10,390
|
|
|
20,400
|
|
|
237,621
|
|
Voyage expenses
|
|
(917
|
)
|
|
(6,336
|
)
|
|
(6,499
|
)
|
|
(13,752
|
)
|
Vessel operating expenses
|
|
(42,184
|
)
|
|
(11,676
|
)
|
|
(7,326
|
)
|
|
(61,186
|
)
|
Depreciation and amortization
|
|
(51,897
|
)
|
|
(3,985
|
)
|
|
(3,179
|
)
|
|
(59,061
|
)
|
General and administrative expenses
(i)
|
|
(10,993
|
)
|
|
(2,243
|
)
|
|
(1,681
|
)
|
|
(14,917
|
)
|
Write-down of vessels
|
|
—
|
|
|
(33,000
|
)
|
|
(18,662
|
)
|
|
(51,662
|
)
|
Restructuring charges
|
|
—
|
|
|
—
|
|
|
(1,396
|
)
|
|
(1,396
|
)
|
Income (loss) from vessel operations
|
|
100,840
|
|
|
(46,850
|
)
|
|
(18,343
|
)
|
|
35,647
|
|
Equity income (loss)
|
|
40,023
|
|
|
(2,105
|
)
|
|
—
|
|
|
37,918
|
|
(i)
|
Includes direct general and administrative expenses and indirect general and administrative expenses (allocated to each segment based on estimated use of corporate resources).
|
|
|
June 30,
2019
|
|
December 31,
2018
|
||
|
|
$
|
|
$
|
||
Total assets of the liquefied natural gas segment
|
|
4,889,670
|
|
|
4,861,977
|
|
Total assets of the liquefied petroleum gas segment
|
|
318,069
|
|
|
326,111
|
|
Total assets of the conventional tanker segment
|
|
13,748
|
|
|
39,450
|
|
Unallocated:
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
124,880
|
|
|
149,014
|
|
Advances to affiliates
|
|
22,831
|
|
|
8,229
|
|
Consolidated total assets
|
|
5,369,198
|
|
|
5,384,781
|
|
5.
|
Chartered-in Vessels
|
|
|
June 30,
2019 $ |
|
December 31,
2018 $ |
||
LNG Carriers
|
|
1,399,796
|
|
|
1,274,569
|
|
Suezmax Tanker
|
|
—
|
|
|
23,987
|
|
Total obligations related to finance leases
|
|
1,399,796
|
|
|
1,298,556
|
|
Less current portion
|
|
(65,525
|
)
|
|
(81,219
|
)
|
Long-term obligations related to finance leases
|
|
1,334,271
|
|
|
1,217,337
|
|
|
|
Commitments
|
|||||
Year
|
|
June 30, 2019
|
December 31, 2018
|
||||
Remainder of 2019
|
|
$
|
67,962
|
|
$
|
119,517
|
|
2020
|
|
$
|
134,915
|
|
$
|
118,685
|
|
2021
|
|
$
|
133,542
|
|
$
|
117,772
|
|
2022
|
|
$
|
132,312
|
|
$
|
116,978
|
|
2023
|
|
$
|
131,237
|
|
$
|
116,338
|
|
Thereafter
|
|
$
|
1,295,440
|
|
$
|
1,120,670
|
|
|
Lease Commitment
|
|
Non-Lease Commitment
|
|
Total Commitment
|
|||
Year
|
$
|
|
$
|
|
$
|
|||
Payments:
|
|
|
|
|
|
|||
Remainder of 2019
|
7,395
|
|
|
4,565
|
|
|
11,960
|
|
2020
|
14,710
|
|
|
9,080
|
|
|
23,790
|
|
2021
|
14,670
|
|
|
9,055
|
|
|
23,725
|
|
2022
|
6,832
|
|
|
4,218
|
|
|
11,050
|
|
Total payments
|
43,607
|
|
|
26,918
|
|
|
70,525
|
|
Less imputed interest
|
(2,941
|
)
|
|
|
|
|
|
|
Carrying value of operating lease liabilities
|
40,666
|
|
|
|
|
|
|
|
Less current portion
|
(13,098
|
)
|
|
|
|
|
||
Carrying value of long-term operating lease liabilities
|
27,568
|
|
|
|
|
|
6.
|
Revenue
|
|
Three Months Ended June 30, 2019
|
||||||||||
|
Liquefied Natural Gas
Segment
$
|
|
Liquefied
Petroleum Gas
Segment
$
|
|
Conventional
Tanker
Segment
$
|
|
Total
$
|
||||
Time charters
|
133,684
|
|
|
—
|
|
|
2,369
|
|
|
136,053
|
|
Voyage charters
|
—
|
|
|
8,858
|
|
|
—
|
|
|
8,858
|
|
Bareboat charters
|
6,129
|
|
|
—
|
|
|
—
|
|
|
6,129
|
|
Management fees and other income
|
2,020
|
|
|
—
|
|
|
—
|
|
|
2,020
|
|
|
141,833
|
|
|
8,858
|
|
|
2,369
|
|
|
153,060
|
|
|
Three Months Ended June 30, 2018
|
||||||||||
|
Liquefied Natural Gas
Segment
$
|
|
Liquefied
Petroleum Gas
Segment
$
|
|
Conventional
Tanker
Segment
$
|
|
Total
$
|
||||
Time charters
|
96,857
|
|
|
—
|
|
|
4,316
|
|
|
101,173
|
|
Voyage charters
|
—
|
|
|
6,767
|
|
|
5,719
|
|
|
12,486
|
|
Bareboat charters
|
5,734
|
|
|
—
|
|
|
—
|
|
|
5,734
|
|
Management fees and other income
|
2,814
|
|
|
—
|
|
|
108
|
|
|
2,922
|
|
|
105,405
|
|
|
6,767
|
|
|
10,143
|
|
|
122,315
|
|
|
Six Months Ended June 30, 2019
|
||||||||||
|
Liquefied Natural Gas
Segment
$
|
|
Liquefied
Petroleum Gas
Segment
$
|
|
Conventional
Tanker
Segment
$
|
|
Total
$
|
||||
Time charters
|
264,459
|
|
|
—
|
|
|
5,131
|
|
|
269,590
|
|
Voyage charters
|
—
|
|
|
18,018
|
|
|
—
|
|
|
18,018
|
|
Bareboat charters
|
12,191
|
|
|
—
|
|
|
—
|
|
|
12,191
|
|
Management fees and other income
|
3,005
|
|
|
—
|
|
|
—
|
|
|
3,005
|
|
|
279,655
|
|
|
18,018
|
|
|
5,131
|
|
|
302,804
|
|
|
Six Months Ended June 30, 2018
|
||||||||||
|
Liquefied Natural Gas
Segment
$
|
|
Liquefied
Petroleum Gas
Segment
$
|
|
Conventional
Tanker
Segment
$
|
|
Total
$
|
||||
Time charters
|
190,316
|
|
|
—
|
|
|
9,714
|
|
|
200,030
|
|
Voyage charters
|
—
|
|
|
10,390
|
|
|
10,470
|
|
|
20,860
|
|
Bareboat charters
|
11,111
|
|
|
—
|
|
|
—
|
|
|
11,111
|
|
Management fees and other income
|
5,404
|
|
|
—
|
|
|
216
|
|
|
5,620
|
|
|
206,831
|
|
|
10,390
|
|
|
20,400
|
|
|
237,621
|
|
|
Three Months Ended June 30,
|
Six Months Ended June 30,
|
|||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
|
$
|
|
$
|
|
$
|
|
$
|
||||
Lease revenue
|
|
|
|
|
|
|
|
||||
Lease revenue from lease payments of operating leases
|
131,062
|
|
|
105,465
|
|
|
260,822
|
|
|
204,282
|
|
Interest income on lease receivables
|
12,969
|
|
|
9,954
|
|
|
25,763
|
|
|
19,914
|
|
Variable lease payments - cost reimbursements
(1)
|
1,295
|
|
|
—
|
|
|
1,975
|
|
|
—
|
|
Variable lease payments - other
(2)
|
—
|
|
|
(150
|
)
|
|
—
|
|
|
(459
|
)
|
|
145,326
|
|
|
115,269
|
|
|
288,560
|
|
|
223,737
|
|
Non-lease revenue
|
|
|
|
|
|
|
|
|
|
||
Non-lease revenue - related to sales type or direct financing leases
|
5,714
|
|
|
4,124
|
|
|
11,239
|
|
|
8,264
|
|
Management fees and other income
|
2,020
|
|
|
2,922
|
|
|
3,005
|
|
|
5,620
|
|
|
7,734
|
|
|
7,046
|
|
|
14,244
|
|
|
13,884
|
|
Total
|
153,060
|
|
|
122,315
|
|
|
302,804
|
|
|
237,621
|
|
(1)
|
Reimbursements for vessel operating expenditures and dry-docking expenditures received from the Partnership's customers relating to such costs incurred by the Partnership to operate the vessel for the customer pursuant to charters accounted for as operating leases.
|
(2)
|
Payments to charterer from time-charter contracts based on the base daily hire amount in excess of spot market rates.
|
|
|
June 30,
2019 $ |
|
December 31,
2018 $ |
||
Total minimum lease payments to be received
|
|
865,333
|
|
|
897,130
|
|
Estimated unguaranteed residual value of leased properties
|
|
291,098
|
|
|
291,098
|
|
Initial direct costs
|
|
312
|
|
|
329
|
|
Less unearned revenue
|
|
(592,058
|
)
|
|
(613,394
|
)
|
Total net investments in direct financing leases
|
|
564,685
|
|
|
575,163
|
|
Less current portion
|
|
(13,082
|
)
|
|
(12,635
|
)
|
Net investments in direct financing leases
|
|
551,603
|
|
|
562,528
|
|
|
|
June 30, 2019
|
|
December 31, 2018
|
||
|
|
$
|
|
$
|
||
U.S. Dollar-denominated Revolving Credit Facilities due from 2020 to 2022
|
|
177,000
|
|
|
225,000
|
|
U.S. Dollar-denominated Term Loans and Bonds due from 2020 to 2030
|
|
1,163,693
|
|
|
1,212,504
|
|
Norwegian Krone-denominated Bonds due from 2020 to 2023
|
|
357,454
|
|
|
352,973
|
|
Euro-denominated Term Loans due from 2023 to 2024
|
|
180,115
|
|
|
193,781
|
|
Other U.S. Dollar-denominated Loans
|
|
3,300
|
|
|
3,300
|
|
Total principal
|
|
1,881,562
|
|
|
1,987,558
|
|
Unamortized discount and debt issuance costs
|
|
(13,894
|
)
|
|
(17,782
|
)
|
Total debt
|
|
1,867,668
|
|
|
1,969,776
|
|
Less current portion
|
|
(402,513
|
)
|
|
(135,901
|
)
|
Long-term debt
|
|
1,465,155
|
|
|
1,833,875
|
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||
|
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
|
|
|
$
|
|
$
|
|
$
|
|
$
|
||||
Current
|
|
|
(2,326
|
)
|
|
(569
|
)
|
|
(4,758
|
)
|
|
(1,074
|
)
|
Deferred
|
|
|
(146
|
)
|
|
(274
|
)
|
|
(292
|
)
|
|
(548
|
)
|
Income tax expense
|
|
|
(2,472
|
)
|
|
(843
|
)
|
|
(5,050
|
)
|
|
(1,622
|
)
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
|
|
$
|
|
$
|
|
$
|
|
$
|
||||
Voyage revenues
(i)(iii)(vi)
|
|
4,507
|
|
|
1,523
|
|
|
5,531
|
|
|
9,667
|
|
Vessel operating expenses
(ii)(vi)
|
|
(2,452
|
)
|
|
(5,387
|
)
|
|
(5,267
|
)
|
|
(9,922
|
)
|
Time-charter hire expense
(iii)
|
|
(3,080
|
)
|
|
—
|
|
|
(8,671
|
)
|
|
—
|
|
General and administrative expenses
(iv)
|
|
(4,170
|
)
|
|
(4,291
|
)
|
|
(8,324
|
)
|
|
(8,255
|
)
|
General and administrative expenses deferred and capitalized
(v)
|
|
—
|
|
|
(210
|
)
|
|
(245
|
)
|
|
(395
|
)
|
(i)
|
Commencing in 2008, the
Arctic Spirit
and
Polar Spirit
LNG carriers were time-chartered to Teekay Corporation at fixed-rates for periods of
10
years. The contract periods for the
Polar Spirit
and for the
Arctic Spirit
expired in March 2018 and April 2018, respectively.
|
(ii)
|
The Partnership and certain of its operating subsidiaries have entered into service agreements with certain subsidiaries of Teekay Corporation pursuant to which the Teekay Corporation subsidiaries provide to the Partnership and its subsidiaries crew training and technical management services. In addition, as part of the Partnership's acquisition of its ownership interest in the Pan Union Joint Venture in 2014, the Partnership entered into an agreement with a subsidiary of Teekay Corporation whereby Teekay Corporation's subsidiary provided, on behalf of the Partnership, shipbuilding supervision and crew training services for
four
LNG carrier newbuildings in the Pan Union Joint Venture, up to their delivery dates from 2017 to 2019. All costs incurred by these Teekay Corporation subsidiaries related to these services are charged to the Partnership and recorded as part of vessel operating expenses.
|
(iii)
|
In September 2018, the Partnership entered into an agreement with the Teekay LNG-Marubeni Joint Venture to charter in one of Teekay LNG-Marubeni Joint Venture's LNG carriers, the
Magellan Spirit
, for a period of
two years
at a fixed-rate. The time-charter hire expense charged for the three and six months ended June 30, 2019 were
$3.1 million
and
$8.7 million
, respectively. In April 2019, the Teekay LNG-Marubeni Joint Venture extended the charter contract with the Partnership for an additional
21
months at the same rate, which is set to expire in June 2022. In connection with this extension, the
Magellan Spirit
was chartered by the Partnership to Teekay Corporation for three years at a fixed rate. The Partnership recognized revenue of
$2.5 million
for the three and six months ended June 30, 2019 from this charter to Teekay Corporation.
|
(iv)
|
Includes administrative, advisory, business development, commercial and strategic consulting services charged by Teekay Corporation and reimbursements to Teekay Corporation and the Partnership's General Partner for costs incurred on the Partnership's behalf for the conduct of the Partnership's business.
|
(v)
|
Includes pre-operation, engineering and financing-related expenses charged by Teekay Corporation subsidiaries to the Partnership to support the start-up of the Bahrain LNG Joint Venture, which is expected to occur in the second half of 2019, of which $
nil
and
$0.2 million
was reimbursed by the Bahrain LNG Joint Venture for the three and six months ended
June 30, 2019
, respectively (
$0.6 million
and
$0.6 million
for the three and six months ended June 30, 2018, respectively). The net costs are recorded as part of investments in and advances to equity-accounted joint ventures in the Partnership's consolidated balance sheets.
|
(vi)
|
The Partnership entered into an operation and maintenance contract with the Bahrain LNG Joint Venture and an operating and maintenance subcontract with Teekay Marine Solutions (Bermuda) Ltd. (or
TMS
), an entity wholly-owned by Teekay Tankers Ltd., which is controlled by Teekay Corporation, relating to the LNG regasification terminal in Bahrain. The subcontractor fees from TMS for the three months and six months ended June 30, 2019 were $
1.0 million
and
$2.0 million
, respectively (
$0.1 million
and
$0.2 million
for the three and six months ended June 30, 2018, respectively), are included in vessel operating expenses in the Partnership's consolidated statements of income (loss). Cost recoveries from the Bahrain LNG Joint Venture of
$2.0 million
and
$3.0 million
for the three and six months ended June 30, 2019, respectively (
$0.1 million
and
$0.2 million
for the three and six months ended June 30, 2018, respectively), are included in voyage revenues in the Partnership's consolidated statements of income (loss).
|
|
|
Contract Amount in Foreign Currency
|
|
Average Contract Rate
(1)
|
|
Fair Value /
Carrying
Amount of
Asset (Liability)
$
|
|
Expected Maturity
2019
$
|
|
Expected Maturity
2020
$
|
|||
Euro
|
|
9,240
|
|
0.86
|
|
(101
|
)
|
|
3,952
|
|
|
6,750
|
|
|
|
|
|
Floating Rate Receivable
|
|
|
|
|
|
|
||||||
Principal
Amount
NOK (in thousands)
|
|
Principal
Amount
$
|
|
Reference Rate
|
|
Margin
|
|
Fixed Rate
Payable
|
|
Fair Value /
Carrying
Amount of
Asset (Liability)
$
|
|
Weighted-
Average
Remaining
Term (Years)
|
||||
1,000,000
|
|
|
134,000
|
|
NIBOR
|
|
3.70
|
%
|
|
5.92
|
%
|
|
(17,133
|
)
|
|
0.9
|
1,200,000
|
|
|
146,500
|
|
NIBOR
|
|
6.00
|
%
|
|
7.72
|
%
|
|
(5,785
|
)
|
|
2.3
|
850,000
|
|
|
102,000
|
|
NIBOR
|
|
4.60
|
%
|
|
7.89
|
%
|
|
(8,088
|
)
|
|
4.2
|
|
|
|
|
|
|
|
|
|
|
(31,006
|
)
|
|
|
|
|
Interest
Rate
Index
|
|
Principal
Amount
$
|
|
Fair
Value /
Carrying
Amount of Asset
(Liability)
$
|
|
Weighted-
Average
Remaining
Term
(years)
|
|
Fixed
Interest
Rate
(i)
|
||
LIBOR-Based Debt:
|
|
|
|
|
|
|
|
|
|
|
||
U.S. Dollar-denominated interest rate swaps
|
|
LIBOR
|
|
30,000
|
|
|
(177
|
)
|
|
0.0
|
|
4.9%
|
U.S. Dollar-denominated interest rate swaps
(ii)
|
|
LIBOR
|
|
125,000
|
|
|
(19,243
|
)
|
|
9.5
|
|
5.2%
|
U.S. Dollar-denominated interest rate swaps
(ii)
|
|
LIBOR
|
|
26,778
|
|
|
(239
|
)
|
|
2.1
|
|
2.8%
|
U.S. Dollar-denominated interest rate swaps
(iii) (iv)
|
|
LIBOR
|
|
326,755
|
|
|
(20,467
|
)
|
|
1.6
|
|
3.4%
|
U.S. Dollar-denominated interest rate swaps
(iv)
|
|
LIBOR
|
|
178,223
|
|
|
(4,253
|
)
|
|
7.5
|
|
2.3%
|
EURIBOR-Based Debt:
|
|
|
|
|
|
|
||||||
Euro-denominated interest rate swaps
|
|
EURIBOR
|
|
81,059
|
|
|
(9,912
|
)
|
|
4.2
|
|
3.8%
|
|
|
|
|
|
|
(54,291
|
)
|
|
|
|
|
(i)
|
Excludes the margins the Partnership pays on its floating-rate term loans, which, at
June 30, 2019
, ranged from
0.30%
to
3.25%
.
|
(ii)
|
Principal amount reduces semi-annually.
|
(iii)
|
These interest rate swaps are subject to mandatory early termination in 2020 and 2021 whereby the swaps will be settled based on their fair value at that time.
|
(iv)
|
Principal amount reduces quarterly.
|
|
Accounts receivable/Advances to affiliates
$
|
|
Current portion of derivative assets $
|
|
Derivative
assets $
|
|
Accrued
liabilities
$
|
|
Current
portion of
derivative
liabilities $
|
|
Derivative
liabilities $
|
||||||
As at June 30, 2019
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Interest rate swap agreements
|
3
|
|
|
—
|
|
|
—
|
|
|
(2,291
|
)
|
|
(8,817
|
)
|
|
(43,186
|
)
|
Foreign currency forward contracts
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(101
|
)
|
|
—
|
|
Cross currency swap agreements
|
—
|
|
|
—
|
|
|
—
|
|
|
(538
|
)
|
|
(18,887
|
)
|
|
(11,581
|
)
|
|
3
|
|
|
—
|
|
|
—
|
|
|
(2,829
|
)
|
|
(27,805
|
)
|
|
(54,767
|
)
|
As at December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Interest rate swap agreements
|
188
|
|
|
795
|
|
|
2,362
|
|
|
(2,729
|
)
|
|
(6,875
|
)
|
|
(31,358
|
)
|
Cross currency swap agreements
|
—
|
|
|
—
|
|
|
—
|
|
|
(713
|
)
|
|
(4,729
|
)
|
|
(23,680
|
)
|
Toledo Spirit time-charter derivative
|
1,021
|
|
|
40
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,209
|
|
|
835
|
|
|
2,362
|
|
|
(3,442
|
)
|
|
(11,604
|
)
|
|
(55,038
|
)
|
|
|
Three Months Ended June 30,
|
||||||||||||||||
|
|
2019
|
|
2018
|
||||||||||||||
|
|
Realized
gains
(losses)
|
|
Unrealized
gains
(losses)
|
|
Total
|
|
Realized
gains
(losses)
|
|
Unrealized
gains
(losses)
|
|
Total
|
||||||
|
|
$
|
|
$
|
|
$
|
|
$
|
|
$
|
|
$
|
||||||
Interest rate swap agreements
|
|
(2,392
|
)
|
|
(5,333
|
)
|
|
(7,725
|
)
|
|
(4,310
|
)
|
|
7,522
|
|
|
3,212
|
|
Foreign currency forward contracts
|
|
—
|
|
|
(101
|
)
|
|
(101
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
Toledo Spirit time-charter derivative
|
|
—
|
|
|
—
|
|
|
—
|
|
|
150
|
|
|
940
|
|
|
1,090
|
|
|
|
(2,392
|
)
|
|
(5,434
|
)
|
|
(7,826
|
)
|
|
(4,160
|
)
|
|
8,462
|
|
|
4,302
|
|
|
|
Six Months Ended June 30,
|
||||||||||||||||
|
|
2019
|
|
2018
|
||||||||||||||
|
|
Realized
gains
(losses)
|
|
Unrealized
gains
(losses)
|
|
Total
|
|
Realized
gains
(losses)
|
|
Unrealized
gains
(losses)
|
|
Total
|
||||||
|
|
$
|
|
$
|
|
$
|
|
$
|
|
$
|
|
$
|
||||||
Interest rate swap agreements
|
|
(4,777
|
)
|
|
(9,525
|
)
|
|
(14,302
|
)
|
|
(8,788
|
)
|
|
19,420
|
|
|
10,632
|
|
Interest rate swaption agreements
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
2
|
|
Foreign currency forward contracts
|
|
—
|
|
|
(101
|
)
|
|
(101
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
Toledo Spirit time-charter derivative
|
|
—
|
|
|
(40
|
)
|
|
(40
|
)
|
|
459
|
|
|
1,210
|
|
|
1,669
|
|
|
|
(4,777
|
)
|
|
(9,666
|
)
|
|
(14,443
|
)
|
|
(8,329
|
)
|
|
20,632
|
|
|
12,303
|
|
|
|
Three Months Ended June 30,
|
||||||||||||||||
|
|
2019
|
|
2018
|
||||||||||||||
|
|
Realized
gains
(losses)
|
|
Unrealized
gains
(losses)
|
|
Total
|
|
Realized
gains
(losses)
|
|
Unrealized
gains
(losses)
|
|
Total
|
||||||
|
|
$
|
|
$
|
|
$
|
|
$
|
|
$
|
|
$
|
||||||
Cross currency swap agreements
|
|
(1,087
|
)
|
|
(139
|
)
|
|
(1,226
|
)
|
|
(1,798
|
)
|
|
(16,566
|
)
|
|
(18,364
|
)
|
|
|
Six Months Ended June 30,
|
||||||||||||||||
|
|
2019
|
|
2018
|
||||||||||||||
|
|
Realized
gains
(losses)
|
|
Unrealized
gains
(losses)
|
|
Total
|
|
Realized
gains
(losses)
|
|
Unrealized
gains
(losses)
|
|
Total
|
||||||
|
|
$
|
|
$
|
|
$
|
|
$
|
|
$
|
|
$
|
||||||
Cross currency swap agreements
|
|
(2,521
|
)
|
|
(2,059
|
)
|
|
(4,580
|
)
|
|
(3,182
|
)
|
|
5,768
|
|
|
2,586
|
|
Three Months Ended June 30, 2019
|
|
Three Months Ended June 30, 2018
|
|
|
|||||||||||
Amount Recognized in AOCI $
|
|
Amount Reclassified from AOCI
$
|
|
Effective Portion Recognized in AOCI
(i)
$
|
|
Effective Portion Reclassified from AOCI
(ii)
$
|
|
Ineffective Portion
(iii)
$
|
|
|
|||||
(4,570
|
)
|
|
157
|
|
Interest expense
|
1,534
|
|
|
2
|
|
|
—
|
|
|
Interest expense
|
Six Months Ended June 30, 2019
|
|
Six Months Ended June 30, 2018
|
|
|
|||||||||||
Amount Recognized in AOCI $
|
|
Amount Reclassified from AOCI
$
|
|
Effective Portion Recognized in AOCI
(i)
$
|
|
Effective Portion Reclassified from AOCI
(ii)
$
|
|
Ineffective Portion
(iii)
$
|
|
|
|||||
(7,402
|
)
|
|
408
|
|
Interest expense
|
5,090
|
|
|
(248
|
)
|
|
740
|
|
|
Interest expense
|
|
|
|
|
|
|
|
|
|
|
|
(i)
|
Effective portion of designated and qualifying cash flow hedges recognized in other comprehensive (loss) income (or
OCI
).
|
(ii)
|
Effective portion of designated and qualifying cash flow hedges recorded in accumulated other comprehensive (loss) income (or
AOCI
) during the term of the hedging relationship and reclassified to earnings.
|
(iii)
|
Ineffective portion of designated and qualifying cash flow hedges recorded in interest expense.
|
(i)
|
In May 2019, the Partnership received approximately
$45 million
from a shipyard related to warranty claims on certain of the Partnership's LNG carriers and recognized the amounts as reductions to the carrying values of the applicable LNG carriers. In connection with the warranty settlement, the Partnership entered into an agreement in June 2019 with a contractor to supply equipment on certain of its LNG carriers in 2021 and 2022 for an estimated installed cost of approximately
$61 million
.
|
(ii)
|
The commitment amounts relating to the Partnership’s share of costs for newbuilding and other construction contracts in the Partnership’s equity-accounted joint ventures are based on the Partnership’s ownership percentage in each respective joint venture as of
June 30, 2019
. These commitments are described in more detail in Note 14a of the Partnership’s audited consolidated financial statements filed with its Annual Report on Form 20-F for the year-ended
December 31, 2018
. Based on the Partnership's ownership percentage in each respective joint venture, the Partnership's equity-accounted joint ventures have secured
$301 million
of undrawn financing related to the Partnership's proportionate share of the remaining commitments included in the table above.
|
|
|
Three Months Ended June 30,
|
||||
|
|
2019
|
|
2018
|
||
|
|
$
|
|
$
|
||
Limited partners' interest in net income (loss) for basic net income (loss) per common unit
|
|
9,810
|
|
|
(3,624
|
)
|
Weighted average number of common units
|
|
78,603,636
|
|
|
79,687,499
|
|
Dilutive effect of unit-based compensation
|
|
81,901
|
|
|
—
|
|
Weighted average number of common units and common unit equivalents
|
|
78,685,537
|
|
|
79,687,499
|
|
Limited partner's interest in net income (loss) per common unit:
|
|
|
|
|
||
Basic
|
|
0.12
|
|
|
(0.05
|
)
|
Diluted
|
|
0.12
|
|
|
(0.05
|
)
|
|
|
Six Months Ended June 30,
|
||||
|
|
2019
|
|
2018
|
||
|
|
$
|
|
$
|
||
Limited partners' interest in net income (loss) for basic net income (loss) per common unit
|
|
24,698
|
|
|
(16,671
|
)
|
Weighted average number of common units
|
|
78,600,342
|
|
|
79,667,384
|
|
Dilutive effect of unit-based compensation
|
|
81,921
|
|
|
—
|
|
Weighted average number of common units and common unit equivalents
|
|
78,682,263
|
|
|
79,667,384
|
|
Limited partner's interest in net income (loss) per common unit:
|
|
|
|
|
||
Basic
|
|
0.31
|
|
|
(0.21
|
)
|
Diluted
|
|
0.31
|
|
|
(0.21
|
)
|
15.
|
Restructuring Charges
|
|
June 30, 2019
|
|
December 31, 2018
|
|
June 30, 2018
|
|
December 31, 2017
|
||||
|
$
|
|
$
|
|
$
|
|
$
|
||||
Cash and cash equivalents
|
124,880
|
|
|
149,014
|
|
|
177,071
|
|
|
244,241
|
|
Restricted cash – current
|
48,869
|
|
|
38,329
|
|
|
53,599
|
|
|
22,326
|
|
Restricted cash – long-term
|
31,439
|
|
|
35,521
|
|
|
29,823
|
|
|
72,868
|
|
|
205,188
|
|
|
222,864
|
|
|
260,493
|
|
|
339,435
|
|
•
|
an increase of $51.7 million due to write-downs of the
Alexander Spirit, European Spirit
and
African Spirit
conventional tankers and the
Camilla Spirit, Cathinka Spirit, Napa Spirit
and
Pan Spirit
multi-gas carriers in 2018;
|
•
|
an increase of $40.9 million due to deliveries to us of the
Magdala, Myrina, Megara, Bahrain Spirit, Sean Spirit
and
Yamal Spirit
LNG carrier newbuildings between February 2018 and January 2019, and the
Magellan Spirit
LNG carrier, which we charter-in from the Teekay LNG-Marubeni Joint Venture, commencing charter-out employment in October 2018; and
|
•
|
an increase of $16.3 million due to higher income from vessel operations from the
Torben Spirit
LNG carrier and our seven multi-gas carriers due to higher charter rates earned in the first half of 2019;
|
•
|
a decrease of $3.5 million due to the
Galicia Spirit
and
Madrid Spirit
being off-hire during the six months ended June 30, 2019 for a scheduled dry docking and unscheduled repairs, net of the
Catalunya Spirit
being off-hire during the same period in 2018 for a scheduled dry docking.
|
|
As at June 30, 2019
|
||
Assets accounted for under the equity method of accounting
|
Ownership Percentage
|
# of Delivered Vessels
|
Newbuildings/ LNG Terminals Under Construction
|
Angola Joint Venture
|
33%
|
4
|
—
|
Bahrain LNG Joint Venture
|
30%
|
—
|
1
|
Exmar LNG Joint Venture
|
50%
|
1
|
—
|
Pan Union Joint Venture
|
20%-30%
|
4
|
—
|
RasGas 3 Joint Venture
|
40%
|
4
|
—
|
Teekay LNG-Marubeni Joint Venture
|
52%
|
6
|
—
|
Yamal LNG Joint Venture
|
50%
|
3
|
3
|
|
|
22
|
4
|
(in thousands of U.S. Dollars, except revenue days,
calendar-ship-days and percentages)
|
Three Months Ended June 30,
|
% Change
|
||||
2019
|
2018
|
|||||
Voyage revenues
|
141,833
|
|
105,405
|
|
34.6
|
|
Voyage expenses
|
(3,484
|
)
|
(496
|
)
|
602.4
|
|
Net voyage revenues
|
138,349
|
|
104,909
|
|
31.9
|
|
Vessel operating expenses
(2)
|
(23,146
|
)
|
(22,021
|
)
|
5.1
|
|
Time-charter hire expense
|
(3,080
|
)
|
—
|
|
100.0
|
|
Depreciation and amortization
|
(33,139
|
)
|
(26,418
|
)
|
25.4
|
|
General and administrative expenses
(1)(2)
|
(5,051
|
)
|
(5,839
|
)
|
(13.5
|
)
|
Income from vessel operations
|
73,933
|
|
50,631
|
|
46.0
|
|
Equity income
|
3,377
|
|
12,619
|
|
(73.2
|
)
|
Operating Data:
|
|
|
|
|||
Revenue Days (A)
|
2,205
|
|
1,742
|
|
26.6
|
|
Calendar-Ship-Days (B)
|
2,275
|
|
1,782
|
|
27.7
|
|
Utilization (A)/(B)
|
96.9
|
%
|
97.8
|
%
|
|
(in thousands of U.S. Dollars, except revenue days,
calendar-ship-days and percentages)
|
Six Months Ended June 30,
|
% Change
|
||||
2019
|
2018
|
|||||
Voyage revenues
|
279,655
|
|
206,831
|
|
35.2
|
|
Voyage expenses
|
(4,722
|
)
|
(917
|
)
|
414.9
|
|
Net voyage revenues
|
274,933
|
|
205,914
|
|
33.5
|
|
Vessel operating expenses
(2)
|
(43,701
|
)
|
(42,184
|
)
|
3.6
|
|
Time-charter hire expense
|
(8,671
|
)
|
—
|
|
100.0
|
|
Depreciation and amortization
|
(64,825
|
)
|
(51,897
|
)
|
24.9
|
|
General and administrative expenses
(1)(2)
|
(11,014
|
)
|
(10,993
|
)
|
0.2
|
|
Income from vessel operations
|
146,722
|
|
100,840
|
|
45.5
|
|
Equity income
|
10,870
|
|
40,023
|
|
(72.8
|
)
|
Operating Data:
|
|
|
|
|||
Revenue Days (A)
|
4,357
|
|
3,412
|
|
27.7
|
|
Calendar-Ship-Days (B)
|
4,495
|
|
3,452
|
|
30.2
|
|
Utilization (A)/(B)
|
96.9
|
%
|
98.8
|
%
|
|
(1)
|
Includes direct general and administrative expenses and indirect general and administrative expenses (allocated to each segment based on estimated use of resources).
|
(2)
|
Commencing in the fourth quarter of 2018 an adjustment was made to reclassify ship management cost recovery from general and administrative expenses to vessel operating expenses. The results of the three and six months ended June 30, 2018 have been reclassified to conform to the presentation adopted in the fourth quarter of 2018.
|
•
|
increases of $20.3 million and $38.7 million for the
three and six
months ended
June 30, 2019
, respectively, due to the deliveries and commencement of charter contracts of the
Bahrain Spirit, Sean Spirit
and
Yamal Spirit
between August 2018 and January 2019;
|
•
|
increases of $6.7 million and $17.4 million for the
three and six
months ended
June 30, 2019
, respectively, due to the deliveries and commencement of charter contracts with the same charterer of the
Magdala, Myrina
and
Megara
between February 2018 and July 2018;
|
•
|
increases of $4.8 million and $9.6 million for the
three and six
months ended
June 30, 2019
, respectively, due to the
Torben Spirit
earning an increased charter rate upon securing a three-year charter contract extension in 2018;
|
•
|
increases of $0.3 million and $9.6 million for the
three and six
months ended
June 30, 2019
, respectively, due to the
Magellan Spirit
being
chartered-in from Teekay LNG-Marubeni Joint Venture since September 2018 and commencing its charter-out employment in October 2018, net of 70 off-hire days between March and May 2019 for repositioning and a scheduled dry docking of the vessel;
|
•
|
increases of $1.9 million and $2.8 million for the
three and six
months ended
June 30, 2019
, respectively, due to the Bahrain terminal mobilization service fee revenue commencing in October 2018 (partially offset by an increase in vessel operating expenses); and
|
•
|
an increase of $1.8 million for the three and six months ended
June 30, 2019
due to the
Catalunya Spirit
being off-hire for 28 days in the second quarter of 2018 for a scheduled dry docking;
|
•
|
decreases of $2.8 million and $5.2 million for the
three and six
months ended
June 30, 2019
, respectively, relating to lower amortization of in-process contracts recognized into revenue with respect to our shipbuilding and site supervision contract associated with the four LNG newbuilding carriers in the Pan Union Joint Venture due to the deliveries of the
Pan Americas, Pan Europe
and
Pan Africa
LNG carrier newbuildings between January 2018 and January 2019 (partially offset by a decrease in vessel operating expenses);
|
•
|
a decrease of $2.1 million for the six months ended
June 30, 2019
due to the
Galicia Spirit
being off-hire for 37 days in the first quarter of 2019 for a scheduled dry docking;
|
•
|
a decrease of $1.3 million for the six months ended
June 30, 2019
due to the
Madrid Spirit
being off-hire for 20 days in the first quarter of 2019 for unscheduled repairs; and
|
•
|
a decrease of $1.7 million for the six months ended
June 30, 2019
due to the impact
of the depreciation of the Euro on our Euro-denominated revenue.
|
•
|
increases of $2.8 million and $6.0 million for the
three and six
months ended
June 30, 2019
, respectively, due to the deliveries of the
Bahrain Spirit
,
Sean Spirit
and
Yamal Spirit
; and
|
•
|
increases of $1.9 million and $2.8 million for the
three and six
months ended
June 30, 2019
, respectively, due to the Bahrain terminal mobilization service, which commenced in October 2018 (offset by an increase in net voyage revenues);
|
•
|
decreases of $2.5 million and $4.1 million for the
three and six
months ended
June 30, 2019
, respectively, due to lower shipbuilding supervision costs upon the deliveries of
Pan Americas, Pan Europe
and
Pan Africa
LNG carrier newbuildings (offset by a decrease in net voyage revenues); and
|
•
|
decreases of $1.0 million and $2.0 million for the
three and six
months ended
June 30, 2019
, respectively, due to higher ship management cost recoveries in the first half of 2019 as a result of the vessels delivered during 2018 and 2019.
|
(in thousands of U.S. Dollars)
|
Three Months Ended
|
|||||||||||||||
|
Angola
LNG
Carriers
|
Exmar
LNG
Carriers
|
MALT
LNG
Carriers
|
RasGas 3
LNG
Carriers
|
Pan Union LNG Carriers
|
Yamal LNG Carriers
|
Bahrain LNG Joint Venture
|
Total
Equity
Income
|
||||||||
Three months ended June 30, 2019
|
386
|
|
955
|
|
(3,826
|
)
|
2,743
|
|
2,660
|
|
5,634
|
|
(5,175
|
)
|
3,377
|
|
Three months ended June 30, 2018
|
4,824
|
|
723
|
|
(2,276
|
)
|
3,310
|
|
1,503
|
|
4,867
|
|
(332
|
)
|
12,619
|
|
Difference
|
(4,438
|
)
|
232
|
|
(1,550
|
)
|
(567
|
)
|
1,157
|
|
767
|
|
(4,843
|
)
|
(9,242
|
)
|
(in thousands of U.S. Dollars)
|
Six Months Ended
|
|||||||||||||||
|
Angola
LNG
Carriers
|
Exmar
LNG
Carriers
|
MALT
LNG
Carriers
|
RasGas 3
LNG
Carriers
|
Pan Union LNG Carriers
|
Yamal LNG Carriers
|
Bahrain LNG Joint Venture
|
Total
Equity
Income
|
||||||||
Six months ended June 30, 2019
|
1,120
|
|
1,684
|
|
(3,062
|
)
|
5,193
|
|
5,307
|
|
11,264
|
|
(10,636
|
)
|
10,870
|
|
Six months ended June 30, 2018
|
13,310
|
|
7,439
|
|
(1,712
|
)
|
7,505
|
|
2,577
|
|
5,639
|
|
5,265
|
|
40,023
|
|
Difference
|
(12,190
|
)
|
(5,755
|
)
|
(1,350
|
)
|
(2,312
|
)
|
2,730
|
|
5,625
|
|
(15,901
|
)
|
(29,153
|
)
|
(in thousands of U.S. Dollars, except revenue days,
calendar-ship-days and percentages)
|
Three Months Ended June 30,
|
% Change
|
||||
2019
|
2018
|
|||||
Voyage revenues
|
8,858
|
|
6,767
|
|
30.9
|
|
Voyage expenses
|
(2,542
|
)
|
(3,949
|
)
|
(35.6
|
)
|
Net voyage revenues
|
6,316
|
|
2,818
|
|
124.1
|
|
Vessel operating expenses
|
(3,630
|
)
|
(7,651
|
)
|
(52.6
|
)
|
Depreciation and amortization
|
(2,030
|
)
|
(2,243
|
)
|
(9.5
|
)
|
General and administrative expenses
(1)
|
(345
|
)
|
(1,110
|
)
|
(68.9
|
)
|
Write-down of vessels
|
—
|
|
(33,000
|
)
|
(100.0
|
)
|
Income (loss) from vessel operations
|
311
|
|
(41,186
|
)
|
100.8
|
|
Equity loss
|
(1,639
|
)
|
(1,425
|
)
|
15.0
|
|
Operating Data:
|
|
|
|
|||
Revenue Days (A)
|
637
|
|
575
|
|
10.8
|
|
Calendar-Ship-Days (B)
|
637
|
|
637
|
|
—
|
|
Utilization (A)/(B)
|
100.0
|
%
|
90.3
|
%
|
|
(in thousands of U.S. Dollars, except revenue days,
calendar-ship-days and percentages)
|
Six Months Ended June 30,
|
% Change
|
||||
2019
|
2018
|
|||||
Voyage revenues
|
18,018
|
|
10,390
|
|
73.4
|
|
Voyage expenses
|
(7,212
|
)
|
(6,336
|
)
|
13.8
|
|
Net voyage revenues
|
10,806
|
|
4,054
|
|
166.6
|
|
Vessel operating expenses
|
(7,982
|
)
|
(11,676
|
)
|
(31.6
|
)
|
Depreciation and amortization
|
(3,951
|
)
|
(3,985
|
)
|
(0.9
|
)
|
General and administrative expenses
(1)
|
(908
|
)
|
(2,243
|
)
|
(59.5
|
)
|
Write-down of vessels
|
—
|
|
(33,000
|
)
|
(100.0
|
)
|
Loss from vessel operations
|
(2,035
|
)
|
(46,850
|
)
|
(95.7
|
)
|
Equity loss
|
(3,554
|
)
|
(2,105
|
)
|
68.8
|
|
Operating Data:
|
|
|
|
|||
Revenue Days (A)
|
1,215
|
|
1,157
|
|
5.0
|
|
Calendar-Ship-Days (B)
|
1,267
|
|
1,267
|
|
—
|
|
Utilization (A)/(B)
|
95.9
|
%
|
91.3
|
%
|
|
(1)
|
Includes direct general and administrative expenses and indirect general and administrative expenses (allocated to each segment based on estimated use of resources).
|
(in thousands of U.S. Dollars, except revenue days,
calendar-ship-days and percentages)
|
Three Months Ended June 30,
|
% Change
|
||||
2019
|
2018
|
|||||
Voyage revenues
|
2,369
|
|
10,143
|
|
(76.6
|
)
|
Voyage recoveries (expenses)
|
3
|
|
(3,506
|
)
|
(100.1
|
)
|
Net voyage revenues
|
2,372
|
|
6,637
|
|
(64.3
|
)
|
Vessel operating expenses
|
(681
|
)
|
(3,547
|
)
|
(80.8
|
)
|
Depreciation and amortization
|
(169
|
)
|
(1,133
|
)
|
(85.1
|
)
|
General and administrative expenses
(1)
|
(271
|
)
|
(897
|
)
|
(69.8
|
)
|
Restructuring charges
|
(818
|
)
|
—
|
|
100.0
|
|
Income from vessel operations
|
433
|
|
1,060
|
|
(59.2
|
)
|
Operating Data:
|
|
|
|
|||
Revenue Days (A)
|
91
|
|
433
|
|
(79.0
|
)
|
Calendar-Ship-Days (B)
|
91
|
|
455
|
|
(80.0
|
)
|
Utilization (A)/(B)
|
100.0
|
%
|
95.2
|
%
|
|
(in thousands of U.S. Dollars, except revenue days,
calendar-ship-days and percentages)
|
Six Months Ended June 30,
|
% Change
|
||||
2019
|
2018
|
|||||
Voyage revenues
|
5,131
|
|
20,400
|
|
(74.8
|
)
|
Voyage recoveries (expenses)
|
136
|
|
(6,499
|
)
|
(102.1
|
)
|
Net voyage revenues
|
5,267
|
|
13,901
|
|
(62.1
|
)
|
Vessel operating expenses
|
(1,875
|
)
|
(7,326
|
)
|
(74.4
|
)
|
Depreciation and amortization
|
(688
|
)
|
(3,179
|
)
|
(78.4
|
)
|
General and administrative expenses
(1)
|
(377
|
)
|
(1,681
|
)
|
(77.6
|
)
|
Write-down of vessels
|
—
|
|
(18,662
|
)
|
(100.0
|
)
|
Restructuring charges
|
(2,976
|
)
|
(1,396
|
)
|
113.2
|
|
Loss from vessel operations
|
(649
|
)
|
(18,343
|
)
|
(96.5
|
)
|
Operating Data:
|
|
|
|
|||
Revenue Days (A)
|
204
|
|
831
|
|
(75.5
|
)
|
Calendar-Ship-Days (B)
|
204
|
|
854
|
|
(76.1
|
)
|
Utilization (A)/(B)
|
100.0
|
%
|
97.3
|
%
|
|
(1)
|
Includes direct general and administrative expenses and indirect general and administrative expenses (allocated to each segment based on estimated use of corporate resources).
|
•
|
increases of $10.1 million and $21.0 million for the
three and six
months ended
June 30, 2019
, respectively, relating to interest incurred on the debt and obligations related to the deliveries of the
Myrina, Megara, Bahrain Spirit, Sean Spirit
and
Yamal Spirit
LNG carriers;
|
•
|
increases of $3.0 million and $5.4 million for the three and six months ended
June 30, 2019
, respectively, due to decreases in capitalized interest as a result of vessels delivered during 2018 and 2019;
|
•
|
an increase of $2.1 million for the six months ended
June 30, 2019
as a result of higher LIBOR rates, as compared to the same period of the prior year, net of principal repayments; and
|
•
|
an increase of $2.0 million for the six months ended
June 30, 2019
relating to the write-off of debt issuance costs upon completion of debt refinancing on the
Sean Spirit
in January 2019
.
|
(in thousands of U.S. Dollars)
|
Three Months Ended June 30,
|
|||||||||||
|
2019
|
2018
|
||||||||||
|
Realized
gains (losses) |
Unrealized
gains (losses) |
Total
|
Realized
gains (losses) |
Unrealized
gains (losses) |
Total
|
||||||
Interest rate swap agreements
|
(2,392
|
)
|
(5,333
|
)
|
(7,725
|
)
|
(4,310
|
)
|
7,522
|
|
3,212
|
|
Foreign currency forward contracts
|
—
|
|
(101
|
)
|
(101
|
)
|
—
|
|
—
|
|
—
|
|
Toledo Spirit time-charter derivative
|
—
|
|
—
|
|
—
|
|
150
|
|
940
|
|
1,090
|
|
|
(2,392
|
)
|
(5,434
|
)
|
(7,826
|
)
|
(4,160
|
)
|
8,462
|
|
4,302
|
|
(in thousands of U.S. Dollars)
|
Six Months Ended June 30,
|
|||||||||||
|
2019
|
2018
|
||||||||||
|
Realized
gains (losses) |
Unrealized
gains (losses) |
Total
|
Realized
gains (losses) |
Unrealized
gains (losses) |
Total
|
||||||
Interest rate swap agreements
|
(4,777
|
)
|
(9,525
|
)
|
(14,302
|
)
|
(8,788
|
)
|
19,420
|
|
10,632
|
|
Interest rate swaption agreements
|
—
|
|
—
|
|
—
|
|
—
|
|
2
|
|
2
|
|
Foreign currency forward contracts
|
—
|
|
(101
|
)
|
(101)
|
—
|
|
—
|
|
—
|
|
|
Toledo Spirit time-charter derivative
|
—
|
|
(40
|
)
|
(40
|
)
|
459
|
|
1,210
|
|
1,669
|
|
|
(4,777
|
)
|
(9,666
|
)
|
(14,443
|
)
|
(8,329
|
)
|
20,632
|
|
12,303
|
|
(in thousands of U.S. Dollars)
|
Six Months Ended June 30,
|
|||
|
2019
|
2018
|
||
Net cash flow from operating activities
|
116,878
|
|
83,588
|
|
Net cash flow (used for) from financing activities
|
(36,424
|
)
|
116,169
|
|
Net cash flow used for investing activities
|
(98,130
|
)
|
(278,699
|
)
|
|
|
Total
|
|
Remainder of 2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
Beyond 2023
|
|||||||
|
|
(in millions of U.S. Dollars)
|
||||||||||||||||||
U.S. Dollar-Denominated Obligations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Long-term debt:
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Scheduled repayments
|
|
556.2
|
|
|
54.2
|
|
|
102.6
|
|
|
71.3
|
|
|
58.9
|
|
|
55.2
|
|
214.0
|
|
Repayments at maturity
|
|
787.8
|
|
|
3.4
|
|
|
320.8
|
|
|
172.4
|
|
|
5.0
|
|
|
—
|
|
286.2
|
|
Commitments related to finance leases
(2)
|
|
1,895.4
|
|
|
68.0
|
|
|
134.9
|
|
|
133.6
|
|
|
132.3
|
|
|
131.2
|
|
1,295.4
|
|
Commitments related to operating leases
(3)
|
|
291.5
|
|
|
23.9
|
|
|
47.7
|
|
|
47.6
|
|
|
35.0
|
|
|
11.8
|
|
125.5
|
|
Newbuilding installments/shipbuilding supervision
and other construction
(4)
|
|
410.3
|
|
|
359.7
|
|
|
9.7
|
|
|
27.2
|
|
|
13.7
|
|
|
—
|
|
—
|
|
Total U.S. Dollar-denominated obligations
|
|
3,941.2
|
|
|
509.2
|
|
|
615.7
|
|
|
452.1
|
|
|
244.9
|
|
|
198.2
|
|
1,921.1
|
|
Euro-Denominated Obligations
(5)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Long-term debt
(6)
|
|
180.1
|
|
|
12.4
|
|
|
25.6
|
|
|
26.7
|
|
|
28.0
|
|
|
59.2
|
|
28.2
|
|
Total Euro-denominated obligations
|
|
180.1
|
|
|
12.4
|
|
|
25.6
|
|
|
26.7
|
|
|
28.0
|
|
|
59.2
|
|
28.2
|
|
Norwegian Krone-Denominated Obligations
(5)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Long-term debt
(7)
|
|
357.5
|
|
|
—
|
|
|
117.2
|
|
|
140.7
|
|
|
—
|
|
|
99.6
|
|
—
|
|
Total Norwegian Krone-Denominated obligations
|
|
357.5
|
|
|
—
|
|
|
117.2
|
|
|
140.7
|
|
|
—
|
|
|
99.6
|
|
—
|
|
Totals
|
|
4,478.8
|
|
|
521.6
|
|
|
758.5
|
|
|
619.5
|
|
|
272.9
|
|
|
357.0
|
|
1,949.3
|
|
(1)
|
Excludes expected interest payments of
$24.2 million
(remainder of
2019
),
$38.6 million
(
2020
),
$25.6 million
(
2021
),
$20.4 million
(
2022
),
$18.5 million
(
2023
) and
$62.9 million
(beyond
2023
). Expected interest payments are based on the existing interest rates (fixed-rate loans) and LIBOR at
June 30, 2019
, plus margins on debt that has been drawn that range up to
3.25%
(variable-rate loans). The expected interest payments do not reflect the effect of related interest rate swaps that we have used as an economic hedge for certain of our variable-rate debt. In addition, the above table does not reflect scheduled debt repayments in our equity-accounted joint ventures.
|
(2)
|
Includes, in addition to lease payments, amounts we are required to pay to purchase the leased assets at the end of their respective lease terms.
|
(3)
|
We have corresponding leases whereby we are the lessor and expect to receive approximately
$207.2 million
under these leases from the remainder of
2019
to 2029.
|
(4)
|
In July 2014, the Yamal LNG Joint Venture, in which we have a 50% ownership interest, entered into agreements for the construction of six ARC7 LNG carrier newbuildings, of which two delivered in 2018, one delivered in June 2019, with the remaining three expected to be delivered during the remainder of 2019. As at June 30, 2019, our 50% share of the estimated remaining costs for the three remaining newbuildings totaled
$294.2 million
, of which the Yamal LNG Joint Venture had secured undrawn financing of
$273 million
based on our proportionate share of the remaining newbuilding installments included in the table above.
|
(5)
|
Euro-denominated and NOK-denominated obligations are presented in U.S. Dollars and have been converted using the prevailing exchange rates as of
June 30, 2019
.
|
(6)
|
Excludes expected interest payments of
$1.0 million
(remainder of
2019
),
$1.8 million
(
2020
),
$1.5 million
(
2021
),
$1.2 million
(
2022
),
$0.8 million
(
2023
) and
$0.3 million
(beyond
2023
). Expected interest payments are based on EURIBOR at
June 30, 2019
, plus margins that range up to
1.95%
, as well as the prevailing U.S. Dollar/Euro exchange rate as of
June 30, 2019
. The expected interest payments do not reflect the effect of related interest rate swaps that we have used as an economic hedge of certain of our variable-rate debt.
|
(7)
|
Excludes expected interest payments of
$11.3 million
(remainder of
2019
),
$19.5 million
(
2020
),
$11.3 million
(
2021
),
$6.1 million
(
2022
), and $2.9 million (
2023
). Expected interest payments are based on NIBOR at
June 30, 2019
, plus margins that range up to 6.00%, as well as the prevailing U.S. Dollar/NOK exchange rate as of
June 30, 2019
. The expected interest payments do not reflect the effect of the related cross currency swaps that we have used as an economic hedge of our foreign exchange and interest rate exposure associated with our NOK-denominated long-term debt.
|
•
|
the expected timing and completion of dry dock activities;
|
•
|
Teekay Corporation's in-charter of the
Magellan Spirit
and our novation and continued charter of the vessel;
|
•
|
the future resumption of an LNG plant in Yemen operated by YLNG and payment of deferred amounts for our two 52%-owned vessels on charter to YLNG;
|
•
|
our liquidity needs, including our anticipated funds and sources of financing for liquidity and working capital needs and the sufficiency of cash flows, and out estimation that we will have sufficient liquidity for at least a one-year period;
|
•
|
the expected timing of deliveries of the two remaining ARC7 LNG carrier newbuildings in the Yamal LNG Joint Venture;
|
•
|
the expected timing and cost relating to the additional equipment to be installed for certain of our LNG carriers;
|
•
|
the expected ability of Awilco LNG ASA (or
Awilco
) to fulfill the purchase obligation relating to two of our LNG carriers completing charters with Awilco in 2019;
|
•
|
expected exposure to interest rate volatility;
|
•
|
expected interest payments; and
|
•
|
the expected timing and cost of the LNG receiving and regasification terminal in Bahrain.
|
Period
|
Total number of Units purchased
|
Average price paid per Unit
|
Total number of Units purchased as part of publicly announced plans or program
(1)
|
Maximum number (or approximate dollar value) of Units that may yet be purchased under the plans or programs
|
||||||
June 1 - June 30
|
187,290
|
|
|
$13.39
|
|
187,290
|
|
|
$84,474,893
|
|
Total
|
187,290
|
|
|
$13.39
|
|
187,290
|
|
|
$84,474,893
|
|
101.INS
|
XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
|
101.SCH
|
XBRL Taxonomy Extension Schema
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase
|
•
|
REGISTRATION STATEMENT ON FORM S-8 (NO.333-124647) FILED WITH THE SEC ON MAY 5, 2005
|
•
|
REGISTRATION STATEMENT ON FORM F-3 (NO.333-190783) FILED WITH THE SEC ON AUGUST 22, 2013
|
•
|
REGISTRATION STATEMENT ON FORM F-3 (NO.333-220967) FILED WITH THE SEC ON OCTOBER 16, 2017
|
•
|
REGISTRATION STATEMENT ON FORM F-3 (NO.333-225584) FILED WITH THE SEC ON JUNE 12, 2018
|
|
|
|
|
TEEKAY LNG PARTNERS L.P.
|
|
|
|
|
|
||
|
|
|
|
By:
|
Teekay GP L.L.C., its general partner
|
|
|
|
|
||
Date: August 13, 2019
|
|
|
|
By:
|
/s/ Anne Liversedge
|
|
|
|
|
Anne Liversedge
|
|
|
|
|
|
Secretary
|
|
|
|
|
|
|
1 Year Teekay Lng Partners Chart |
1 Month Teekay Lng Partners Chart |
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