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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Teekay Corporation | NYSE:TK | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.27 | 3.60% | 7.78 | 7.78 | 7.51 | 7.53 | 577,930 | 21:32:44 |
|
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
|
Form 20-F ý Form 40- F ¨
|
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1).
|
Yes ¨ No ý
|
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7).
|
Yes ¨ No ý
|
|
|
PAGE
|
|
|
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
|
$
|
|
$
|
|
$
|
|
$
|
||||
Revenues (note 3)
|
420,696
|
|
|
416,562
|
|
|
1,359,576
|
|
|
1,216,226
|
|
Voyage expenses
|
(92,689
|
)
|
|
(90,899
|
)
|
|
(294,492
|
)
|
|
(271,688
|
)
|
Vessel operating expenses
|
(159,616
|
)
|
|
(155,985
|
)
|
|
(479,229
|
)
|
|
(475,207
|
)
|
Time-charter hire expenses (note 6)
|
(28,932
|
)
|
|
(20,965
|
)
|
|
(87,587
|
)
|
|
(61,024
|
)
|
Depreciation and amortization
|
(73,633
|
)
|
|
(69,967
|
)
|
|
(219,589
|
)
|
|
(205,238
|
)
|
General and administrative expenses
|
(20,016
|
)
|
|
(20,650
|
)
|
|
(63,856
|
)
|
|
(69,803
|
)
|
Write-down and loss on sales of vessels (note 7)
|
(175,785
|
)
|
|
(2,201
|
)
|
|
(179,113
|
)
|
|
(53,693
|
)
|
Restructuring charges (note 14)
|
(414
|
)
|
|
(813
|
)
|
|
(10,404
|
)
|
|
(4,065
|
)
|
(Loss) income from vessel operations
|
(130,389
|
)
|
|
55,082
|
|
|
25,306
|
|
|
75,508
|
|
Interest expense
|
(67,707
|
)
|
|
(67,343
|
)
|
|
(211,583
|
)
|
|
(181,494
|
)
|
Interest income
|
1,485
|
|
|
2,103
|
|
|
6,407
|
|
|
5,875
|
|
Realized and unrealized (losses) gains on non-designated derivative instruments (note 16)
|
(1,924
|
)
|
|
(2,168
|
)
|
|
(18,311
|
)
|
|
17,981
|
|
Equity income (loss) (note 4)
|
21,514
|
|
|
13,744
|
|
|
(46,423
|
)
|
|
41,698
|
|
Foreign exchange gain (loss) (notes 10 and 16)
|
5,628
|
|
|
3,553
|
|
|
(2,853
|
)
|
|
16,104
|
|
Loss on deconsolidation of Teekay Offshore (note 4)
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,070
|
)
|
Other loss (note 10)
|
(1,424
|
)
|
|
(2,400
|
)
|
|
(12,495
|
)
|
|
(2,795
|
)
|
(Loss) income before income taxes
|
(172,817
|
)
|
|
2,571
|
|
|
(259,952
|
)
|
|
(34,193
|
)
|
Income tax expense (note 17)
|
(3,091
|
)
|
|
(4,334
|
)
|
|
(11,531
|
)
|
|
(17,197
|
)
|
Net loss
|
(175,908
|
)
|
|
(1,763
|
)
|
|
(271,483
|
)
|
|
(51,390
|
)
|
Net income attributable to non-controlling interests
|
(22,270
|
)
|
|
(10,242
|
)
|
|
(50,437
|
)
|
|
(9,494
|
)
|
Net loss attributable to the shareholders of Teekay Corporation
|
(198,178
|
)
|
|
(12,005
|
)
|
|
(321,920
|
)
|
|
(60,884
|
)
|
Per common share of Teekay Corporation (note 18)
|
|
|
|
|
|
|
|
||||
• Basic and diluted loss attributable to shareholders of Teekay Corporation
|
(1.97
|
)
|
|
(0.12
|
)
|
|
(3.20
|
)
|
|
(0.61
|
)
|
Weighted average number of common shares outstanding (note 18)
|
|
|
|
|
|
|
|
||||
• Basic and diluted
|
100,784,683
|
|
|
100,435,045
|
|
|
100,697,251
|
|
|
99,412,381
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
|
$
|
|
$
|
|
$
|
|
$
|
||||
Net loss
|
(175,908
|
)
|
|
(1,763
|
)
|
|
(271,483
|
)
|
|
(51,390
|
)
|
Other comprehensive (loss) income:
|
|
|
|
|
|
|
|
||||
Other comprehensive (loss) income before reclassifications
|
|
|
|
|
|
|
|
||||
Unrealized (loss) gain on qualifying cash flow hedging instruments
|
(19,576
|
)
|
|
6,955
|
|
|
(71,828
|
)
|
|
16,631
|
|
Pension adjustments, net of taxes
|
(230
|
)
|
|
174
|
|
|
(402
|
)
|
|
550
|
|
Foreign exchange gain on currency translation
|
—
|
|
|
794
|
|
|
—
|
|
|
843
|
|
Amounts reclassified from accumulated other comprehensive (loss) income relating to:
|
|
|
|
|
|
|
|
||||
Realized (gain) loss on qualifying cash flow hedging instruments
|
|
|
|
|
|
|
|
||||
To interest expense (note 16)
|
(22
|
)
|
|
(37
|
)
|
|
(430
|
)
|
|
211
|
|
To equity income
|
401
|
|
|
(619
|
)
|
|
(296
|
)
|
|
(1,217
|
)
|
Loss on deconsolidation of Teekay Offshore (note 4)
|
—
|
|
|
—
|
|
|
—
|
|
|
7,720
|
|
Other comprehensive (loss) income
|
(19,427
|
)
|
|
7,267
|
|
|
(72,956
|
)
|
|
24,738
|
|
Comprehensive (loss) income
|
(195,335
|
)
|
|
5,504
|
|
|
(344,439
|
)
|
|
(26,652
|
)
|
Comprehensive income attributable to non-controlling interests
|
(9,578
|
)
|
|
(14,953
|
)
|
|
(1,482
|
)
|
|
(20,617
|
)
|
Comprehensive loss attributable to shareholders of Teekay Corporation
|
(204,913
|
)
|
|
(9,449
|
)
|
|
(345,921
|
)
|
|
(47,269
|
)
|
|
As at
September 30, 2019 |
|
As at
December 31, 2018 |
||
|
$
|
|
$
|
||
ASSETS
|
|
|
|
||
Current
|
|
|
|
||
Cash and cash equivalents (note 10 and 19)
|
293,361
|
|
|
424,169
|
|
Restricted cash – current (note 19)
|
60,463
|
|
|
40,493
|
|
Accounts receivable, including non-trade of $10,688 (2018 – $7,883) and related party balance of $2,444 (2018 – $57,062)
|
148,891
|
|
|
174,031
|
|
Accrued revenue
|
61,841
|
|
|
20,249
|
|
Prepaid expenses and other (notes 3 and 16)
|
98,819
|
|
|
69,882
|
|
Current portion of loans to equity-accounted investments
|
99,314
|
|
|
169,197
|
|
Vessel held for sale (notes 7 and 13)
|
11,515
|
|
|
—
|
|
Total current assets
|
774,204
|
|
|
898,021
|
|
Restricted cash – non-current (note 19)
|
38,932
|
|
|
40,977
|
|
Vessels and equipment (note 10)
|
|
|
|
|
|
At cost, less accumulated depreciation of $1,276,554 (2018 – $1,270,460) (notes 7 and 13)
|
3,017,153
|
|
|
3,362,937
|
|
Vessels related to finance leases, at cost, less accumulated amortization of $234,103 (2018 – $178,178) (note 6)
|
2,224,142
|
|
|
2,067,254
|
|
Operating lease right-of-use assets (notes 2 and 6)
|
177,052
|
|
|
—
|
|
Advances on newbuilding contracts
|
—
|
|
|
86,942
|
|
Total vessels and equipment
|
5,418,347
|
|
|
5,517,133
|
|
Net investment in direct financing leases – non-current (notes 3 and 6)
|
548,072
|
|
|
562,528
|
|
Investment in and loans to equity-accounted investments (notes 4 and 12a)
|
1,034,713
|
|
|
1,193,741
|
|
Goodwill, intangibles and other non-current assets (note 16)
|
137,510
|
|
|
179,270
|
|
Total assets
|
7,951,778
|
|
|
8,391,670
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
|
Current
|
|
|
|
|
|
Accounts payable, accrued liabilities and other (notes 8, 14 and 16)
|
341,092
|
|
|
254,380
|
|
Short-term debt (note 9)
|
50,000
|
|
|
—
|
|
Loans from equity-accounted investments
|
24,895
|
|
|
75,292
|
|
Current portion of derivative liabilities (note 16)
|
38,502
|
|
|
12,205
|
|
Current portion of long-term debt (note 10)
|
528,527
|
|
|
242,137
|
|
Current obligations related to finance leases (note 6)
|
94,536
|
|
|
102,115
|
|
Current portion of operating lease liabilities (notes 2 and 6)
|
62,654
|
|
|
—
|
|
Total current liabilities
|
1,140,206
|
|
|
686,129
|
|
Long-term debt (note 10)
|
2,292,777
|
|
|
3,077,386
|
|
Long-term obligations related to finance leases (note 6)
|
1,754,544
|
|
|
1,571,730
|
|
Long-term operating lease liabilities (notes 2 and 6)
|
102,760
|
|
|
—
|
|
Derivative liabilities (note 16)
|
73,482
|
|
|
56,352
|
|
Other long-term liabilities (note 17)
|
139,109
|
|
|
133,045
|
|
Total liabilities
|
5,502,878
|
|
|
5,524,642
|
|
Commitments and contingencies (notes 6, 10, 12, and 16)
|
|
|
|
|
|
Equity
|
|
|
|
|
|
Common stock and additional paid-in capital ($0.001 par value; 725,000,000 shares authorized; 100,784,683 shares outstanding and issued (2018 – 100,435,210)) (note 11)
|
1,050,898
|
|
|
1,045,659
|
|
Accumulated deficit
|
(558,016
|
)
|
|
(234,395
|
)
|
Non-controlling interest
|
1,983,896
|
|
|
2,058,037
|
|
Accumulated other comprehensive loss (note 15)
|
(27,878
|
)
|
|
(2,273
|
)
|
Total equity
|
2,448,900
|
|
|
2,867,028
|
|
Total liabilities and equity
|
7,951,778
|
|
|
8,391,670
|
|
|
Nine Months Ended September 30,
|
||||
|
2019
|
|
2018
|
||
|
$
|
|
$
|
||
Cash, cash equivalents and restricted cash provided by (used for)
|
|
|
|
||
OPERATING ACTIVITIES
|
|
|
|
||
Net loss
|
(271,483
|
)
|
|
(51,390
|
)
|
Non-cash and non-operating items:
|
|
|
|
||
Depreciation and amortization
|
219,589
|
|
|
205,238
|
|
Unrealized loss (gain) on derivative instruments and loss on sale of warrants (note 16)
|
38,803
|
|
|
(93,817
|
)
|
Write-down and loss on sales of vessels (note 7)
|
179,113
|
|
|
53,693
|
|
Equity loss (income), net of dividends received
|
71,797
|
|
|
(28,382
|
)
|
Income tax expense (note 17)
|
11,531
|
|
|
17,197
|
|
Foreign exchange (gain) loss including the effect of the termination of cross currency swaps
|
(28,532
|
)
|
|
31,098
|
|
Other
|
30,603
|
|
|
20,982
|
|
Direct financing lease payments received
|
9,242
|
|
|
—
|
|
Change in operating assets and liabilities
|
41,729
|
|
|
(41,424
|
)
|
Expenditures for dry docking
|
(46,266
|
)
|
|
(28,782
|
)
|
Net operating cash flow
|
256,126
|
|
|
84,413
|
|
FINANCING ACTIVITIES
|
|
|
|
||
Proceeds from issuance of long-term debt, net of issuance costs
|
449,686
|
|
|
843,854
|
|
Prepayments of long-term debt
|
(774,401
|
)
|
|
(681,664
|
)
|
Scheduled repayments of long-term debt and settlement of related swaps (note 10)
|
(171,946
|
)
|
|
(265,868
|
)
|
Proceeds from short-term debt
|
125,000
|
|
|
—
|
|
Prepayment of short-term debt
|
(75,000
|
)
|
|
—
|
|
Proceeds from financing related to sale-leaseback of vessels
|
381,526
|
|
|
526,692
|
|
Prepayment of obligations related to finance leases
|
(111,617
|
)
|
|
—
|
|
Repayments of obligations related to finance leases
|
(72,559
|
)
|
|
(54,122
|
)
|
Net proceeds from equity issuances of Teekay Corporation (note 11)
|
—
|
|
|
103,657
|
|
Repurchase of Teekay LNG common units
|
(25,729
|
)
|
|
—
|
|
Distributions paid from subsidiaries to non-controlling interests
|
(46,982
|
)
|
|
(49,124
|
)
|
Cash dividends paid
|
(5,523
|
)
|
|
(16,637
|
)
|
Other financing activities
|
(580
|
)
|
|
(595
|
)
|
Net financing cash flow
|
(328,125
|
)
|
|
406,193
|
|
INVESTING ACTIVITIES
|
|
|
|
||
Expenditures for vessels and equipment, net of warranty settlement $44,890 (2018 – $nil) (note 12a)
|
(98,713
|
)
|
|
(564,464
|
)
|
Proceeds from sale of equity-accounted investments and related assets (note 4)
|
100,000
|
|
|
54,438
|
|
Investment in equity-accounted investments
|
(42,171
|
)
|
|
(32,758
|
)
|
Loans to joint ventures and joint venture partners
|
—
|
|
|
(24,957
|
)
|
Cash of transferred subsidiaries on sale, net of proceeds received (note 4)
|
—
|
|
|
(25,254
|
)
|
Other investing activities
|
—
|
|
|
8,678
|
|
Net investing cash flow
|
(40,884
|
)
|
|
(584,317
|
)
|
Decrease in cash, cash equivalents and restricted cash
|
(112,883
|
)
|
|
(93,711
|
)
|
Cash, cash equivalents and restricted cash, beginning of the period
|
505,639
|
|
|
552,174
|
|
Cash, cash equivalents and restricted cash, end of the period
|
392,756
|
|
|
458,463
|
|
Supplemental cash flow information (note 19)
|
|
|
|
|
TOTAL EQUITY
|
||||||||||||||||
|
Thousands
of Shares
of Common
Stock
Outstanding
#
|
|
Common
Stock and
Additional
Paid-in
Capital
$
|
|
Accumulated
Deficit
$
|
|
Accumulated
Other
Compre-
hensive
Loss
$
|
|
Non-
controlling
Interests
$
|
|
Total
$
|
||||||
Balance as at December 31, 2018
|
100,435
|
|
|
1,045,659
|
|
|
(234,395
|
)
|
|
(2,273
|
)
|
|
2,058,037
|
|
|
2,867,028
|
|
Net (loss) income
|
—
|
|
|
—
|
|
|
(84,257
|
)
|
|
—
|
|
|
22,793
|
|
|
(61,464
|
)
|
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,247
|
)
|
|
(15,100
|
)
|
|
(22,347
|
)
|
Dividends declared:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Common stock ($0.055 per share)
|
—
|
|
|
—
|
|
|
(5,385
|
)
|
|
—
|
|
|
—
|
|
|
(5,385
|
)
|
Other dividends
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(13,892
|
)
|
|
(13,892
|
)
|
Employee stock compensation and other (note 11)
|
264
|
|
|
2,964
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,964
|
|
Change in accounting policy (note 2)
|
—
|
|
|
—
|
|
|
606
|
|
|
(1,604
|
)
|
|
(1,993
|
)
|
|
(2,991
|
)
|
Changes to non-controlling interest from equity contributions and other
|
—
|
|
|
—
|
|
|
1,526
|
|
|
—
|
|
|
(9,349
|
)
|
|
(7,823
|
)
|
Balance as at March 31, 2019
|
100,699
|
|
|
1,048,623
|
|
|
(321,905
|
)
|
|
(11,124
|
)
|
|
2,040,496
|
|
|
2,756,090
|
|
Net (loss) income
|
—
|
|
|
—
|
|
|
(39,485
|
)
|
|
—
|
|
|
5,374
|
|
|
(34,111
|
)
|
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(10,019
|
)
|
|
(21,163
|
)
|
|
(31,182
|
)
|
Other dividends
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16,574
|
)
|
|
(16,574
|
)
|
Employee stock compensation and other (note 11)
|
85
|
|
|
908
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
908
|
|
Changes to non-controlling interest from equity contributions and other
|
—
|
|
|
—
|
|
|
228
|
|
|
—
|
|
|
(2,734
|
)
|
|
(2,506
|
)
|
Balance as at June 30, 2019
|
100,784
|
|
|
1,049,531
|
|
|
(361,162
|
)
|
|
(21,143
|
)
|
|
2,005,399
|
|
|
2,672,625
|
|
Net (loss) income
|
—
|
|
|
—
|
|
|
(198,178
|
)
|
|
—
|
|
|
22,270
|
|
|
(175,908
|
)
|
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,735
|
)
|
|
(12,692
|
)
|
|
(19,427
|
)
|
Other dividends
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16,516
|
)
|
|
(16,516
|
)
|
Employee stock compensation and other (note 11)
|
—
|
|
|
1,367
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,367
|
|
Changes to non-controlling interest from equity contributions and other
|
—
|
|
|
—
|
|
|
1,324
|
|
|
—
|
|
|
(14,565
|
)
|
|
(13,241
|
)
|
Balance as at September 30, 2019
|
100,784
|
|
|
1,050,898
|
|
|
(558,016
|
)
|
|
(27,878
|
)
|
|
1,983,896
|
|
|
2,448,900
|
|
|
TOTAL EQUITY
|
||||||||||||||||
|
Thousands
of Shares of Common Stock Outstanding # |
|
Common
Stock and Additional Paid-in Capital $ |
|
Accumulated
Deficit $ |
|
Accumulated
Other Compre- hensive (Loss) Income $ |
|
Non-
controlling Interests $ |
|
Total
$ |
||||||
Balance as at December 31, 2017
|
89,127
|
|
|
919,078
|
|
|
(135,892
|
)
|
|
(5,995
|
)
|
|
2,102,465
|
|
|
2,879,656
|
|
Net (loss) income
|
—
|
|
|
—
|
|
|
(20,555
|
)
|
|
—
|
|
|
10,575
|
|
|
(9,980
|
)
|
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
8,334
|
|
|
1,999
|
|
|
10,333
|
|
Dividends declared:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Common stock ($0.055 per share)
|
—
|
|
|
—
|
|
|
(5,445
|
)
|
|
—
|
|
|
—
|
|
|
(5,445
|
)
|
Other dividends
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(19,824
|
)
|
|
(19,824
|
)
|
Employee stock compensation and other (note 11)
|
180
|
|
|
4,430
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,430
|
|
Proceeds from equity offerings, net of offering costs (note 11)
|
11,127
|
|
|
103,696
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
103,696
|
|
Equity component of convertible notes (note 10)
|
—
|
|
|
16,099
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16,099
|
|
Changes to non-controlling interest from equity contributions and other
|
—
|
|
|
—
|
|
|
1,988
|
|
|
99
|
|
|
3,059
|
|
|
5,146
|
|
Balance as at March 31, 2018
|
100,434
|
|
|
1,043,303
|
|
|
(159,904
|
)
|
|
2,438
|
|
|
2,098,274
|
|
|
2,984,111
|
|
Net loss
|
—
|
|
|
—
|
|
|
(28,324
|
)
|
|
—
|
|
|
(11,323
|
)
|
|
(39,647
|
)
|
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
2,725
|
|
|
4,413
|
|
|
7,138
|
|
Dividends declared:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Common stock ($0.055 per share)
|
—
|
|
|
—
|
|
|
(5,604
|
)
|
|
—
|
|
|
—
|
|
|
(5,604
|
)
|
Other dividends
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(14,048
|
)
|
|
(14,048
|
)
|
Employee stock compensation and other (note 11)
|
1
|
|
|
1,488
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,488
|
|
Proceeds from equity offerings, net of offering costs (note 11)
|
—
|
|
|
(39
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(39
|
)
|
Changes to non-controlling interest from equity contributions and other
|
—
|
|
|
—
|
|
|
81
|
|
|
—
|
|
|
133
|
|
|
214
|
|
Balance as at June 30, 2018
|
100,435
|
|
|
1,044,752
|
|
|
(193,751
|
)
|
|
5,163
|
|
|
2,077,449
|
|
|
2,933,613
|
|
Net (loss) income
|
—
|
|
|
—
|
|
|
(12,005
|
)
|
|
—
|
|
|
10,242
|
|
|
(1,763
|
)
|
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
2,556
|
|
|
4,711
|
|
|
7,267
|
|
Dividends declared:
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Common stock ($0.055 per share)
|
—
|
|
|
—
|
|
|
(5,591
|
)
|
|
—
|
|
|
—
|
|
|
(5,591
|
)
|
Other dividends
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(15,252
|
)
|
|
(15,252
|
)
|
Employee stock compensation and other (note 11)
|
—
|
|
|
1,329
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,329
|
|
Changes to non-controlling interest from equity contributions and other
|
—
|
|
|
—
|
|
|
(32
|
)
|
|
—
|
|
|
342
|
|
|
310
|
|
Balance as at September 30, 2018
|
100,435
|
|
|
1,046,081
|
|
|
(211,379
|
)
|
|
7,719
|
|
|
2,077,492
|
|
|
2,919,913
|
|
1.
|
Basis of Presentation
|
•
|
Under ASU 2016-02, the Company and the Company's equity-accounted joint ventures recognize a right-of-use asset and lease liability on the balance sheet for these charters and office leases based on the present value of future minimum lease payments, whereas previously no right-of-use asset or lease liability was recognized. This resulted in an increase in the Company's and its equity-accounted joint ventures' 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 a change in the accounting method for the lease portion of the daily charter hire for the chartered-in vessels by the Company and the Company's equity-accounted joint ventures accounted for as operating leases with firm periods of greater than one year, as well as a small number of office leases. On January 1, 2019, a right-of-use asset of $170.0 million and a lease liability of $170.0 million were recognized for these chartered-in vessels. In addition, the existing carrying value of the Company's chartered-in vessels was reclassified from other non-current assets ($13.7 million) and from other long-term liabilities ($0.9 million) to a right-of-use asset as at January 1, 2019. The Company also recognized a right-of-use asset and liability for its office leases as at January 1, 2019, which is presented in other non-current assets and accounts payable, accrued liabilities and other, respectively. On September 30, 2019, the right-of-use asset and lease liability relating to the Company's chartered-in vessels were $177.0 million and $165.4 million, respectively, and the right-of-use asset and lease liability relating to office leases were $7.7 million and $7.7 million, respectively.
|
•
|
The adoption of ASU 2016-02 results in the recognition of revenue from the reimbursement of scheduled dry-dock expenditures, where a 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 investment in and loans to equity-accounted investments by $3.0 million and decreased total equity by $3.0 million as at September 30, 2019. The cumulative decrease to opening equity as at January 1, 2019 was $3.0 million.
|
•
|
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 Company's unaudited consolidated statement of cash flows. Direct financing lease payments received during the three and nine months ended September 30, 2019 were $3.2 million and $9.2 million, respectively (three and nine months ended September 30, 2018 – $3.2 million and $8.4 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 Company does not derecognize the vessel sold and continues to depreciate the vessel as if it was the legal owner. Proceeds received from the sale of the vessel are recognized as an obligation related to finance lease, and bareboat charter hire payments made by the Company to the lessor are allocated between interest expense and principal repayments on the obligation related to finance lease. The adoption of ASU 2016-02 has resulted in the sale and leaseback of the Yamal Spirit, the Cascade Spirit and the Aspen Spirit during 2019 being accounted for as failed sales, and unlike the 22 vessels sold and leased back in similar transactions in prior years, the Company is not considered as holding a variable interest in the buyer lessor entity and thus, does not consolidate the buyer lessor entity (see Note 6).
|
|
Three Months Ended September 30, 2019
|
|||||||||||||
|
Teekay LNG
Liquefied
Gas
Carriers
|
Teekay LNG
Conventional
Tankers
|
Teekay
Tankers
Conventional
Tankers
|
Teekay
Parent
Offshore
Production
|
Teekay
Parent
Other
|
Eliminations
and Other
|
Total
|
|||||||
|
||||||||||||||
|
||||||||||||||
|
$
|
$
|
$
|
$
|
$
|
$
|
$
|
|||||||
Time charters
|
129,633
|
|
1,597
|
|
1,909
|
|
—
|
|
12,642
|
|
(7,246
|
)
|
138,535
|
|
Voyage charters
|
10,846
|
|
—
|
|
173,034
|
|
—
|
|
—
|
|
—
|
|
183,880
|
|
Bareboat charters
|
6,196
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
6,196
|
|
FPSO contracts
|
—
|
|
—
|
|
—
|
|
44,558
|
|
—
|
|
—
|
|
44,558
|
|
Management fees and other
|
1,383
|
|
—
|
|
7,361
|
|
—
|
|
38,633
|
|
150
|
|
47,527
|
|
|
148,058
|
|
1,597
|
|
182,304
|
|
44,558
|
|
51,275
|
|
(7,096
|
)
|
420,696
|
|
|
Three Months Ended September 30, 2018
|
|||||||||||||
|
Teekay LNG
Liquefied
Gas
Carriers
|
Teekay LNG
Conventional
Tankers
|
Teekay
Tankers
Conventional
Tankers
|
Teekay
Parent
Offshore
Production
|
Teekay
Parent
Other
|
Eliminations
and Other
|
Total
|
|||||||
|
||||||||||||||
|
||||||||||||||
|
$
|
$
|
$
|
$
|
$
|
$
|
$
|
|||||||
Time charters
|
104,342
|
|
2,820
|
|
12,326
|
|
—
|
|
6,645
|
|
—
|
|
126,133
|
|
Voyage charters
|
6,279
|
|
2,220
|
|
152,047
|
|
—
|
|
—
|
|
—
|
|
160,546
|
|
Bareboat charters
|
6,001
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
6,001
|
|
FPSO contracts
|
—
|
|
—
|
|
—
|
|
71,583
|
|
—
|
|
—
|
|
71,583
|
|
Management fees and other
|
1,566
|
|
108
|
|
11,542
|
|
—
|
|
39,343
|
|
(260
|
)
|
52,299
|
|
|
118,188
|
|
5,148
|
|
175,915
|
|
71,583
|
|
45,988
|
|
(260
|
)
|
416,562
|
|
|
Nine Months Ended September 30, 2019
|
|||||||||||||
|
Teekay LNG
Liquefied
Gas
Carriers
|
Teekay LNG
Conventional
Tankers
|
Teekay
Tankers
Conventional
Tankers
|
Teekay
Parent
Offshore
Production
|
Teekay
Parent
Other
|
Eliminations
and Other
|
Total
|
|||||||
|
||||||||||||||
|
||||||||||||||
|
$
|
$
|
$
|
$
|
$
|
$
|
$
|
|||||||
Time charters
|
394,092
|
|
6,728
|
|
6,775
|
|
—
|
|
26,989
|
|
(9,733
|
)
|
424,851
|
|
Voyage charters
|
28,864
|
|
—
|
|
576,256
|
|
—
|
|
—
|
|
—
|
|
605,120
|
|
Bareboat charters
|
18,387
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
18,387
|
|
FPSO contracts
|
—
|
|
—
|
|
—
|
|
151,824
|
|
—
|
|
—
|
|
151,824
|
|
Management fees and other
|
4,388
|
|
—
|
|
34,051
|
|
—
|
|
122,934
|
|
(1,979
|
)
|
159,394
|
|
|
445,731
|
|
6,728
|
|
617,082
|
|
151,824
|
|
149,923
|
|
(11,712
|
)
|
1,359,576
|
|
|
Nine Months Ended September 30, 2018
|
|||||||||||||
|
Teekay LNG
Liquefied
Gas
Carriers
|
Teekay LNG
Conventional
Tankers
|
Teekay
Tankers
Conventional
Tankers
|
Teekay
Parent
Offshore
Production
|
Teekay
Parent
Other
|
Eliminations
and Other
|
Total
|
|||||||
|
||||||||||||||
|
||||||||||||||
|
$
|
$
|
$
|
$
|
$
|
$
|
$
|
|||||||
Time charters
|
294,658
|
|
12,534
|
|
51,820
|
|
—
|
|
27,327
|
|
(9,418
|
)
|
376,921
|
|
Voyage charters
|
16,669
|
|
12,690
|
|
432,017
|
|
—
|
|
—
|
|
—
|
|
461,376
|
|
Bareboat charters
|
17,112
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
17,112
|
|
FPSO contracts
|
—
|
|
—
|
|
—
|
|
203,982
|
|
—
|
|
—
|
|
203,982
|
|
Management fees and other
|
6,970
|
|
324
|
|
32,202
|
|
—
|
|
116,788
|
|
551
|
|
156,835
|
|
|
335,409
|
|
25,548
|
|
516,039
|
|
203,982
|
|
144,115
|
|
(8,867
|
)
|
1,216,226
|
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
|
|
$
|
|
$
|
|
$
|
|
$
|
||||
Lease revenue
|
|
|
|
|
|
|
|
|
||||
Lease revenue from lease payments of operating leases
|
|
334,206
|
|
|
316,217
|
|
|
1,071,759
|
|
|
912,782
|
|
Interest income on lease receivables
|
|
12,978
|
|
|
8,915
|
|
|
38,741
|
|
|
28,829
|
|
Variable lease payments – cost reimbursements (1)
|
|
14,169
|
|
|
10,629
|
|
|
39,483
|
|
|
29,306
|
|
Variable lease payments – other (2)
|
|
6,542
|
|
|
24,606
|
|
|
33,686
|
|
|
76,314
|
|
|
|
367,895
|
|
|
360,367
|
|
|
1,183,669
|
|
|
1,047,231
|
|
Non-lease revenue
|
|
|
|
|
|
|
|
|
||||
Non-lease revenue – related to sales-type or direct financing leases
|
|
5,274
|
|
|
3,896
|
|
|
16,513
|
|
|
12,160
|
|
Management fees and other income
|
|
47,527
|
|
|
52,299
|
|
|
159,394
|
|
|
156,835
|
|
|
|
52,801
|
|
|
56,195
|
|
|
175,907
|
|
|
168,995
|
|
Total
|
|
420,696
|
|
|
416,562
|
|
|
1,359,576
|
|
|
1,216,226
|
|
(1)
|
Reimbursement for vessel operating expenditures and dry-docking expenditures received from the Company's customers relating to such costs incurred by the Company to operate the vessel for the customer.
|
(2)
|
Compensation from time-charter contracts based on spot market rates in excess of a base daily hire amount, production tariffs based on the volume of oil produced, the price of oil, and other monthly or annual operational performance measures.
|
|
September 30, 2019
|
|
December 31, 2018
|
||
|
$
|
|
$
|
||
Total minimum lease payments to be received
|
849,115
|
|
|
897,130
|
|
Estimated unguaranteed residual value of leased properties
|
291,098
|
|
|
291,098
|
|
Initial direct costs and other
|
304
|
|
|
329
|
|
Less unearned revenue
|
(579,080
|
)
|
|
(613,394
|
)
|
Total
|
561,437
|
|
|
575,163
|
|
Less current portion
|
(13,365
|
)
|
|
(12,635
|
)
|
Long-term portion
|
548,072
|
|
|
562,528
|
|
|
Revenues
|
|||||||
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||
|
2019
|
2018
|
2019
|
2018
|
||||
|
$
|
$
|
$
|
$
|
||||
Teekay LNG
|
|
|
|
|
||||
Liquefied Gas Carriers(1)
|
148,058
|
|
118,188
|
|
445,731
|
|
335,409
|
|
Conventional Tankers
|
1,597
|
|
5,148
|
|
6,728
|
|
25,548
|
|
|
149,655
|
|
123,336
|
|
452,459
|
|
360,957
|
|
|
|
|
|
|
||||
Teekay Tankers
|
|
|
|
|
||||
Conventional Tankers(1)
|
182,304
|
|
175,915
|
|
617,082
|
|
516,039
|
|
|
|
|
|
|
||||
Teekay Parent
|
|
|
|
|
||||
Offshore Production
|
44,558
|
|
71,583
|
|
151,824
|
|
203,982
|
|
Other
|
51,275
|
|
45,988
|
|
149,923
|
|
144,115
|
|
|
95,833
|
|
117,571
|
|
301,747
|
|
348,097
|
|
|
|
|
|
|
||||
Eliminations and other
|
(7,096
|
)
|
(260
|
)
|
(11,712
|
)
|
(8,867
|
)
|
|
420,696
|
|
416,562
|
|
1,359,576
|
|
1,216,226
|
|
(1)
|
The amounts in the table below represent revenue earned by each segment from other segments within the group. During 2019, Teekay Tankers' ship-to-ship transfer business provided operational and maintenance services to Teekay LNG Bahrain Operations L.L.C., an entity wholly-owned by Teekay LNG, for the LNG receiving and regasification terminal in Bahrain. Also during 2019, the Magellan Spirit was chartered by Teekay LNG to Teekay Parent. During 2018, certain vessels were chartered by Teekay LNG to Teekay Parent. Such intersegment revenue for the three and nine months ended September 30, 2019 and 2018 is as follows:
|
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||
|
2019
|
2018
|
2019
|
2018
|
||||
|
$
|
$
|
$
|
$
|
||||
Teekay LNG – Liquefied Gas Carriers
|
7,246
|
|
—
|
|
9,733
|
|
9,418
|
|
Teekay Tankers – Conventional Tankers
|
(150
|
)
|
—
|
|
1,979
|
|
—
|
|
|
7,096
|
|
—
|
|
11,712
|
|
9,418
|
|
|
Income (Loss) from Vessel Operations(1)
|
|||||||
|
Three Months Ended September 30,
|
Nine Months Ended September 30,
|
||||||
|
2019
|
2018
|
2019
|
2018
|
||||
|
$
|
$
|
$
|
$
|
||||
Teekay LNG
|
|
|
|
|
||||
Liquefied Gas Carriers
|
72,112
|
|
51,581
|
|
216,799
|
|
105,571
|
|
Conventional Tankers
|
(501
|
)
|
(4,583
|
)
|
(1,150
|
)
|
(22,926
|
)
|
|
71,611
|
|
46,998
|
|
215,649
|
|
82,645
|
|
|
|
|
|
|
||||
Teekay Tankers
|
|
|
|
|
||||
Conventional Tankers
|
(4,873
|
)
|
(2,166
|
)
|
32,275
|
|
(24,002
|
)
|
|
|
|
|
|
||||
Teekay Parent
|
|
|
|
|
||||
Offshore Production
|
(194,415
|
)
|
12,905
|
|
(212,959
|
)
|
25,328
|
|
Other
|
(2,712
|
)
|
(2,655
|
)
|
(9,659
|
)
|
(8,463
|
)
|
|
(197,127
|
)
|
10,250
|
|
(222,618
|
)
|
16,865
|
|
|
|
|
|
|
||||
|
(130,389
|
)
|
55,082
|
|
25,306
|
|
75,508
|
|
(1)
|
Includes direct general and administrative expenses and indirect general and administrative expenses (allocated to each segment based on estimated use of corporate resources).
|
|
September 30, 2019
|
December 31, 2018
|
||
|
$
|
$
|
||
Teekay LNG – Liquefied Gas Carriers
|
5,207,158
|
|
5,188,088
|
|
Teekay LNG – Conventional Tankers
|
12,540
|
|
39,450
|
|
Teekay Tankers – Conventional Tankers
|
2,093,433
|
|
2,106,169
|
|
Teekay Parent – Offshore Production
|
172,858
|
|
311,550
|
|
Teekay Parent – Other
|
92,040
|
|
38,280
|
|
Teekay Offshore
|
—
|
|
233,225
|
|
Cash and cash equivalents
|
293,361
|
|
424,169
|
|
Other assets not allocated
|
108,404
|
|
70,153
|
|
Eliminations
|
(28,016
|
)
|
(19,414
|
)
|
Consolidated total assets
|
7,951,778
|
|
8,391,670
|
|
|
September 30, 2019
|
|
December 31, 2018
|
||
|
$
|
|
$
|
||
Teekay LNG
|
|
|
|
||
LNG Carriers
|
1,428,146
|
|
|
1,274,569
|
|
Suezmax Tanker
|
—
|
|
|
23,987
|
|
Teekay Tankers
|
|
|
|
||
Suezmax Tankers
|
219,751
|
|
|
165,145
|
|
Aframax Tankers
|
175,920
|
|
|
184,021
|
|
LR2 Product Tanker
|
25,263
|
|
|
26,123
|
|
Total obligations related to finance leases
|
1,849,080
|
|
|
1,673,845
|
|
Less current portion
|
(94,536
|
)
|
|
(102,115
|
)
|
Long-term obligations related to finance leases
|
1,754,544
|
|
|
1,571,730
|
|
|
|
Commitments
|
||||
|
|
At September 30, 2019
|
|
At December 31, 2018
|
||
Year
|
|
$
|
|
$
|
||
Remainder of 2019
|
|
35,389
|
|
|
119,517
|
|
2020
|
|
140,386
|
|
|
118,685
|
|
2021
|
|
138,601
|
|
|
117,772
|
|
2022
|
|
136,959
|
|
|
116,978
|
|
2023
|
|
135,459
|
|
|
116,338
|
|
Thereafter
|
|
1,330,378
|
|
|
1,120,670
|
|
|
|
Commitments
|
||||
|
|
At September 30, 2019
|
|
At December 31, 2018
|
||
Year
|
|
$
|
|
$
|
||
Remainder of 2019
|
|
14,242
|
|
|
47,962
|
|
2020
|
|
56,364
|
|
|
47,373
|
|
2021
|
|
56,202
|
|
|
47,237
|
|
2022
|
|
56,193
|
|
|
47,230
|
|
2023
|
|
56,184
|
|
|
47,222
|
|
Thereafter
|
|
376,749
|
|
|
320,064
|
|
|
|
Lease Commitment
|
|
Non-Lease Commitment
|
|
Total Commitment
|
|||
Year
|
|
$
|
|
$
|
|
$
|
|||
Payments
|
|
|
|
|
|
|
|||
Remainder of 2019
|
|
19,242
|
|
|
9,418
|
|
|
28,660
|
|
2020
|
|
69,617
|
|
|
37,089
|
|
|
106,706
|
|
2021
|
|
54,195
|
|
|
26,948
|
|
|
81,143
|
|
2022
|
|
22,978
|
|
|
8,189
|
|
|
31,167
|
|
2023
|
|
9,227
|
|
|
—
|
|
|
9,227
|
|
Thereafter
|
|
5,712
|
|
|
—
|
|
|
5,712
|
|
Total payments
|
|
180,971
|
|
|
81,644
|
|
|
262,615
|
|
Less: imputed interest
|
|
(15,557
|
)
|
|
|
|
|
||
Carrying value of operating lease liabilities
|
|
165,414
|
|
|
|
|
|
||
Less current portion
|
|
(62,654
|
)
|
|
|
|
|
||
Carrying value of long-term operating lease liabilities
|
|
102,760
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended September 30,
|
||||
Segment
|
|
Asset Type
|
|
Completion of Sale Date
|
|
2019
$ |
|
2018
$ |
||
Teekay Parent Segment – Offshore Production (1)
|
|
2 FPSOs
|
|
N/A
|
|
(175,000
|
)
|
|
—
|
|
Teekay LNG Segment – Conventional Tankers (2)
|
|
Handymax
|
|
Oct-2019
|
|
(785
|
)
|
|
—
|
|
Teekay LNG Segment – Conventional Tankers (3)
|
|
2 Suezmaxes
|
|
Oct/Dec-2018
|
|
—
|
|
|
(2,201
|
)
|
Total
|
|
|
|
|
|
(175,785
|
)
|
|
(2,201
|
)
|
|
|
|
|
|
|
Nine Months Ended September 30,
|
||||
Segment
|
|
Asset Type
|
|
Completion of Sale Date
|
|
2019
$ |
|
2018
$ |
||
Teekay Parent Segment – Offshore Production (1)
|
|
3 FPSOs
|
|
N/A
|
|
(178,328
|
)
|
|
—
|
|
Teekay LNG Segment – Conventional Tankers (2)
|
|
Handymax
|
|
Oct-2019
|
|
(785
|
)
|
|
(13,000
|
)
|
Teekay LNG Segment – Liquefied Gas Carriers (4)
|
|
4 Multi-gas Carriers
|
|
N/A
|
|
—
|
|
|
(33,000
|
)
|
Teekay LNG Segment – Conventional Tankers (3)
|
|
2 Suezmaxes
|
|
Oct/Dec-2018
|
|
—
|
|
|
(7,863
|
)
|
Other
|
|
|
|
|
|
—
|
|
|
170
|
|
Total
|
|
|
|
|
|
(179,113
|
)
|
|
(53,693
|
)
|
(1)
|
During the nine months ended September 30, 2019, the Company took impairment charges in respect of all three of its FPSO-related assets. The Company has continued to follow its strategy of contract extensions and a potential sale of any or all of the three FPSOs. Substantially all of the $178.3 million impairment in the nine months ended September 30, 2019 relates to the write-down of two of the Company’s FPSO units. The Company made changes to its expected cash flows from the two FPSO units based on recent discussions with potential buyers about the possible sale of the units and existing charterers about contract extensions. This led to the write-down of one unit to its estimated fair value, based on the expected sales price, and a write-down of the other unit to its estimated fair value, using a discounted cash flow approach based on the terms of the existing contract and expectations about future contract extensions and potential sale of the unit.
|
(2)
|
Teekay LNG commenced marketing the Alexander Spirit conventional tanker for sale in the second quarter of 2019 and sold the vessel in October 2019 for net proceeds of $11.5 million. The Alexander Spirit is presented as held for sale in the unaudited consolidated balance sheets as at September 30, 2019.
|
(3)
|
During the three and nine months ended September 30, 2018, Teekay LNG recorded write-downs on the European Spirit and African Spirit Suezmax tankers to their estimated resale value. In the fourth quarter of 2018, Teekay LNG sold the European Spirit and African Spirit for net proceeds of $15.7 million and $12.8 million, respectively, using the net proceeds from the sales primarily to repay its existing term loans associated with the vessels.
|
(4)
|
In June 2018, the carrying value for four of Teekay LNG's seven wholly-owned Multi-gas carriers, the Napa Spirit, Pan Spirit, Cathinka Spirit and Camilla Spirit, were written down to their estimated fair values, using appraised values, as a result of Teekay LNG's evaluation of alternative strategies for these assets, the current charter rate environment and the outlook for charter rates for these vessels.
|
|
September 30, 2019
|
|
December 31, 2018
|
||
|
$
|
|
$
|
||
Accounts payable
|
110,406
|
|
|
31,201
|
|
Accrued liabilities
|
|
|
|
||
Voyage and vessel expenses
|
117,912
|
|
|
98,135
|
|
Interest
|
33,944
|
|
|
47,731
|
|
Payroll and related liabilities
|
33,016
|
|
|
34,849
|
|
Distributions payable and other
|
6,486
|
|
|
6,426
|
|
Deferred revenues – current
|
30,330
|
|
|
30,108
|
|
In-process revenue contracts – current
|
5,933
|
|
|
5,930
|
|
Office lease liability – current (note 2)
|
3,065
|
|
|
—
|
|
|
341,092
|
|
|
254,380
|
|
|
September 30, 2019
|
|
December 31, 2018
|
||
|
$
|
|
$
|
||
Revolving Credit Facilities
|
555,930
|
|
|
642,997
|
|
Senior Notes (8.5%) due January 15, 2020
|
36,712
|
|
|
508,577
|
|
Senior Notes (9.25%) due November 15, 2022
|
250,000
|
|
|
—
|
|
Convertible Senior Notes (5%) due January 15, 2023
|
125,000
|
|
|
125,000
|
|
Norwegian Krone-denominated Bonds due through August 2023
|
335,287
|
|
|
352,973
|
|
U.S. Dollar-denominated Term Loans due through 2030
|
1,388,157
|
|
|
1,536,499
|
|
Euro-denominated Term Loans due through 2024
|
170,274
|
|
|
193,781
|
|
Other U.S. Dollar-denominated loan
|
3,300
|
|
|
3,300
|
|
Total principal
|
2,864,660
|
|
|
3,363,127
|
|
Less unamortized discount and debt issuance costs
|
(43,356
|
)
|
|
(43,604
|
)
|
Total debt
|
2,821,304
|
|
|
3,319,523
|
|
Less current portion
|
(528,527
|
)
|
|
(242,137
|
)
|
Long-term portion
|
2,292,777
|
|
|
3,077,386
|
|
a)
|
Vessels Under Construction and Upgrades
|
(i)
|
In May 2019, Teekay LNG received approximately $45 million from a shipyard related to warranty claims on certain of Teekay LNG's LNG carriers and recognized the amounts as reductions to the carrying values of the applicable LNG carriers. In connection with the warranty settlement, Teekay LNG 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 Teekay LNG’s share of costs for newbuilding and other construction contracts in Teekay LNG’s equity-accounted joint ventures are based on Teekay LNG’s ownership percentage in each respective joint venture as of September 30, 2019. These commitments are described in more detail in "Item 18 – Financial Statements: Note 16" of the Company’s Annual Report on Form 20-F for the year ended December 31, 2018. Based on Teekay LNG's ownership percentage in each respective joint venture, Teekay LNG's equity-accounted joint ventures have secured $188.0 million of undrawn financing related to Teekay LNG's proportionate share of the remaining commitments included in the table above.
|
b)
|
Liquidity
|
c)
|
Legal Proceedings and Claims
|
d)
|
Other
|
a)
|
Fair Value Measurements
|
|
|
|
September 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, cash equivalents and restricted cash (note 19)
|
Level 1
|
|
392,756
|
|
|
392,756
|
|
|
505,639
|
|
|
505,639
|
|
Derivative instruments (note 16)
|
|
|
|
|
|
|
|
|
|
||||
Interest rate swap agreements – assets (1)
|
Level 2
|
|
2,025
|
|
|
2,025
|
|
|
9,640
|
|
|
9,640
|
|
Interest rate swap agreements – liabilities (1)
|
Level 2
|
|
(59,052
|
)
|
|
(59,052
|
)
|
|
(43,175
|
)
|
|
(43,175
|
)
|
Cross currency interest swap agreements – liabilities(1)
|
Level 2
|
|
(54,887
|
)
|
|
(54,887
|
)
|
|
(29,122
|
)
|
|
(29,122
|
)
|
Foreign currency contracts
|
Level 2
|
|
(535
|
)
|
|
(535
|
)
|
|
—
|
|
|
—
|
|
Stock purchase warrants
|
Level 3
|
|
—
|
|
|
—
|
|
|
12,026
|
|
|
12,026
|
|
Forward freight agreements
|
Level 2
|
|
1,045
|
|
|
1,045
|
|
|
(57
|
)
|
|
(57
|
)
|
Non-recurring
|
|
|
|
|
|
|
|
|
|
||||
Vessels and equipment (note 7)
|
Level 3
|
|
64,282
|
|
|
64,282
|
|
|
—
|
|
|
—
|
|
Vessel held for sale (note 7)
|
Level 2
|
|
11,515
|
|
|
11,515
|
|
|
—
|
|
|
—
|
|
Other (2)
|
|
|
|
|
|
|
|
|
|
||||
Short-term debt (note 9)
|
Level 2
|
|
(50,000
|
)
|
|
(50,000
|
)
|
|
—
|
|
|
—
|
|
Long-term debt – public (note 10)
|
Level 1
|
|
(607,187
|
)
|
|
(634,869
|
)
|
|
(856,986
|
)
|
|
(851,470
|
)
|
Long-term debt – non-public (note 10)
|
Level 2
|
|
(2,214,117
|
)
|
|
(2,175,259
|
)
|
|
(2,462,537
|
)
|
|
(2,395,300
|
)
|
Obligations related to finance leases, including current portion (note 6)
|
Level 2
|
|
(1,849,080
|
)
|
|
(1,919,665
|
)
|
|
(1,673,845
|
)
|
|
(1,652,345
|
)
|
(1)
|
The fair value of the Company's interest rate swap and cross currency swap agreements at September 30, 2019 includes $2.1 million (December 31, 2018 – $3.2 million) accrued interest expense which is recorded in accrued liabilities on the unaudited consolidated balance sheets.
|
(2)
|
In the unaudited interim consolidated financial statements, the Company’s loans to and investments in equity-accounted investments form the aggregate carrying value of the Company’s interests in entities accounted for by the equity method. The fair value of the individual components of such aggregate interests is not determinable.
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
|
$
|
|
$
|
|
$
|
|
$
|
||||
Fair value at the beginning of the period
|
—
|
|
|
35,271
|
|
|
12,026
|
|
|
30,749
|
|
Fair value on acquisition/issuance
|
—
|
|
|
2,330
|
|
|
—
|
|
|
2,330
|
|
Unrealized (loss) gain included in earnings
|
—
|
|
|
(5,373
|
)
|
|
26,900
|
|
|
(851
|
)
|
Realized (loss) gain included in earnings
|
—
|
|
|
—
|
|
|
(25,559
|
)
|
|
—
|
|
Settlements
|
—
|
|
|
—
|
|
|
(13,367
|
)
|
|
—
|
|
Fair value at the end of the period
|
—
|
|
|
32,228
|
|
|
—
|
|
|
32,228
|
|
b)
|
Financing Receivables
|
Class of Financing Receivable
|
|
Credit Quality Indicator
|
|
Grade
|
|
September 30, 2019
|
|
December 31, 2018
|
||
$
|
|
$
|
||||||||
Direct financing leases
|
|
Payment activity
|
|
Performing
|
|
561,437
|
|
|
575,163
|
|
Other loan receivables
|
|
|
|
|
|
|
|
|
||
Loans to equity-accounted investments and joint venture partners
|
|
Other internal metrics
|
|
Performing
|
|
161,633
|
|
|
231,404
|
|
Long-term receivable and accrued revenue included in accounts receivable and other assets
|
|
Payment activity
|
|
Performing
|
|
6,871
|
|
|
15,694
|
|
|
|
|
|
|
|
729,941
|
|
|
822,261
|
|
|
Contract Amount in Foreign Currency
|
|
Average
Forward Rate (1)
|
|
Fair Value / Carrying Amount
Of Asset (Liability)
$
|
|
|
||
|
|
|
|
Expected Maturity
|
|||||
|
|
|
|
2019
|
|
2020
|
|||
|
|
|
|
$
|
|
$
|
|||
Euro
|
9,240
|
|
0.86
|
|
(535)
|
|
3,952
|
|
6,750
|
(1)
|
Average contractual exchange rate represents the contracted amount of foreign currency one U.S. Dollar will buy.
|
|
|
|
|
|
|
|
|
|
|
Fair Value /
Carrying
Amount of
Asset /
(Liability)
$
|
|
|
||
Notional
Amount NOK |
|
Notional
Amount USD |
|
Floating Rate Receivable
|
|
|
|
|
|
|||||
|
|
Reference
Rate
|
|
Margin
|
|
Fixed Rate
Payable
|
|
|
Remaining
Term (years)
|
|||||
1,000,000
|
|
134,000
|
|
|
NIBOR
|
|
3.70%
|
|
5.92%
|
|
(24,532
|
)
|
|
0.6
|
1,200,000
|
|
146,500
|
|
|
NIBOR
|
|
6.00%
|
|
7.72%
|
|
(15,474
|
)
|
|
2.1
|
850,000
|
|
102,000
|
|
|
NIBOR
|
|
4.60%
|
|
7.89%
|
|
(14,881
|
)
|
|
3.9
|
|
|
|
|
|
|
|
|
|
|
(54,887
|
)
|
|
|
|
Interest
Rate
Index
|
|
Principal
Amount
|
|
Fair Value /
Carrying
Amount of
Asset /
(Liability)
$
|
|
Weighted-
Average Remaining Term (years) |
|
Fixed
Interest
Rate
(%)(1)
|
|||
LIBOR-Based Debt:
|
|
|
|
|
|
|
|
|
|
|||
U.S. Dollar-denominated interest rate swaps (2)
|
LIBOR
|
|
1,063,011
|
|
|
(47,983
|
)
|
|
3.6
|
|
2.8
|
|
EURIBOR-Based Debt:
|
|
|
|
|
|
|
|
|
|
|||
Euro-denominated interest rate swaps
|
EURIBOR
|
|
75,352
|
|
|
(9,044
|
)
|
|
3.9
|
|
3.8
|
|
|
|
|
|
|
(57,027
|
)
|
|
|
|
|
(1)
|
Excludes the margins the Company pays on its variable-rate debt, which, as of September 30, 2019, ranged from 0.3% to 3.95%.
|
(2)
|
Includes interest rate swaps with the notional amount reducing quarterly or semi-annually. Three interest rate swaps are subject to mandatory early termination in 2020, 2021 and 2024, at which time the swaps will be settled based on their fair value.
|
|
Prepaid Expenses and Other
|
|
Other Non-Current Assets
|
|
Accounts Payable, Accrued
Liabilities and Other
|
|
Current
Portion of
Derivative
Liabilities
|
|
Derivative
Liabilities
|
|||||
|
$
|
|
$
|
|
$
|
|
$
|
|
$
|
|||||
As at September 30, 2019
|
|
|
|
|
|
|
|
|
|
|||||
Derivatives designated as a cash flow hedge:
|
|
|
|
|
|
|
|
|
|
|||||
Interest rate swap agreements
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
(698
|
)
|
|
(5,801
|
)
|
Derivatives not designated as a cash flow hedge:
|
|
|
|
|
|
|
|
|
|
|||||
Foreign currency contracts
|
—
|
|
|
—
|
|
|
—
|
|
|
(535
|
)
|
|
—
|
|
Interest rate swap agreements
|
1,297
|
|
|
383
|
|
|
(1,483
|
)
|
|
(10,352
|
)
|
|
(40,370
|
)
|
Cross currency swap agreements
|
—
|
|
|
—
|
|
|
(659
|
)
|
|
(26,917
|
)
|
|
(27,311
|
)
|
Forward freight agreements
|
1,045
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
2,342
|
|
|
383
|
|
|
(2,145
|
)
|
|
(38,502
|
)
|
|
(73,482
|
)
|
|
Prepaid Expenses and Other
|
|
Other Non-Current Assets
|
|
Accounts Payable, Accrued
Liabilities and Other |
|
Current
Portion of Derivative Liabilities |
|
Derivative
Liabilities |
|||||
|
$
|
|
$
|
|
$
|
|
$
|
|
$
|
|||||
As at December 31, 2018
|
|
|
|
|
|
|
|
|
|
|||||
Derivatives designated as a cash flow hedge:
|
|
|
|
|
|
|
|
|
|
|||||
Interest rate swap agreements
|
784
|
|
|
2,362
|
|
|
20
|
|
|
—
|
|
|
—
|
|
Derivatives not designated as a cash flow hedge:
|
|
|
|
|
|
|
|
|
|
|||||
Interest rate swap agreements
|
2,915
|
|
|
2,973
|
|
|
(2,498
|
)
|
|
(7,419
|
)
|
|
(32,672
|
)
|
Cross currency swap agreements
|
—
|
|
|
—
|
|
|
(713
|
)
|
|
(4,729
|
)
|
|
(23,680
|
)
|
Stock purchase warrants
|
—
|
|
|
12,026
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Forward freight agreements
|
—
|
|
|
—
|
|
|
—
|
|
|
(57
|
)
|
|
—
|
|
|
3,699
|
|
|
17,361
|
|
|
(3,191
|
)
|
|
(12,205
|
)
|
|
(56,352
|
)
|
Three Months Ended September 30, 2019
|
|
Three Months Ended September 30, 2018
|
||||||
Amount of Loss Recognized in OCI(1)
|
|
Amount of Gain Reclassified from Accumulated OCI to Interest Expense(1)
|
|
Amount of Gain Recognized in OCI (effective portion)
|
|
Amount of Gain (Loss) Reclassified from Accumulated OCI to Interest Expense (effective portion)
|
|
Amount of Gain Recognized in Interest Expense (ineffective portion)
|
(2,244)
|
|
22
|
|
1,437
|
|
37
|
|
—
|
Nine Months Ended September 30, 2019
|
|
Nine Months Ended September 30, 2018
|
||||||
Amount of Loss Recognized in OCI(1)
|
|
Amount of Gain Reclassified from Accumulated OCI to Interest Expense(1)
|
|
Amount of Gain Recognized in OCI (effective portion)
|
|
Amount of Gain (Loss) Reclassified from Accumulated OCI to Interest Expense (effective portion)
|
|
Amount of Gain Recognized in Interest Expense (ineffective portion)
|
(9,646)
|
|
430
|
|
6,527
|
|
(211)
|
|
740
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
|
$
|
|
$
|
|
$
|
|
$
|
||||
Realized (losses) gains relating to:
|
|
|
|
|
|
|
|
||||
Interest rate swap agreements
|
(2,247
|
)
|
|
(2,704
|
)
|
|
(5,720
|
)
|
|
(11,544
|
)
|
Interest rate swap agreement terminations
|
—
|
|
|
(13,681
|
)
|
|
—
|
|
|
(13,681
|
)
|
Foreign currency forward contracts
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Stock purchase warrants
|
—
|
|
|
—
|
|
|
(25,559
|
)
|
|
—
|
|
Forward freight agreements
|
435
|
|
|
(119
|
)
|
|
393
|
|
|
(137
|
)
|
|
(1,812
|
)
|
|
(16,504
|
)
|
|
(30,886
|
)
|
|
(25,362
|
)
|
Unrealized (losses) gains relating to:
|
|
|
|
|
|
|
|
||||
Interest rate swap agreements
|
(623
|
)
|
|
19,718
|
|
|
(14,839
|
)
|
|
44,169
|
|
Foreign currency forward contracts
|
(435
|
)
|
|
—
|
|
|
(536
|
)
|
|
—
|
|
Stock purchase warrants
|
—
|
|
|
(5,373
|
)
|
|
26,900
|
|
|
(851
|
)
|
Forward freight agreements
|
946
|
|
|
(9
|
)
|
|
1,050
|
|
|
25
|
|
|
(112
|
)
|
|
14,336
|
|
|
12,575
|
|
|
43,343
|
|
Total realized and unrealized (losses) gains on derivative instruments
|
(1,924
|
)
|
|
(2,168
|
)
|
|
(18,311
|
)
|
|
17,981
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
|
$
|
|
$
|
|
$
|
|
$
|
||||
Realized losses on maturity and termination of cross currency swaps
|
—
|
|
|
(42,271
|
)
|
|
—
|
|
|
(42,271
|
)
|
Realized losses
|
(1,431
|
)
|
|
(1,744
|
)
|
|
(3,952
|
)
|
|
(4,926
|
)
|
Unrealized (losses) gains
|
(23,759
|
)
|
|
43,966
|
|
|
(25,819
|
)
|
|
49,734
|
|
Total realized and unrealized (losses) gains on cross currency swaps
|
(25,190
|
)
|
|
(49
|
)
|
|
(29,771
|
)
|
|
2,537
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
|
$
|
|
$
|
|
$
|
|
$
|
||||
Current
|
(2,911
|
)
|
|
(4,122
|
)
|
|
(10,983
|
)
|
|
(15,343
|
)
|
Deferred
|
(180
|
)
|
|
(212
|
)
|
|
(548
|
)
|
|
(1,854
|
)
|
Income tax expense
|
(3,091
|
)
|
|
(4,334
|
)
|
|
(11,531
|
)
|
|
(17,197
|
)
|
|
Nine Months Ended September 30,
|
||||
|
2019
|
|
2018
|
||
|
$
|
|
$
|
||
Balance of unrecognized tax benefits as at January 1
|
40,556
|
|
|
31,061
|
|
Increases for positions related to the current year
|
3,213
|
|
|
2,908
|
|
Changes for positions taken in prior periods
|
3,066
|
|
|
2,161
|
|
Decrease related to statute limitations
|
—
|
|
|
(405
|
)
|
Balance of unrecognized tax benefits as at September 30
|
46,835
|
|
|
35,725
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
|
$
|
|
$
|
|
$
|
|
$
|
||||
Net loss attributable to the shareholders of Teekay Corporation – basic and diluted
|
(198,178
|
)
|
|
(12,005
|
)
|
|
(321,920
|
)
|
|
(60,884
|
)
|
Weighted average number of common shares
|
100,784,683
|
|
|
100,435,045
|
|
|
100,697,251
|
|
|
99,412,381
|
|
Common stock and common stock equivalents
|
100,784,683
|
|
|
100,435,045
|
|
|
100,697,251
|
|
|
99,412,381
|
|
Loss per common share – basic and diluted
|
(1.97
|
)
|
|
(0.12
|
)
|
|
(3.20
|
)
|
|
(0.61
|
)
|
|
September 30, 2019
|
|
December 31, 2018
|
|
September 30, 2018
|
|
December 31, 2017
|
||||
|
$
|
|
$
|
|
$
|
|
$
|
||||
Cash and cash equivalents
|
293,361
|
|
|
424,169
|
|
|
385,352
|
|
|
445,452
|
|
Restricted cash – current
|
60,463
|
|
|
40,493
|
|
|
38,231
|
|
|
38,179
|
|
Restricted cash – non-current
|
38,932
|
|
|
40,977
|
|
|
34,880
|
|
|
68,543
|
|
|
392,756
|
|
|
505,639
|
|
|
458,463
|
|
|
552,174
|
|
a)
|
In October 2019, Teekay LNG sold the Alexander Spirit conventional tanker for net proceeds of $11.5 million.
|
b)
|
In October 2019, Teekay Parent entered into an agreement with the Chestnut Joint Venture, a joint venture between Spirit Energy Ltd. and Dana Petroleum Ltd., to extend the employment of the Sevan Hummingbird FPSO on the Chestnut field in the North Sea until March 2023.
|
|
Revenues
|
|
Income (Loss) from Vessel Operations
|
||||||||||||||||||||
Three Months Ended
|
|
Nine Months Ended
|
|
Three Months Ended
|
|
Nine Months Ended
|
|||||||||||||||||
|
September 30,
|
|
September 30,
|
|
September 30,
|
|
September 30,
|
||||||||||||||||
(in thousands of U.S. dollars)
|
2019
|
|
2018
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Teekay LNG
|
149,655
|
|
|
123,336
|
|
|
452,459
|
|
|
360,957
|
|
|
71,611
|
|
|
46,998
|
|
|
215,649
|
|
|
82,645
|
|
Teekay Tankers
|
182,304
|
|
|
175,915
|
|
|
617,082
|
|
|
516,039
|
|
|
(4,873
|
)
|
|
(2,166
|
)
|
|
32,275
|
|
|
(24,002
|
)
|
Teekay Parent
|
95,833
|
|
|
117,571
|
|
|
301,747
|
|
|
348,097
|
|
|
(197,127
|
)
|
|
10,250
|
|
|
(222,618
|
)
|
|
16,865
|
|
Elimination of intercompany (1)
|
(7,096
|
)
|
|
(260
|
)
|
|
(11,712
|
)
|
|
(8,867
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Teekay Corporation Consolidated
|
420,696
|
|
|
416,562
|
|
|
1,359,576
|
|
|
1,216,226
|
|
|
(130,389
|
)
|
|
55,082
|
|
|
25,306
|
|
|
75,508
|
|
(1)
|
During 2019, Teekay Tankers' ship-to-ship transfer business provided operational and maintenance services to Teekay LNG Bahrain Operations L.L.C., an entity wholly-owned by Teekay LNG, for the LNG receiving and regasification terminal in Bahrain. Also during 2019, the Magellan Spirit LNG carrier was chartered by Teekay LNG to Teekay Parent. During 2018, certain vessels were chartered by Teekay LNG to Teekay Parent.
|
•
|
a decrease in income from vessel operations in Teekay Parent of $239.5 million due to the write-downs of our three FPSO units, lower revenues from Teekay Parent's three FPSO units as a result of lower oil production, planned maintenance shutdowns on the Petrojarl Foinaven and Petrojarl Banff FPSO units, timing differences due to the adoption of Accounting Standards Codification (or ASC) 842 Leases in the first quarter of 2019, lower oil prices and the termination of contracts for managing drybulk entities, partially offset by a decrease in corporate expenses and by the redelivery of two in-chartered LNG carriers to Teekay LNG in 2018;
|
•
|
an increase in income from vessel operations in Teekay LNG of $133.0 million due to deliveries to Teekay LNG of the Magdala, Myrina, Megara, Bahrain Spirit, Sean Spirit and Yamal Spirit LNG carrier newbuildings between February 2018 and January 2019, the charter-in of the Magellan Spirit LNG carrier, the write-downs in 2018 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 and the Torben Spirit LNG carrier and the seven multi-gas carriers earning higher charter rates in 2019, partially offset by off-hire days of the Galicia Spirit and Madrid Spirit in the first nine months of 2019 for scheduled dry dockings and unscheduled repairs, net of the Catalunya Spirit being off-hire during the same period in 2018 for a scheduled dry docking; and
|
•
|
an increase in income from vessel operations in Teekay Tankers of $56.3 million due to higher average realized time-charter equivalent (or TCE) rates earned in the spot tanker market, improved results from the full service lightering (or FSL) and ship-to-ship (or STS) transfer businesses and the timing and scope of repairs and planned maintenance, partially offset by an increase in off-hire days and off-hire bunker expenses, an increase in amortization of new dry dockings with higher costs and completing the first dry dockings for various former Tanker Investments Ltd. (or TIL) vessels and a decrease due to the expiry of time-charter out contracts for various vessels which subsequently traded on spot voyages at lower average realized rates.
|
(in thousands of U.S. Dollars, except calendar-ship-days)
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||
2019
|
|
2018
|
|
2019
|
|
2018
|
|||||
Revenues
|
149,655
|
|
|
123,336
|
|
|
452,459
|
|
|
360,957
|
|
Voyage expenses
|
(4,961
|
)
|
|
(7,956
|
)
|
|
(16,759
|
)
|
|
(21,708
|
)
|
Vessel operating expenses (1)
|
(27,321
|
)
|
|
(26,021
|
)
|
|
(80,879
|
)
|
|
(87,207
|
)
|
Time-charter hire expense
|
(5,336
|
)
|
|
(1,690
|
)
|
|
(14,007
|
)
|
|
(1,690
|
)
|
Depreciation and amortization
|
(34,248
|
)
|
|
(32,238
|
)
|
|
(103,712
|
)
|
|
(91,299
|
)
|
General and administrative expenses (1)(2)
|
(5,393
|
)
|
|
(5,783
|
)
|
|
(17,692
|
)
|
|
(20,700
|
)
|
Write-down of vessels
|
(785
|
)
|
|
(2,201
|
)
|
|
(785
|
)
|
|
(53,863
|
)
|
Restructuring charges
|
—
|
|
|
(449
|
)
|
|
(2,976
|
)
|
|
(1,845
|
)
|
Income from vessel operations
|
71,611
|
|
|
46,998
|
|
|
215,649
|
|
|
82,645
|
|
|
|
|
|
|
|
|
|
||||
Liquefied Gas Carriers
|
72,112
|
|
|
51,581
|
|
|
216,799
|
|
|
105,571
|
|
Conventional Tankers (3)
|
(501
|
)
|
|
(4,583
|
)
|
|
(1,150
|
)
|
|
(22,926
|
)
|
|
71,611
|
|
|
46,998
|
|
|
215,649
|
|
|
82,645
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity Income – Liquefied Gas Carriers
|
21,296
|
|
|
14,679
|
|
|
28,612
|
|
|
52,597
|
|
|
|
|
|
|
|
|
|
||||
Calendar-Ship-Days (4)
|
|
|
|
|
|
|
|
||||
Liquefied Gas Carriers
|
3,220
|
|
|
2,619
|
|
|
8,982
|
|
|
7,338
|
|
Conventional Tankers
|
92
|
|
|
368
|
|
|
296
|
|
|
1,131
|
|
(1)
|
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 nine months ended September 30, 2018 have been reclassified to conform to the presentation adopted in the fourth quarter of 2018.
|
(2)
|
Includes direct general and administrative expenses and indirect general and administrative expenses allocated to the liquefied gas carriers and conventional tankers based on estimated use of corporate resources.
|
(3)
|
Further information on Teekay LNG’s conventional tanker results can be found in “Item 1 – “Financial Statements: Note 5 – Segment Reporting.”
|
(4)
|
Calendar-ship-days presented relate to consolidated vessels.
|
•
|
an increase of $33.0 million for the nine months ended September 30, 2019 due to write-downs of the Napa Spirit, Camilla Spirit, Cathinka Spirit and Pan Spirit in the second quarter of 2018 as a result of Teekay LNG's evaluation of alternative strategies for these assets, the charter rate environment and the outlook for charter rates for these vessels at that time;
|
•
|
increases of $13.9 million and $41.4 million for the three and nine months ended September 30, 2019, respectively, due to the deliveries of the Sean Spirit, Bahrain Spirit and Yamal Spirit and commencement of their charter contracts;
|
•
|
increases of $4.8 million and $15.7 million for the three and nine months ended September 30, 2019, respectively, due to seven multi-gas carriers previously on bareboat charter contracts to wholly-owned subsidiaries of I.M. Skaugen SE (or Skaugen) being redelivered to Teekay LNG from Skaugen during 2017, which earned higher spot revenues and incurred lower operating expenses for the three and nine months ended September 30, 2019 compared to the same periods in the prior year;
|
•
|
increases of $3.3 million and $25.5 million for the three and nine months ended September 30, 2019, respectively, due to the deliveries of the Torben Spirit, Magdala, Myrina and Megara following the commencement of their charter contracts in 2018;
|
•
|
increases of $4.1 million and $21.8 million for the three and nine months ended September 30, 2019, respectively, primarily as a result of write-downs in 2018 of the Alexander Spirit, European Spirit and African Spirit and the sales of the Teide Spirit, European Spirit, African Spirit and Toledo Spirit in February 2018, October 2018, December 2018 and January 2019, respectively, partially offset by a write-down of the Alexander Spirit in the third quarter of 2019; and
|
•
|
increases of $4.3 million and $5.2 million for the three and nine months ended September 30, 2019, respectively, due to the Magellan Spirit being chartered in from the Teekay LNG-Marubeni Joint Venture since September 2018 and commencing its charter-out employment in October 2018;
|
•
|
decreases of $5.6 million and $9.6 million for the three and nine months ended September 30, 2019, respectively, due to the Madrid Spirit being off-hire for 20 days in the first quarter of 2019 and 62 days in the third quarter of 2019, the Galicia Spirit being off-hire for 37 days in the first quarter of 2019, and the impact of the depreciation of the Euro on Teekay LNG's Euro-denominated revenue, partially offset by the Catalunya Spirit being off-hire for 28 days in the second quarter of 2018 for a scheduled dry docking.
|
•
|
increases of $7.3 million and $5.9 million for the three and nine months ended September 30, 2019, respectively, due to dry dock revenue recognition upon completion of drydock for the Meridian Spirit as a result of adoption of new leasing standards and higher charter rates earned for the Arwa Spirit and Marib Spirit in the third quarter of 2019 in Teekay LNG's 52%-owned investment in the LNG carriers relating to its Teekay LNG-Marubeni Joint Venture (or the MALT LNG Carriers);
|
•
|
decreases of $7.1 million and $31.8 million for the three and nine months ended September 30, 2019, respectively, due to mark-to-market changes for derivative instruments, resulting in the recognition of in the three and nine months ended September 30, 2019 compared to unrealized gains in the same periods in 2018;
|
•
|
a decrease of $5.7 million for the nine months ended September 30, 2019 due to a gain on the sale of Teekay LNG's interest in its 50%-owned joint venture with Exmar NV (or the Excelsior Joint Venture) recorded in the first quarter of 2018 and lower earnings due to such sale;
|
•
|
increases of $4.0 million and $6.7 million for the three and nine months ended September 30, 2019, respectively, due to the deliveries of the Pan Americas, Pan Europe, Pan Africa, Bahrain Spirit, Rudolf Samoylovich, Nikolay Yevgenov, and Valdimir Voronin following the commencement of their charter contracts in 2018 and 2019; and
|
•
|
increases of $2.3 million and $0.9 million for the three and nine months ended September 30, 2019, respectively, due to higher fixed and spot rates earned in Teekay LNG's 50%-ownership interest in Exmar LPG BVBA (or the Exmar LPG Joint Venture) compared to the same periods in 2018.
|
(in thousands of U.S. Dollars, except calendar-ship-days)
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||
September 30,
|
|
September 30,
|
|||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
Revenues
|
182,304
|
|
|
175,915
|
|
|
617,082
|
|
|
516,039
|
|
Voyage expenses
|
(87,726
|
)
|
|
(83,048
|
)
|
|
(277,733
|
)
|
|
(249,974
|
)
|
Vessel operating expenses
|
(48,539
|
)
|
|
(52,161
|
)
|
|
(156,726
|
)
|
|
(157,808
|
)
|
Time-charter hire expense
|
(10,637
|
)
|
|
(4,317
|
)
|
|
(30,877
|
)
|
|
(14,697
|
)
|
Depreciation and amortization
|
(31,536
|
)
|
|
(29,595
|
)
|
|
(92,059
|
)
|
|
(88,598
|
)
|
General and administrative
|
(8,739
|
)
|
|
(8,747
|
)
|
|
(27,412
|
)
|
|
(27,939
|
)
|
Gain on sale of vessels
|
—
|
|
|
—
|
|
|
—
|
|
|
170
|
|
Restructuring charges
|
—
|
|
|
(213
|
)
|
|
—
|
|
|
(1,195
|
)
|
(Loss) income from vessel operations
|
(4,873
|
)
|
|
(2,166
|
)
|
|
32,275
|
|
|
(24,002
|
)
|
|
|
|
|
|
|
|
|
||||
Equity income (loss)
|
68
|
|
|
(359
|
)
|
|
652
|
|
|
265
|
|
|
|
|
|
|
|
|
|
||||
Calendar-Ship-Days (1)
|
|
|
|
|
|
|
|
||||
Conventional Tankers
|
5,637
|
|
|
5,329
|
|
|
16,678
|
|
|
15,909
|
|
(1)
|
Calendar-ship-days presented relate to owned and in-chartered consolidated vessels.
|
•
|
Increase in global refinery throughput – According to the International Energy Agency, global refinery throughput is expected to increase by 0.6 million barrels per day (mb/d) quarter-on-quarter in the fourth quarter of 2019, and by 1.1 mb/d year-on-year. This could be further supported by the upcoming IMO 2020 regulations and the need for refiners to increase throughput in order to produce sufficient low sulphur fuel for the marine bunker market.
|
•
|
Increase in crude tanker tonne-miles as a result of longer voyage distances – This has been primarily due to an increase in crude oil movements from the Atlantic basin to Asia, driven by the rise in U.S. crude oil exports. U.S. crude oil exports have averaged 2.9 mb/d in 2019 year-to-date vs. 2.0 mb/d in 2018 and are expected to rise further as new pipeline capacity is brought online linking the Permian basin to the U.S. Gulf coast. In October 2019, U.S. crude oil exports have been averaging 3.4 mb/d as a result of new pipeline capacity coming online, including the Cactus II and EPIC pipelines which began operations in the third quarter of 2019.
|
•
|
Geopolitical instability in the Middle East region – Following the attacks on Saudi Arabian oil infrastructure on September 14, 2019, Asian buyers have been diversifying their sources of oil supply away from the Middle East, which has further added to the increase in crude oil movements from West to East.
|
•
|
Increase in floating storage as a result of IMO 2020 – More than 20 VLCCs are currently being used to store compliant fuels ahead of the new regulations coming into force on January 1, 2020, particularly off Singapore. This is tying up a significant portion of the VLCC fleet and tightening available fleet supply.
|
•
|
Slowdown in tanker fleet growth – Global fleet growth in the first nine months of the year was relatively high with net fleet growth of 28 million deadweight tonnes (mdwt), or 4.7%. This pace of growth is set to slow considerably with just 7 mid-size tankers scheduled to deliver in the remainder of the year and 44 vessels scheduled to deliver in 2020 (versus 75 deliveries in the first nine months of 2019). As a result, we estimate that global tanker fleet growth will fall to approximately 2% in 2020 versus expected growth of 5% in 2019.
|
•
|
Drydocking of ships for scrubber installation – Recent weeks have seen an increase in the number of vessels in the global fleet heading into drydock for the installation of scrubbers ahead of IMO 2020, peaking at close to 9 mdwt of capacity during the third quarter of 2019. This has further reduced available fleet supply, and will continue to do so in the coming weeks as ship owners look to install scrubbers ahead of the January 1, 2020 implementation date.
|
•
|
a decrease of $2.3 million due to the expiry of Teekay Tankers' time-charter out contracts for various vessels which subsequently traded on spot voyages at lower average realized rates;
|
•
|
a decrease of $2.1 million primarily due to the amortization of first dry dockings for various former TIL vessels subsequent Teekay Tankers' acquisition of TIL in late 2017;
|
•
|
a decrease of $1.9 million due to a higher number of off-hire days and higher off-hire bunker expenses compared to the same period in the prior year; and
|
•
|
a decrease of $1.6 million due to lower net results from Teekay Tankers' FSL business resulting from a decrease in both voyage days and spot rates and lower net results from STS transfer business resulting from fewer operations and the completion of one LNG terminal management contract in early 2019;
|
•
|
an increase of $4.7 million due to higher overall average realized spot tanker rates earned by Teekay Tankers' Suezmax, Aframax and LR2 product tankers during 2019 compared to the same period in the prior year; and
|
•
|
an increase of $2.0 million due to the timing and scope of repairs and planned maintenance compared to the same period in the prior year.
|
•
|
an increase of $66.4 million due to higher overall average realized spot tanker rates earned by Teekay Tankers' Suezmax, Aframax and LR2 product tankers;
|
•
|
an increase of $6.4 million due to improved net results from Teekay Tankers' FSL activities due to more voyage days and higher spot rates and improved net results from Teekay Tankers' STS transfer business due to the contract to provide LNG STS transfer support and equipment rental in Norway;
|
•
|
an increase of $2.4 million due to the timing and scope of repairs and planned maintenance; and
|
•
|
an increase of $1.2 million related to the termination of certain employees in the STS transfer segment as a result of the reorganization of that segment in the prior year;
|
•
|
a decrease of $12.7 million due to a higher number of off-hire days related to dry dockings and higher off-hire bunker expenses compared to the same period in the prior year;
|
•
|
a decrease of $4.2 million due to the amortization of first dry dockings for various former TIL vessels subsequent to Teekay Tankers' acquisition of TIL in late 2017; and
|
•
|
a decrease of $3.4 million due to the expiry of Teekay Tankers' time-charter out contracts for various vessels which subsequently traded on spot voyages at lower average realized rates.
|
(in thousands of U.S. Dollars, except calendar-ship-days)
|
Offshore
|
|
Other and
|
|
Teekay Parent
|
||||||||||||
Production
|
|
Corporate G&A
|
|
Total
|
|||||||||||||
|
Three Months Ended September 30,
|
||||||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||
Revenues
|
44,558
|
|
|
71,583
|
|
|
51,275
|
|
|
45,988
|
|
|
95,833
|
|
|
117,571
|
|
Voyage expenses
|
(9
|
)
|
|
(200
|
)
|
|
—
|
|
|
117
|
|
|
(9
|
)
|
|
(83
|
)
|
Vessel operating expenses
|
(43,179
|
)
|
|
(36,545
|
)
|
|
(40,427
|
)
|
|
(41,330
|
)
|
|
(83,606
|
)
|
|
(77,875
|
)
|
Time-charter hire expense
|
(9,617
|
)
|
|
(11,566
|
)
|
|
(10,588
|
)
|
|
(3,392
|
)
|
|
(20,205
|
)
|
|
(14,958
|
)
|
Depreciation and amortization
|
(7,811
|
)
|
|
(8,032
|
)
|
|
(38
|
)
|
|
(102
|
)
|
|
(7,849
|
)
|
|
(8,134
|
)
|
General and administrative expenses (1)
|
(3,357
|
)
|
|
(2,335
|
)
|
|
(2,720
|
)
|
|
(3,785
|
)
|
|
(6,077
|
)
|
|
(6,120
|
)
|
Asset impairments
|
(175,000
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(175,000
|
)
|
|
—
|
|
Restructuring charges
|
—
|
|
|
—
|
|
|
(214
|
)
|
|
(151
|
)
|
|
(214
|
)
|
|
(151
|
)
|
(Loss) income from vessel operations
|
(194,415
|
)
|
|
12,905
|
|
|
(2,712
|
)
|
|
(2,655
|
)
|
|
(197,127
|
)
|
|
10,250
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Equity (loss) income
|
—
|
|
|
(204
|
)
|
|
—
|
|
|
128
|
|
|
—
|
|
|
(76
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Calendar-Ship-Days (2)
|
|
|
|
|
|
|
|
|
|
|
|
||||||
FPSO Units
|
276
|
|
|
276
|
|
|
—
|
|
|
—
|
|
|
276
|
|
|
276
|
|
Gas Carriers
|
—
|
|
|
—
|
|
|
92
|
|
|
—
|
|
|
92
|
|
|
—
|
|
FSO Units
|
92
|
|
|
92
|
|
|
92
|
|
|
184
|
|
|
184
|
|
|
276
|
|
Shuttle Tankers
|
140
|
|
|
184
|
|
|
—
|
|
|
—
|
|
|
140
|
|
|
184
|
|
(in thousands of U.S. Dollars, except calendar-ship-days)
|
Offshore
|
|
Other and
|
|
Teekay Parent
|
||||||||||||
Production
|
|
Corporate G&A
|
|
Total
|
|||||||||||||
|
Nine Months Ended September 30,
|
||||||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||
Revenues (3)
|
151,824
|
|
|
203,982
|
|
|
149,923
|
|
|
144,115
|
|
|
301,747
|
|
|
348,097
|
|
Voyage expenses
|
(27
|
)
|
|
(580
|
)
|
|
—
|
|
|
9
|
|
|
(27
|
)
|
|
(571
|
)
|
Vessel operating expenses
|
(121,333
|
)
|
|
(110,108
|
)
|
|
(122,270
|
)
|
|
(118,979
|
)
|
|
(243,603
|
)
|
|
(229,087
|
)
|
Time-charter hire expense
|
(32,231
|
)
|
|
(34,568
|
)
|
|
(20,205
|
)
|
|
(19,487
|
)
|
|
(52,436
|
)
|
|
(54,055
|
)
|
Depreciation and amortization
|
(23,658
|
)
|
|
(25,219
|
)
|
|
(160
|
)
|
|
(122
|
)
|
|
(23,818
|
)
|
|
(25,341
|
)
|
General and administrative expenses (1)
|
(9,206
|
)
|
|
(8,179
|
)
|
|
(10,119
|
)
|
|
(12,974
|
)
|
|
(19,325
|
)
|
|
(21,153
|
)
|
Asset impairments
|
(178,328
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(178,328
|
)
|
|
—
|
|
Restructuring charges (3)
|
—
|
|
|
—
|
|
|
(6,828
|
)
|
|
(1,025
|
)
|
|
(6,828
|
)
|
|
(1,025
|
)
|
(Loss) income from vessel operations
|
(212,959
|
)
|
|
25,328
|
|
|
(9,659
|
)
|
|
(8,463
|
)
|
|
(222,618
|
)
|
|
16,865
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Equity loss
|
—
|
|
|
(213
|
)
|
|
—
|
|
|
(1,785
|
)
|
|
—
|
|
|
(1,998
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Calendar-Ship-Days (2)
|
|
|
|
|
|
|
|
|
|
|
|
||||||
FPSO Units
|
819
|
|
|
819
|
|
|
—
|
|
|
—
|
|
|
819
|
|
|
819
|
|
Gas Carriers
|
—
|
|
|
—
|
|
|
123
|
|
|
185
|
|
|
123
|
|
|
185
|
|
FSO Units
|
273
|
|
|
273
|
|
|
385
|
|
|
546
|
|
|
658
|
|
|
819
|
|
Shuttle Tankers
|
502
|
|
|
546
|
|
|
—
|
|
|
—
|
|
|
502
|
|
|
546
|
|
(1)
|
Includes direct general and administrative expenses and indirect general and administrative expenses allocated to offshore production, and other and corporate G&A based on estimated use of corporate resources.
|
(2)
|
Apart from three FPSO units in 2019 and 2018, all remaining calendar-ship-days presented relate to in-chartered vessels.
|
(3)
|
Restructuring charges for the nine months ended September 30, 2019 included approximately $6.5 million related to severance costs resulting from the termination of certain management services contracts in Teekay Parent, which were fully recovered from the customer and such recovery is included in revenues.
|
•
|
decreases of $175.0 million and $178.3 million for the three and nine months ended September 30, 2019, respectively, due to impairments of Teekay Parent's three FPSO assets in the first and third quarters of 2019.
|
•
|
decreases of $17.8 million and $28.0 million for the three and nine months ended September 30, 2019, respectively, related to the Petrojarl Banff FPSO unit, primarily due to an increase in shutdown days, timing differences in revenue recognition due to the adoption of ASC 842 Leases in 2019, lower oil prices and a lower day rate commencing in 2019;
|
•
|
decreases of $10.3 million and $23.9 million for the three and nine months ended September 30, 2019, respectively, related to the Petrojarl Foinaven FPSO unit, primarily due to lower production, increase in shutdown days, and timing differences in revenue recognition due to the adoption of ASC 842 Leases in 2019; and
|
•
|
decreases of $4.2 million and $8.2 million for the three and nine months ended September 30, 2019, respectively, related to the Sevan Hummingbird FPSO unit, primarily due to lower tariff revenue earned in 2019 as a result of lower oil prices and lower production.
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||
September 30,
|
|
September 30,
|
|||||||||
(in thousands of U.S. dollars)
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
|
$
|
|
$
|
|
$
|
|
$
|
||||
Interest expense
|
(67,707
|
)
|
|
(67,343
|
)
|
|
(211,583
|
)
|
|
(181,494
|
)
|
Interest income
|
1,485
|
|
|
2,103
|
|
|
6,407
|
|
|
5,875
|
|
Realized and unrealized (losses) gains on non-designated derivative instruments
|
(1,924
|
)
|
|
(2,168
|
)
|
|
(18,311
|
)
|
|
17,981
|
|
Foreign exchange gain (loss)
|
5,628
|
|
|
3,553
|
|
|
(2,853
|
)
|
|
16,104
|
|
Loss on deconsolidation of Teekay Offshore
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,070
|
)
|
Other loss
|
(1,424
|
)
|
|
(2,400
|
)
|
|
(12,495
|
)
|
|
(2,795
|
)
|
Income tax expense
|
(3,091
|
)
|
|
(4,334
|
)
|
|
(11,531
|
)
|
|
(17,197
|
)
|
•
|
increases of $5.4 million and $26.4 million for the three and nine months ended September 30, 2019, respectively, relating to interest incurred by Teekay LNG on the debt and obligations related to the deliveries of the Myrina, Megara, Bahrain Spirit, Sean Spirit and Yamal Spirit LNG carriers;
|
•
|
increases of $1.1 million and $8.0 million for the three and nine months ended September 30, 2019, respectively, primarily due to the additional interest expense incurred by Teekay Tankers with respect to three sale-leaseback transactions completed in September 2018, November 2018 and May 2019.
|
•
|
increases of $1.0 million and $5.4 million for the three and nine months ended September 30, 2019, respectively, due to decreases in capitalized interest in Teekay LNG as a result of vessels delivered during 2018 and 2019; and
|
•
|
an increase of $2.0 million for the nine months ended September 30, 2019 relating to Teekay LNG's write-off of debt issuance costs upon completion of debt refinancing in January 2019 of the Sean Spirit;
|
•
|
net decreases of $4.5 million and $9.4 million for the three and nine months ended September 30, 2019, respectively, as a result of the repurchase of the 8.5% senior notes (or the 2020 Notes), partially offset by an increase in debt issuance cost amortization and the higher interest rate for the 9.25% senior secured notes due November 2022 (or the 2022 Notes) issued by Teekay Parent in May 2019; and
|
•
|
decreases of $1.0 million and $3.5 million for the three and nine months ended September 30, 2019, respectively, relating to interest incurred by Teekay Parent in 2018 as a result of the prepayment of the outstanding amounts under one revolving credit facility and lower debt issuance cost amortization in 2019 on an amendment of another revolving credit facility.
|
(in thousands of U.S. Dollars)
|
Nine Months Ended September 30,
|
||||
|
2019
|
|
2018
|
||
|
$
|
|
$
|
||
Net operating cash flows
|
256,126
|
|
|
84,413
|
|
Net financing cash flows
|
(328,125
|
)
|
|
406,193
|
|
Net investing cash flows
|
(40,884
|
)
|
|
(584,317
|
)
|
|
|
|
Remainder of
|
|
|
|
|
|
|
|
|
|
Beyond
|
|||||||
|
Total
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
2023
|
|||||||
|
In millions of U.S. Dollars
|
|||||||||||||||||||
Teekay LNG
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Bond repayments (1)(2)
|
335.3
|
|
|
—
|
|
|
109.9
|
|
|
131.9
|
|
|
—
|
|
|
93.5
|
|
|
—
|
|
Scheduled repayments of long-term debt (1)(2)
|
655.7
|
|
|
36.6
|
|
|
127.2
|
|
|
97.0
|
|
|
85.7
|
|
|
79.1
|
|
|
230.1
|
|
Repayments on maturity of long-term debt (1)(2)
|
849.1
|
|
|
3.4
|
|
|
335.8
|
|
|
175.0
|
|
|
5.0
|
|
|
32.8
|
|
|
297.1
|
|
Scheduled repayments of obligations related to finance leases (2)(3)
|
1,917.3
|
|
|
35.4
|
|
|
140.4
|
|
|
138.6
|
|
|
137.0
|
|
|
135.5
|
|
|
1,330.4
|
|
Commitments under operating leases (4)
|
291.7
|
|
|
12.0
|
|
|
47.7
|
|
|
47.6
|
|
|
35.0
|
|
|
23.9
|
|
|
125.5
|
|
Newbuildings installments/shipbuilding supervision (5)
|
296.2
|
|
|
245.6
|
|
|
9.7
|
|
|
27.2
|
|
|
13.7
|
|
|
—
|
|
|
—
|
|
|
4,345.3
|
|
|
333.0
|
|
|
770.7
|
|
|
617.3
|
|
|
276.4
|
|
|
364.8
|
|
|
1,983.1
|
|
Teekay Tankers
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Scheduled repayments of long-term debt (2)
|
157.3
|
|
|
25.4
|
|
|
101.8
|
|
|
24.1
|
|
|
6.0
|
|
|
—
|
|
|
—
|
|
Repayments on maturity of long-term debt (2)
|
505.5
|
|
|
50.0
|
|
|
—
|
|
|
402.5
|
|
|
53.0
|
|
|
—
|
|
|
—
|
|
Scheduled repayments of obligations related to finance leases (2)
|
420.9
|
|
|
6.1
|
|
|
25.4
|
|
|
27.3
|
|
|
29.5
|
|
|
31.9
|
|
|
300.7
|
|
Chartered-in vessels (operating leases)
|
51.1
|
|
|
12.1
|
|
|
33.1
|
|
|
5.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,134.8
|
|
|
93.6
|
|
|
160.3
|
|
|
459.8
|
|
|
88.5
|
|
|
31.9
|
|
|
300.7
|
|
Teekay Parent
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Bond repayments (2)
|
411.7
|
|
|
—
|
|
|
36.7
|
|
|
—
|
|
|
250.0
|
|
|
125.0
|
|
|
—
|
|
Chartered-in vessels (operating leases) (6)
|
154.0
|
|
|
14.9
|
|
|
52.6
|
|
|
51.5
|
|
|
20.1
|
|
|
9.2
|
|
|
5.7
|
|
Asset retirement obligation (7)
|
28.3
|
|
|
—
|
|
|
28.3
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
594.0
|
|
|
14.9
|
|
|
117.6
|
|
|
51.5
|
|
|
270.1
|
|
|
134.2
|
|
|
5.7
|
|
Total
|
6,074.1
|
|
|
441.5
|
|
|
1,048.6
|
|
|
1,128.6
|
|
|
635.0
|
|
|
530.9
|
|
|
2,289.5
|
|
(1)
|
Euro-denominated and NOK-denominated obligations are presented in U.S. Dollars and have been converted using the prevailing exchange rate as of September 30, 2019.
|
(2)
|
Our interest-bearing obligations include bonds, commercial bank debt and obligations related to finance leases. Please read “Item 1 – Financial Statements: Note 6 – Leases" and “Item 1 – Financial Statements: Note 10 – Long-Term Debt” for the terms upon which future interest payments are determined as well as “Item 1 – Financial Statements: Note 16 – Derivative Instruments and Hedging Activities" for a summary of the terms of our derivative instruments which hedge certain of our floating rate interest-bearing obligations.
|
(3)
|
Includes, in addition to lease payments, amounts Teekay LNG is required to pay to purchase the leased assets at the end of their respective lease terms.
|
(4)
|
Teekay LNG has corresponding leases whereby it is the lessor and expects to receive approximately $201.9 million under those leases from the remainder of 2019 to 2029.
|
(5)
|
As at September 30, 2019, Teekay LNG's 50% share of the estimated remaining costs for the two Yamal LNG Joint Venture remaining newbuildings, including the Georgiy Ushakov, totaled $194.6 million, of which the Yamal LNG Joint Venture had secured undrawn financing of $168.0 million based on Teekay LNG's proportionate share of the remaining newbuilding installments as of September 30, 2019.
|
(6)
|
Teekay Parent in-charters two FSO units and two shuttle tankers from Teekay Offshore. One of the FSO units are on back-to-back out-charters to third parties. One of the FSO units and the two shuttle tankers are part of the service contracts of the Petrojarl Banff FPSO unit and the Petrojarl Foinaven FPSO unit, respectively.
|
(7)
|
Teekay Parent has an asset retirement obligation (or ARO) relating to the sub-sea production facility associated with the Petrojarl Banff FPSO unit operating in the North Sea. This obligation generally involves the costs associated with the restoration of the environment surrounding the facility and removal and disposal of all production equipment. This obligation is expected to be settled at the end of the contract under which the FPSO unit currently operates. We expect that the ARO will be covered in part by contractual payments of $7.7 million, presented in other non-current assets on our balance sheets, to be received from FPSO contract counterparties.
|
•
|
our future financial condition and results of operations and our future revenues, expenses and capital expenditures, and our expected financial flexibility to pursue capital expenditures, acquisitions and other expansion opportunities, including vessel acquisitions;
|
•
|
meeting our going concern requirements and our liquidity needs, and the liquidity needs of Teekay LNG and Teekay Tankers, anticipated funds and sources of financing for liquidity needs and the sufficiency of cash flows, and our estimation that we will have sufficient liquidity for at least the next 12 months;
|
•
|
our ability and plans to obtain financing for new and existing projects, refinance existing debt obligations and fulfill our debt obligations;
|
•
|
conditions and fundamentals of the markets in which we operate, including the balance of supply and demand in these markets and spot tanker charter rates and volatility and oil production and competition for providing services;
|
•
|
our expectations regarding tax positions, liabilities and classifications;
|
•
|
our expectations as to the useful lives of our vessels;
|
•
|
our future growth prospects;
|
•
|
the impact of future changes in the demand for and price of oil, and the related effects on the demand for and price of natural gas;
|
•
|
our expectations as to anticipated improvements to pipeline capacity to the U.S. Gulf coast and its effect on U.S. crude exports;
|
•
|
expected costs, capabilities, completion and delivery dates of newbuildings, acquisitions and conversions, and the commencement of any related charters or other contracts;
|
•
|
our ability to maximize the use of our vessels, including the re-deployment or disposition of vessels no longer under long-term time charter or on a short-term charter contract;
|
•
|
our expectations regarding the ability of our other customers to make charter payments to us, and the ability of our customers to fulfill purchase obligations at the end of charter contracts;
|
•
|
our expectations regarding our ability to settle the asset retirement obligations related to the sub-sea production facility associated with the Petrojarl Banff FPSO unit operating in the North Sea;
|
•
|
the expected timing of the delivery of the sixth ARC7 LNG carrier newbuilding in the Yamal LNG Joint Venture;
|
•
|
the expected timing and cost relating to the additional equipment to be installed for certain of Teekay LNG's LNG carriers;
|
•
|
the expectation that there will be no material financial impact to Teekay LNG from the resolution of the sanctions impacting the Yamal LNG Joint Venture;
|
•
|
the expected accounting treatment for the WilForce and WilPride and expected impact on Teekay LNG's quarterly revenues from these two vessels;
|
•
|
the future resumption of an LNG plant in Yemen operated by YLNG and payment of deferred amounts for Teekay LNG's two 52%-owned vessels on charter to YLNG;
|
•
|
our expectations regarding the timing of completion and cost of the LNG receiving and regasification terminal in Bahrain, which will be owned and operated by the Bahrain LNG Joint Venture;
|
•
|
the future valuation or impairment of our assets, including our FPSO units and goodwill;
|
•
|
our expectations and estimates regarding future charter business, with respect to minimum charter hire payments, revenues and our vessels' ability to perform to specifications and maintain their hire rates in the future;
|
•
|
compliance with financing agreements and the expected effect of restrictive covenants in such agreements;
|
•
|
operating expenses, availability of crew and crewing costs, number of off-hire days, dry-docking requirements and durations and the adequacy and cost of insurance;
|
•
|
the effectiveness of our risk management policies and procedures and the ability of the counterparties to our derivative and other contracts to fulfill their contractual obligations;
|
•
|
the impact and expected cost of, and our ability to comply with, new and existing governmental regulations and maritime self-regulatory organization standards applicable to our business and the effect of IMO 2020;
|
•
|
expected uses of proceeds from vessel or securities transactions;
|
•
|
the expectations as to the chartering of unchartered vessels;
|
•
|
our hedging activities relating to foreign exchange, interest rate and spot market risks, and the effects of fluctuations in foreign exchange, interest rate and spot market rates on our business and results of operations;
|
•
|
our expectations regarding pattern of expense recognition of chartered-in vessels;
|
•
|
the potential impact of proposed accounting treatment or new accounting guidance; and
|
•
|
our business strategy and other plans and objectives for future operations.
|
Purchase agreement for $250,000,000 9.250% Senior Secured Notes due 2022.
|
•
|
REGISTRATION STATEMENT ON FORM F-3 (FILE NO. 033-97746) FILED WITH THE SEC ON OCTOBER 4, 1995;
|
•
|
REGISTRATION STATEMENT ON FORM S-8 (FILE NO. 333-42434) FILED WITH THE SEC ON JULY 28, 2000;
|
•
|
REGISTRATION STATEMENT ON FORM S-8 (FILE NO. 333-119564) FILED WITH THE SEC ON OCTOBER 6, 2004;
|
•
|
REGISTRATION STATEMENT ON FORM S-8 (FILE NO. 333-147683) FILED WITH THE SEC ON NOVEMBER 28, 2007;
|
•
|
REGISTRATION STATEMENT ON FORM S-8 (FILE NO. 333-166523) FILED WITH THE SEC ON MAY 5, 2010;
|
•
|
REGISTRATION STATEMENT ON FORM S-8 (FILE NO. 333-187142) FILED WITH THE SEC ON MARCH 8, 2013;
|
•
|
REGISTRATION STATEMENT ON FORM F-3 (FILE NO. 333-212787) FILED WITH THE SEC ON JULY 29, 2016;
|
•
|
REGISTRATION STATEMENT ON FORM F-3 (FILE NO. 333-213213) FILED WITH THE SEC ON AUGUST 19, 2016;
|
•
|
REGISTRATION STATEMENT ON FORM F-3 (FILE NO. 333-221806) FILED WITH THE SEC ON NOVEMBER 29, 2017; AND
|
•
|
REGISTRATION STATEMENT ON FORM F-3 (FILE NO. 333-231003) FILED WITH THE SEC ON APRIL 24, 2019.
|
|
TEEKAY CORPORATION
|
||
|
|
|
|
Date: November 26, 2019
|
By:
|
|
/s/ Vincent Lok
|
|
|
|
Vincent Lok
Executive Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)
|
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