SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 under
the Securities Exchange Act of 1934
For the month of November 2020
Commission File Number 001-32640
DHT HOLDINGS, INC.
(Exact name of Registrant as specified in its charter)
Clarendon House
2 Church Street, Hamilton HM 11
Bermuda
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☑ 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): ☐
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): ☐
Press Releases
The press release issued by DHT Holdings, Inc. (the “Company”) on November 9, 2020 related to its results for the third quarter of 2020 is attached hereto as Exhibit 99.1
and is incorporated herein by reference.
Incorporation by Reference
Exhibit 99.1 to this Report on Form 6-K shall be incorporated by reference into the Company’s registration statement on Form F-3 (file No. 333-239430), initially filed with the Securities and Exchange
Commission on June 25, 2020, as amended, to the extent not superseded by information subsequently filed or furnished (to the extent the Company expressly states that it incorporates such furnished information by reference) by the Company under the
Securities Act of 1933 or the Securities Exchange Act of 1934, in each case as amended.
EXHIBIT LIST
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Exhibit
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Description
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Press Release dated November 9, 2020
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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DHT Holdings, Inc.
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(Registrant)
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Date: November 10, 2020
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By:
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/s/ Laila C. Halvorsen
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Name:
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Laila C. Halvorsen
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Title:
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Chief Financial Officer
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Exhibit 99.1
DHT Holdings, Inc. Third Quarter 2020 Results
HAMILTON, BERMUDA, November 9, 2020 – DHT Holdings, Inc. (NYSE:DHT) (“DHT” or the “Company”) today announced:
FINANCIAL HIGHLIGHTS:
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USD mill. (except per share)
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Q3 2020
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Q2 2020
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Q1 2020
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Q4 2019
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Q3 2019
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2019
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2018
|
|
Shipping revenues
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142.2
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245.9
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211.9
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191.8
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104.7
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535.1
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375.9
|
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Adjusted net revenue1
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117.5
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202.7
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152.5
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141.7
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58.9
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347.6
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214.8
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Adjusted EBITDA2
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92.9
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178.0
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128.4
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116.3
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36.0
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254.5
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123.2
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Net income/(loss) after tax
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50.73
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135.8
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72.2
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75.9
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(9.4)
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73.7
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(46.9)3
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EPS – basic
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0.32
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0.92
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0.49
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0.52
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(0.07)
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0.51
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(0.33)
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EPS – diluted4
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0.31
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0.81
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0.44
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0.47
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(0.07)
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0.51
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(0.33)
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Dividend5
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0.20
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0.48
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0.35
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0.32
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0.05
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0.47
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0.11
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Interest bearing debt
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492.4
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719.2
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780.8
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851.0
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945.9
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851.0
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967.3
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Cash and cash equivalents
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75.1
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137.7
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75.8
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67.4
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115.4
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67.4
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94.9
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Net debt
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417.3
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581.5
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705.0
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783.6
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830.5
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783.6
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872.4
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QUARTERLY HIGHLIGHTS:
| • |
In the third quarter of 2020, the Company’s VLCCs achieved an average rate of $48,100 per day.
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| • |
Adjusted EBITDA for the third quarter of 2020 was $92.9 million. Net income of $50.7 million equates to $0.32 per basic share. Adjusted for a non-cash change in fair value related to interest rate derivatives of
$2.6 million and a non-cash impairment charge of $4.9 million, net income would be $53.0 million, equivalent to $0.34 per basic share.
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| • |
For the third quarter of 2020, the Company declared a cash dividend of $0.20 per share of outstanding
common stock, payable on November 25, 2020 to shareholders of record as of November 18, 2020. This marks the 43rd
consecutive quarterly dividend. The shares will be traded ex-dividend from November 17, 2020.
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| • |
DHT currently has 16 of its vessels on time charters, where four vessels have profit sharing structures on top of base rates, whilst the other 12 have fixed rates. The average of the fixed elements in these 16
time charters, i.e. of the four base rates and the 12 fixed rates, is $42,935 per day.
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| • |
In August, holders of $125 million of the Convertible Note, representing all of the outstanding securities, exercised their right to convert their securities into shares at a conversion price of $5.3470 per
share. As a result, the Company issued 23,377,397 shares of common stock, increasing the issued and outstanding shares of common stock to 170,798,328.
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| • |
In the third quarter of 2020, the Company prepaid $37.0 million under the Nordea Credit Facility and $42.2 million under the ABN Amro Credit Facility. The voluntary prepayments were made under the revolving
credit facility tranches and may be re-borrowed.
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1
| • |
In September 2020, the Company prepaid the outstanding loan on DHT Scandinavia, totaling $12.7 million, and cancelled the ABN Amro Revolving Credit Facility entered into in November 2016. The ABN Amro Revolving
Credit Facility was undrawn with $43.8 million available and quarterly reduction of $1.3 million.
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| • |
After these prepayments, net debt equals $15.5 million per vessel.
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Interest bearing debt - Notional amount
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USD mill.
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|
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Opening balance January 1, 2020
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866.0
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Scheduled repayments
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(48.4)
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Prepayment
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(266.6)
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Issuance *)
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71.3
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Convertible bonds - converted to shares of common stock
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(125.0)
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Balance notional debt as of September 30, 2020 **)
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497.2
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*) Issuance consists of $57.8 mill. which was drawn (ABN Amro Credit Facility) to ensure sufficient cash at hand for the possible repayment of the Convertible bonds (the amount was repaid later in
the quarter), in addition to $13.5 mill. related to the final drawdown on the scrubber financing (the Nordea Credit Facility) in Q2 2020.
**) Please also see Note 4 – Interest bearing debt.
OPERATIONAL HIGHLIGHTS:
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Q3 2020
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Q2 2020
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Q1 2020
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Q4 2019
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Q3 2019
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2019
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2018
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Operating days6
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2,484.0
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2,457.0
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2,457.0
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2,484.0
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2,484.0
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9,855.0
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9,810.7
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Scheduled off hire days
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20.6
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5.8
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49.1
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55.0
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157.0
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352.6
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95.2
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Unscheduled off hire days
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18.5
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16.2
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38.9
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5.5
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13.0
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33.9
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9.6
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Revenue days7
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2,444.9
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2,435.0
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2,369.0
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2,423.5
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2,314.0
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9,468.5
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9,705.9
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Spot exposure8
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60.8%
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70.1%
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84.2%
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81.5 %
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82.2 %
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83.1 %
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73.2 %
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VLCC time charter rate per day
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$53,000
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$62,700
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$54,000
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$54,600
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$33,700
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$38,400
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$25,900
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VLCC spot rate per day
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$44,900
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$92,100
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$66,400
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$59,200
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$24,300
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$36,400
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$21,800
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| • |
100% of the scheduled off hire days in the quarter were related to crew changes.
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| • |
The Covid-19 virus outbreak is impacting our business in several ways. The main operational challenge relates to our seafarers and our ability to change crews at regular intervals. This is resulting in crews
staying onboard longer than planned, awaiting opportunities to go ashore and for replacements to come onboard. Our crew is demonstrating cooperation and understanding to support continuation of our services. We have during the quarter
consumed 20.6 days of scheduled off hire through deviations and longer port stays to enable crew changes. We will remain pragmatic and responsible in our efforts to safely conduct this activity but still expect challenges as only limited
geographical areas support these operations.
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The virus outbreak has led to reduced global consumption of refined oil products resulting in a build-up of shore-based inventories of both feedstock and end products. Further,
leading oil producers have reduced supply with the view to rebalance the oil markets. As such, demand is partly being satisfied by drawing down on inventories, resulting in reduced demand for transportation.
| • |
As of September 30, 2020, DHT had a fleet of 27 VLCCs. The total dwt of the fleet is 8,360,850. For more details on the fleet, please refer to the web site: http://dhtankers.com/index.php?name=About_DHT%2FFleet.html.
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2
OUTLOOK:
| • |
Thus far in the fourth quarter of 2020, 79% of the available VLCC days have been booked at an average rate of $38,400 per day on a discharge to discharge basis (not including any potential profit splits on four
time charters).
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Footnotes:
1Shipping revenues net of voyage expenses.
2 Shipping revenues net of voyage expenses, vessel operating expenses and general and administrative expenses. As
showed in the table for reconciliation of non-GAAP measures.
3Q3 2020 includes impairment charge of $ 4.9 million. 2018 includes impairment charge of $3.5 million related to
the sale of DHT Cathy and DHT Sophie.
4Diluted shares include the dilutive effect of the convertible senior notes and restricted shares granted to
management and members of the board of directors.
5Per common share.
6Operating days are the aggregate number of calendar days in the period in which the vessels are owned by the
Company or chartered by the Company.
7Revenue days are the aggregate number of calendar days in the period in which the vessels are owned by the Company
or chartered by the Company less days on which a vessel is off hire.
8 As % of total operating days in period.
3
THIRD QUARTER 2020 FINANCIALS
The Company reported shipping revenues for the third quarter of 2020 of $142.2 million compared to shipping revenues of $104.7 million in the third quarter of 2019. The increase from the 2019 period to the 2020 period includes $31.5 million attributable to higher tanker rates and $5.9 million attributable to change in total revenue days. The increase in total revenue days was a result
of scheduled off hire in connection with the scrubber retrofit project in 2019.
Voyage expenses for the third quarter of 2020 were $24.7 million, compared to voyage expenses of $45.8 million in the third quarter of 2019. The decrease was mainly due to a
$20.3 million decrease in bunker expenses and a $0.9 million decrease in port cost due to less vessels in the spot market.
Vessel operating expenses for the third quarter of 2020 were $20.5 million, equal to $8,200 per day, compared to $19.4 million in the third quarter of 2019. The increase was
mainly related to up storing of spares and consumables in relation to IMO2020 in addition to deductibles on insurance. The average operating cost for FY 2019 was $7,900 per day.
Depreciation and amortization, including depreciation of capitalized survey expenses, was $31.1 million for the third quarter of 2020, compared to $29.7 million in the third
quarter of 2019. The increase was due to depreciation related to scrubbers of $1.5 million.
Due to a decline in values for second-hand tankers, we adjusted the carrying value of our fleet through a non-cash impairment charge of $4.9 million in the third quarter of 2020.
No impairment charge was recorded in the third quarter of 2019.
General & administrative expense (“G&A”) for the third quarter of 2020 was $4.1 million, consisting of $3.1 million cash and $1.0 million non-cash charges, compared to
$3.5 million in the third quarter of 2019, consisting of $3.1 million cash and $0.4 million non-cash charges. Non-cash G&A includes accrual for social security tax.
Net financial expenses for the third quarter of 2020 were $6.1 million compared to $15.7 million in the third quarter of 2019. The decrease was due to a $4.9
million decrease in interest expenses due to reduced outstanding debt and a reduction in Libor in addition to a non-cash gain of $2.6 million related to interest rate derivatives in the third quarter of 2020
compared to a non-cash loss of $1.5 million in the third quarter of 2019.
The Company had net income in the third quarter of 2020 of $50.7 million, or income of $0.32 per basic share and $0.31 per diluted share, compared to net loss in the third
quarter of 2019 of $9.4 million, or loss of $0.07 per basic share and $0.07 per diluted share. The change from the 2019 period to the 2020 period was mainly due to higher tanker rates.
Net cash provided by operating activities for the third quarter of 2020 was $131.3 million compared to net cash provided by operating activities of $21.8 million for the
third quarter of 2019. The change is mainly due to net income of $50.7 million in the third quarter of 2020 compared to net loss of $9.4 million in the third quarter of 2019 and $47.5 million related to
changes in operating assets and liabilities and $1.9 million related to items included in net income not affecting cash flows.
Net cash used in investing activities was $3.4 million in the third quarter of 2020 and was related to investment in vessels. Net cash used in investing activities was $14.0
million in the third quarter of 2019 and was related to investment in vessels.
Net cash used in financing activities for the third quarter of 2020 was $190.5 million comprising $149.7 million related to prepayment of long-term debt, $82.0 million related to
cash dividend paid and $16.4 million related to scheduled repayment of long-term debt, partially offset by $57.8 million related to issuance of long-term debt. Net cash provided by financing activities for the third quarter of 2019 was $36.6
million comprising $55.0 million related to issuance of long-term debt offset by $15.4 million related to scheduled repayment of long-term debt and $2.9 million related to cash dividend paid.
As of September 30, 2020, the cash balance was $75.1 million, compared to $67.4 million as of December 31, 2019.
4
The Company monitors its covenant compliance on an ongoing basis. As of the date of the most recent compliance certificates submitted for the third quarter of 2020, the Company
is in compliance with its financial covenants.
As of September 30, 2020, the Company had 170,798,328 shares of common stock outstanding compared to 146,819,401 shares as of December 31, 2019.
The Company declared a cash dividend of $0.20 per common share for the third
quarter of 2020 payable on November 23, 2020 for shareholders of record as of November 16, 2020.
NINE MONTHS 2020 FINANCIALS
The Company reported shipping revenues for the first three quarters of 2020 of $600.0 million compared to $343.2 million in the first three quarters of 2019. The increase from
the 2019 period to the 2020 period includes $246.9 million attributable to higher tanker rates and $9.9 million attributable to increased total revenue days.
Voyage expenses for the first three quarters of 2020 were $127.3 million compared to voyage expenses of $137.4 million in the first three quarters of 2019. The decrease was
mainly due to a $17.4 million decrease in bunker expenses offset by $4.7 million related to voyage expenses which are capitalized and amortized under IFRS 15.
Vessel operating expenses for the first three quarters of 2020 were $60.0 million, compared to $56.5 million in the first three quarters of 2019. The increase was mainly related
to up storing of spares and consumables in relation to IMO2020 in addition to deductibles on insurance.
Depreciation and amortization, including depreciation of capitalized survey expenses, was $92.2 million for the first three quarters of 2020, compared to $84.9 million in the
first three quarters of 2019. The increase was mainly due to depreciation related to scrubbers of $6.5 million.
Due to a decline in values for second-hand tankers, we adjusted the carrying value of our fleet through a non-cash impairment charge of $4.9 million in the first three quarters
of 2020. No impairment charge was recorded in the first three quarters of 2019.
G&A for the first three quarters of 2020 was $13.4 million, consisting of $9.6 million cash and $3.8 million non-cash, compared to $11.3 million, consisting of $9.6 million
cash and $1.7 million non-cash for the first three quarters of 2019.
Net financial expenses for the first three quarters of 2020 were $42.8 million, compared to $55.3 million in the first three quarters of 2019. The decrease was due to
a $10.2 million decrease in interest expenses due to reduced outstanding debt and a reduction in Libor in addition to a non-cash loss of $10.5 million related to interest rate derivatives in the first three
quarters of 2020 compared to a non-cash loss of $12.9 million in the first three quarters of 2019.
The Company had net income for the first three quarters of 2020 of $258.7 million, or income of $1.72 per basic share and $1.56 per diluted share compared to net loss of
$2.2 million, or loss of $0.02 per basic share and $0.02 per diluted share in the first three quarters of 2019. The difference between the two periods mainly reflects higher tanker rates.
Net cash provided by operating activities for the first three quarters of 2020 was $448.5 million compared to net cash provided by operating activities of $106.1 million for the first three quarters of 2019. The increase was mainly due to net income of $258.7 million in the first three quarters of 2020 compared to net loss of $2.2 million
in the first three quarters of 2019, $70.9 million related to changes in operating assets and liabilities and $10.7 million related to items included in net income not affecting cash flows.
Net cash used in investing activities for the first three quarters of 2020 was $16.2 million comprising $15.8 million related to investment in vessels and $0.4 million related to
investment in property, plant and equipment. Net cash used in investing activities for the first three quarters of 2019 was $33.4 million related to investment in vessels, predominantly retrofitting of exhaust cleaning systems.
5
Net cash used in financing activities for the first three quarters of 2020 was $424.6 million comprising $266.6 million related to prepayment of long-term debt, $180.5 million
related to cash dividends paid and $48.4 million related to scheduled repayment of long-term debt, partially offset by $71.3 million related to issuance of long-term debt. Net cash used in financing activities for the first three quarters of 2019
was $52.3 million comprising $47.5 million related to scheduled repayment of long-term debt, $35.0 million related to prepayment of long-term debt, $21.3 million related to cash dividends paid and $3.2 million related to repurchase of shares
partially offset by $55.0 million related to issuance of long-term debt.
As of September 30, 2020, our cash balance was $75.1 million, compared to $67.4 million as of December 31, 2019.
As of September 30, 2020, the Company had 170,798,328 shares of our common stock outstanding compared to 142,418,941 as of September 30, 2019.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
The Company assesses the financial performance of its business using a variety of measures. Certain of these measures are termed “non-GAAP measures” because they exclude amounts that are included in, or include amounts
that are excluded from, the most directly comparable measure calculated and presented in accordance with IFRS, or are calculated using financial measures that are not calculated in accordance with IFRS. These non-GAAP measures include “Adjusted Net
Revenue”, “Adjusted EBITDA” and “Adjusted spot time charter equivalent per day”. The Company believes that these non-GAAP measures provide useful supplemental information for its investors and, when considered together with the Company’s IFRS
financial measures and the reconciliation to the most directly comparable IFRS financial measure, provide a more complete understanding of the factors and trends affecting the Company’s operations. In addition, the DHT’s management measures the
financial performance of the Company, in part, by using these non-GAAP measures, along with other performance metrics. The Company does not regard these non-GAAP measures as a substitute for, or as superior to, the equivalent measures calculated
and presented in accordance with IFRS. Additionally, these non-GAAP measures may not be comparable to other similarly titled measures used by other companies and should not be considered in isolation or as a substitute for analysis of the Company’s
operating results as reported under IFRS.
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USD in thousands except time charter equivalent per day
|
Q3 2020
|
Q2 2020
|
Q1 2020
|
Q4 2019
|
Q3 2019
|
2019
|
2018
|
|
Reconciliation of adjusted net revenue
|
|||||||
|
Shipping revenues
|
142,196
|
245,942
|
211,908
|
191,835
|
104,740
|
535,068
|
375,941
|
|
Voyage expenses
|
(24,691)
|
(43,220)
|
(59,385)
|
(50,140)
|
(45,847)
|
(187,500)
|
(161,891)
|
|
Adjusted net revenue
|
117,506
|
202,721
|
152,524
|
141,695
|
58,893
|
347,568
|
214,050
|
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Reconciliation of adjusted EBITDA
|
|||||||
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Net income/(loss) after tax
|
50,672
|
135,824
|
72,158
|
75,862
|
(9,391)
|
73,680
|
(46,927)
|
|
Income tax expense
|
127
|
152
|
426
|
20
|
15
|
131
|
83
|
|
Other financial (income)/expenses
|
181
|
147
|
925
|
350
|
661
|
1,790
|
4,943
|
|
Fair value (gain)/loss on derivative financial liabilities
|
(2,611)
|
444
|
12,644
|
(2,990)
|
1,510
|
9,863
|
5,191
|
|
Interest expense
|
8,863
|
11,022
|
12,226
|
13,016
|
13,807
|
55,332
|
54,211
|
|
Interest income
|
(3)
|
(98)
|
(99)
|
(357)
|
(113)
|
(1,077)
|
(345)
|
|
Share of profit from associated companies
|
(340)
|
(303)
|
(206)
|
(267)
|
(158)
|
(852)
|
(858)
|
|
(Profit)/loss, sale of vessel
|
-
|
-
|
-
|
-
|
-
|
-
|
(75)
|
|
Impairment charges
|
4,920
|
-
|
-
|
-
|
-
|
-
|
3,500
|
|
Depreciation and amortization
|
31,117
|
30,774
|
30,326
|
30,663
|
29,656
|
115,584
|
103,476
|
|
Adjusted EBITDA
|
92,926
|
177,962
|
128,401
|
116,298
|
35,987
|
254,452
|
123,198
|
|
Reconciliation of adjusted spot time charter equivalent per day*
|
|||||||
|
Spot time charter equivalent per day
|
44,900
|
92,100
|
66,400
|
59,200
|
|||
|
IFRS 15 impact on spot time charter equivalent per day
|
(4,200)
|
(4,900)
|
(900)
|
4,700
|
|||
|
Adjusted spot time charter equivalent per day
|
40,600
|
87,200
|
65,500
|
63,900
|
* Per revenue days. Revenue days are the aggregate number of calendar days in the period in which the vessels are owned by the Company or
chartered by the Company less days on which a vessel is off hire.
6
EARNINGS CONFERENCE CALL AND WEBCAST INFORMATION
The Company will host a conference call and webcast which will include a slide presentation at 8:00 a.m. EST/14:00 CET on Tuesday November 10, 2020 to discuss the results for the quarter.
All shareholders and other interested parties are invited to join the conference call, which may be accessed by calling +1 646 741 3167 within the United States, 21 56 30 15 within Norway
and +44 (0) 207 192 8338 for international callers. The passcode is “9708499”.
The webcast, which will include a slide presentation, will be available on the following link:
https://edge.media-server.com/mmc/p/2e74dwn9 and can also be accessed in the Investor Relations section on DHT’s website at http://www.dhtankers.com.
An audio replay of the conference call will be available until November 17, 2020 1:00 p.m. EST/19:00 CET.
To access the replay, dial +1 917 677 7532 within the United States, 21 03 42 35 within Norway or +44 (0) 333 300 9785 for
international callers and enter “9708499” as the pass code.
ABOUT DHT HOLDINGS, INC.
DHT is an independent crude oil tanker company. Our fleet trades internationally and consists of crude oil tankers in the VLCC segment. We operate through our integrated management
companies in Monaco, Singapore and Oslo, Norway. You shall recognize us by our business approach with an experienced organization with focus on first rate operations and customer service, quality ships built at
quality shipyards, prudent capital structure to accommodate staying power through the business cycles, a combination of market exposure and fixed income contracts for our fleet, a counter cyclical philosophy with respect to investments, employment
of our fleet and capital allocation and a transparent corporate structure maintaining a high level of integrity and good governance. For further information: www.dhtankers.com.
FORWARD LOOKING STATEMENTS
This press release contains certain forward-looking statements and information relating to the Company that are based on beliefs of the Company’s management as well as assumptions, expectations, projections, intentions
and beliefs about future events, in particular regarding dividends (including our dividend plans, timing and the amount and growth of any dividends), daily charter rates, vessel utilization, the future number of newbuilding deliveries, oil prices
and seasonal fluctuations in vessel supply and demand. When used in this document, words such as “believe,” “intend,” “anticipate,” “estimate,” “project,” “forecast,” “plan,” “potential,” “will,” “may,” “should” and “expect” and similar expressions
are intended to identify forward-looking statements but are not the exclusive means of identifying such statements. These statements reflect the Company’s current views with respect to future events and are based on assumptions and subject to
risks and uncertainties. Given these uncertainties, you should not place undue reliance on these forward-looking statements. These forward-looking statements represent the Company’s estimates and assumptions only as of the date of this press
release and are not intended to give any assurance as to future results. For a detailed discussion of the risk factors that might cause future results to differ, please refer to the Company’s Annual Report on Form 20-F, filed with the Securities
and Exchange Commission on March 25, 2020.
The Company undertakes no obligation to publicly update or revise any forward-looking statements contained in this press release, whether as a result of new information, future events or otherwise, except as required by
law. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this press release might not occur, and the Company’s actual results could differ materially from those anticipated in these forward-looking
statements.
CONTACT:
Laila C. Halvorsen, CFO
Phone: +1 441 295 1422 and +47 984 39 935
E-mail:lch@dhtankers.com
Wilhelm Flinder, Manager, Investor Relations & Business Analysis
Phone: +1 441 295 1422 and +47 936 11 350
E-mail: wf@dhtankers.com
7
DHT HOLDINGS, INC.
UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
AS OF SEPTEMBER 30, 2020
8
CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION (UNAUDITED)
($ in thousands)
|
Note
|
|
September 30, 2020
|
|
December 31, 2019
|
|
|
ASSETS
|
|
|
|
|
|
|
Current assets
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
75,107
|
|
67,356
|
|
Accounts receivable and accrued revenues
|
8
|
|
61,916
|
|
107,848
|
|
Capitalized voyage expenses
|
|
|
1,132
|
|
4,151
|
|
Prepaid expenses
|
|
|
3,920
|
|
4,846
|
|
Bunkers, lube oils and consumables
|
|
|
13,167
|
|
34,085
|
|
Total current assets
|
|
$
|
155,243
|
|
218,286
|
|
|
|
|
|
|
|
|
Non-current assets
|
|
|
|
|
|
|
Vessels and time charter contracts
|
5
|
$
|
1,499,103
|
|
1,589,444
|
|
Advances for vessel upgrades
|
5
|
|
21,306
|
|
11,652
|
|
Other property, plant and equipment
|
|
|
4,630
|
|
3,065
|
|
Investment in associate company
|
|
|
5,595
|
|
4,772
|
|
Total non-current assets
|
|
$
|
1,530,635
|
|
1,608,932
|
|
|
|
|
|
|
|
|
TOTAL ASSETS
|
|
$
|
1,685,877
|
|
1,827,218
|
|
|
|
|
|
|
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
|
|
Current liabilities
|
|
|
|
|
|
|
Accounts payable and accrued expenses
|
|
$
|
10,345
|
|
23,998
|
|
Derivative financial liabilities
|
4
|
|
9,137
|
|
4,320
|
|
Current portion long-term debt
|
4
|
|
18,263
|
|
100,385
|
|
Other current liabilities
|
|
|
655
|
|
605
|
|
Deferred shipping revenues
|
9
|
|
18,303
|
|
930
|
|
Total current liabilities
|
|
$
|
56,702
|
|
130,239
|
|
|
|
|
|
|
|
|
Non-current liabilities
|
|
|
|
|
|
|
Long-term debt
|
4
|
$
|
474,106
|
|
750,586
|
|
Derivative financial liabilities
|
4
|
|
16,939
|
|
11,279
|
|
Other non-current liabilities
|
|
|
3,620
|
|
2,664
|
|
Total non-current liabilities
|
|
$
|
494,665
|
|
764,530
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES
|
|
$
|
551,367
|
|
894,768
|
|
|
|
|
|
|
|
|
Equity
|
|
|
|
|
|
|
Common stock at par value
|
6
|
$
|
1,708
|
|
1,468
|
|
Additional paid-in capital
|
6
|
|
1,291,505
|
|
1,169,537
|
|
Accumulated deficit
|
|
|
(162,027)
|
|
(240,165)
|
|
Translation differences
|
|
|
47
|
|
73
|
|
Other reserves
|
|
|
3,266
|
|
1,531
|
|
Total equity attributable to the Company
|
|
|
1,134,499
|
|
932,444
|
|
Non-controlling interest
|
|
|
12
|
|
5
|
|
Total equity
|
|
$
|
1,134,510
|
|
932,449
|
|
|
|
|
|
|
|
|
TOTAL LIABILITIES AND EQUITY
|
|
$
|
1,685,877
|
|
1,827,218
|
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements
9
CONDENSED CONSOLIDATED INCOME STATEMENT (UNAUDITED)
($ in thousands except per share amounts)
| |
Note
|
|
Q3 2020
Jul. 1 - Sept. 30,
2020
|
Q3 2019
Jul. 1 - Sept. 30,
2019
|
|
9 months 2020
Jan. 1 - Sept. 30,
2020
|
9 months 2019
Jan. 1 - Sept. 30,
2019
|
|
Shipping revenues
|
|
$
|
142,196
|
104,740
|
|
600,046
|
343,233
|
|
|
|
|
|
|
|
|
|
|
Operating expenses
|
|
|
|
|
|
|
|
|
Voyage expenses
|
|
|
(24,691)
|
(45,847)
|
|
(127,296)
|
(137,360)
|
|
Vessel operating expenses
|
|
|
(20,496)
|
(19,385)
|
|
(60,044)
|
(56,453)
|
|
Depreciation and amortization
|
5
|
|
(31,117)
|
(29,656)
|
|
(92,217)
|
(84,922)
|
|
Impairment charges
|
5
|
|
(4,920)
|
-
|
|
(4,920)
|
-
|
|
General and administrative expense
|
|
|
(4,084)
|
(3,520)
|
|
(13,418)
|
(11,266)
|
|
Total operating expenses
|
|
$
|
(85,307)
|
(98,408)
|
|
(297,894)
|
(290,000)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income
|
|
$
|
56,889
|
6,331
|
|
302,152
|
53,233
|
|
|
|
|
|
|
|
|
|
|
Share of profit from associated companies
|
|
|
340
|
158
|
|
850
|
585
|
|
Interest income
|
|
|
3
|
113
|
|
199
|
720
|
|
Interest expense
|
|
|
(8,863)
|
(13,807)
|
|
(32,112)
|
(42,315)
|
|
Fair value gain/(loss) on derivative financial liabilities
|
|
|
2,611
|
(1,510)
|
|
(10,477)
|
(12,853)
|
|
Other financial (expense)/income
|
|
|
(181)
|
(661)
|
|
(1,253)
|
(1,440)
|
|
Profit/(loss) before tax
|
|
$
|
50,799
|
(9,376)
|
|
259,359
|
(2,070)
|
|
|
|
|
|
|
|
|
|
|
Income tax expense
|
|
|
(127)
|
(15)
|
|
(705)
|
(111)
|
|
Net income/(loss) after tax
|
|
$
|
50,672
|
(9,391)
|
|
258,654
|
(2,181)
|
|
Attributable to owners of non-controlling interest
|
|
|
3
|
(4)
|
|
7
|
(4)
|
|
Attributable to the owners of parent
|
|
$
|
50,669
|
(9,387)
|
|
258,647
|
(2,178)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic net income/(loss) per share
|
|
|
0.32
|
(0.07)
|
|
1.72
|
(0.02)
|
|
Diluted net income/(loss) per share
|
|
|
0.31
|
(0.07)
|
|
1.56
|
(0.02)
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares (basic)
|
|
|
157,771,616
|
142,418,941
|
|
150,647,701
|
142,347,867
|
|
Weighted average number of shares (diluted)
|
|
|
170,853,711
|
142,554,889
|
|
169,788,132
|
142,435,420
|
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements
10
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED)
($ in thousands except per share amounts)
| |
Note
|
|
Q3 2020
Jul. 1 - Sept. 30,
2020
|
Q3 2019
Jul. 1 - Sept. 30,
2019
|
|
9 months 2020
Jan. 1 - Sept. 30,
2020
|
9 months 2019
Jan. 1 - Sept. 30,
2019
|
|
Net income/(loss) after tax
|
|
$
|
50,672
|
(9,391)
|
|
258,654
|
(2,181)
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income/(loss):
|
|
|
|
|
|
|
|
|
Items that will not be reclassified subsequently to income statement:
|
|
|
|
|
|
|
|
|
Remeasurement of defined benefit obligation (loss)
|
|
|
-
|
-
|
|
-
|
-
|
|
Total
|
|
$
|
-
|
-
|
|
-
|
-
|
|
Items that may be reclassified subsequently to income statement:
|
|
|
|
|
|
|
|
|
Exchange gain/(loss) on translation of foreign currency
|
|
|
|
|
|
|
|
|
denominated associate and subsidiary
|
|
|
72
|
(66)
|
|
(26)
|
(45)
|
|
Total
|
|
$
|
72
|
(66)
|
|
(26)
|
(45)
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income/(loss)
|
|
$
|
72
|
(66)
|
|
(26)
|
(45)
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income/(loss) for the period
|
|
$
|
50,743
|
(9,456)
|
|
258,627
|
(2,227)
|
|
|
|
|
|
|
|
|
|
|
Attributable to owners of non-controlling interest
|
|
$
|
3
|
(4)
|
|
7
|
(4)
|
|
Attributable to the owners of parent
|
|
$
|
50,740
|
(9,453)
|
|
258,621
|
(2,223)
|
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements
11
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOW (UNAUDITED)
($ in thousands)
| |
Note
|
|
Q3 2020
Jul. 1 - Sept. 30,
2020
|
|
Q3 2019
Jul. 1 - Sept. 30,
2019 |
|
9 months 2020
Jan. 1 - Sept. 30,
2020
|
|
9 months 2019
Jan. 1 - Sept. 30,
2019
|
|
CASH FLOW FROM OPERATING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
Net income / (loss) after tax
|
|
$
|
50,672
|
|
(9,391)
|
|
258,654
|
|
(2,181)
|
|
|
|
|
|
|
|
|
|
|
|
|
Items included in net income not affecting cash flows
|
|
|
35,420
|
|
33,500
|
|
115,866
|
|
105,140
|
|
Depreciation and amortization
|
5
|
|
31,117
|
|
29,656
|
|
92,217
|
|
84,922
|
|
Impairment charges
|
5
|
|
4,920
|
|
-
|
|
4,920
|
|
-
|
|
Amortization of upfont fees
|
|
|
1,352
|
|
2,053
|
|
4,977
|
|
6,073
|
|
Fair value (gain) / loss on derivative financial liabilities
|
4
|
|
(2,611)
|
|
1,510
|
|
10,477
|
|
12,853
|
|
Compensation related to options and restricted stock
|
|
|
982
|
|
438
|
|
4,124
|
|
1,877
|
|
Share of profit in associated companies
|
|
|
(340)
|
|
(158)
|
|
(850)
|
|
(585)
|
|
Income adjusted for non-cash items
|
|
$
|
86,091
|
|
24,110
|
|
374,520
|
|
102,958
|
|
|
|
|
|
|
|
|
|
|
|
|
Changes in operating assets and liabilities
|
|
|
45,186
|
|
(2,346)
|
|
73,997
|
|
3,139
|
|
Accounts receivable and accrued revenues
|
8
|
|
35,513
|
|
(12,633)
|
|
45,931
|
|
5,220
|
|
Capitalized voyage expenses
|
|
|
548
|
|
241
|
|
3,019
|
|
(861)
|
|
Prepaid expenses
|
|
|
1,020
|
|
288
|
|
500
|
|
962
|
|
Accounts payable and accrued expenses
|
|
|
(6,181)
|
|
(238)
|
|
(13,738)
|
|
(6,904)
|
|
Deferred shipping revenues
|
9
|
|
7,922
|
|
-
|
|
17,373
|
|
-
|
|
Bunkers, lube oils and consumables
|
|
|
6,334
|
|
9,962
|
|
20,919
|
|
4,615
|
|
Pension liability
|
|
|
31
|
|
35
|
|
(6)
|
|
105
|
|
Net cash provided by operating activities
|
|
$
|
131,278
|
|
21,764
|
|
448,517
|
|
106,097
|
|
|
|
|
|
|
|
|
|
|
|
|
CASH FLOW FROM INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
Investment in vessels
|
|
|
(3,349)
|
|
(13,976)
|
|
(15,766)
|
|
(33,310)
|
|
Investment in property, plant and equipment
|
|
|
(46)
|
|
(35)
|
|
(391)
|
|
(47)
|
|
Net cash used in investing activities
|
|
$
|
(3,395)
|
|
(14,011)
|
|
(16,156)
|
|
(33,357)
|
|
|
|
|
|
|
|
|
|
|
|
|
CASH FLOW FROM FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
Cash dividends paid
|
7
|
|
(81,983)
|
|
(2,848)
|
|
(180,509)
|
|
(21,345)
|
|
Repayment principal element of lease liability
|
|
|
(125)
|
|
(129)
|
|
(338)
|
|
(241)
|
|
Issuance of long-term debt
|
4
|
|
57,762
|
|
54,991
|
|
71,262
|
|
54,990
|
|
Purchase of treasury shares
|
7
|
|
-
|
|
-
|
|
-
|
|
(3,248)
|
|
Issuance of convertible bonds
|
6
|
|
-
|
|
-
|
|
-
|
|
(7)
|
|
Scheduled repayment of long-term debt
|
4
|
|
(16,444)
|
|
(15,394)
|
|
(48,381)
|
|
(47,481)
|
|
Prepayment of long-term debt
|
4
|
|
(149,703)
|
|
-
|
|
(266,643)
|
|
(35,000)
|
|
Net cash (used in)/provided by financing activities
|
|
$
|
(190,493)
|
|
36,620
|
|
(424,610)
|
|
(52,332)
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (decrease)/increase in cash and cash equivalents
|
|
|
(62,610)
|
|
44,373
|
|
7,751
|
|
20,407
|
|
Cash and cash equivalents at beginning of period
|
|
|
137,717
|
|
70,978
|
|
67,356
|
|
94,944
|
|
Cash and cash equivalents at end of period
|
|
$
|
75,107
|
|
115,352
|
|
75,107
|
|
115,352
|
|
|
|
|
|
|
|
|
|
|
|
|
Specification of items included in operating activities:
|
|
|
|
|
|
|
|
|
|
|
Interest paid
|
|
|
9,225
|
|
12,377
|
|
29,233
|
|
38,151
|
|
Interest received
|
|
|
3
|
|
113
|
|
199
|
|
720
|
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements
12
SUMMARY CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (UNAUDITED)
($ in thousands except shares)
|
Note
|
Shares
|
|
Stock
|
|
Paid-in
Additional
Capital
|
|
Treasury
Shares
|
|
Accumulated
Deficit
|
|
Translation
Differences
|
|
Other
Reserves
|
|
Non-
Controlling
Interest
|
|
Total
Equity
|
|
|
Balance at January 1, 2019
|
|
142,700,046
|
$
|
1,427
|
$
|
1,145,107
|
$
|
(1,364)
|
$
|
(285,383)
|
$
|
32
|
$
|
1,848
|
$
|
-
|
$
|
861,668
|
|
Net income/(loss) after tax
|
|
|
|
|
|
|
|
|
|
(2,178)
|
|
|
|
|
|
(4)
|
|
(2,181)
|
|
Other comprehensive income
|
|
|
|
|
|
|
|
|
|
-
|
|
(45)
|
|
|
|
|
|
(45)
|
|
Total comprehensive income
|
|
|
|
|
|
|
|
|
|
(2,178)
|
|
(45)
|
|
|
|
(4)
|
|
(2,227)
|
|
Cash dividends declared and paid
|
|
|
|
|
|
|
|
|
|
(21,345)
|
|
|
|
|
|
|
|
(21,345)
|
|
Purchase of treasury shares
|
|
|
|
|
|
|
|
(3,248)
|
|
|
|
|
|
|
|
|
|
(3,248)
|
|
Adjustment related to non-controlling interest
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3
|
|
3
|
|
Retirement of treasury shares
|
|
(1,061,241)
|
|
(11)
|
|
(4,602)
|
|
4,612
|
|
|
|
|
|
|
|
|
|
0
|
|
Compensation related to options and restricted stock
|
|
780,136
|
|
8
|
|
2,594
|
|
|
|
|
|
|
|
(725)
|
|
|
|
1,877
|
|
Balance at September 30, 2019
|
|
142,418,941
|
$
|
1,424
|
$
|
1,143,100
|
$
|
-
|
$
|
(308,905)
|
$
|
(13)
|
$
|
1,123
|
$
|
(0)
|
$
|
836,728
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at January 1, 2020
|
|
146,819,401
|
$
|
1,468
|
$
|
1,169,537
|
$
|
-
|
$
|
(240,165)
|
$
|
73
|
$
|
1,531
|
$
|
5
|
$
|
932,449
|
|
Net income/(loss) after tax
|
|
|
|
|
|
|
|
|
|
258,647
|
|
|
|
|
|
7
|
|
258,654
|
|
Other comprehensive income/(loss)
|
|
|
|
|
|
|
|
|
|
-
|
|
(26)
|
|
|
|
|
|
(26)
|
|
Total comprehensive income/(loss)
|
|
|
|
|
|
|
|
|
|
258,647
|
|
(26)
|
|
|
|
7
|
|
258,627
|
|
Cash dividends declared and paid
|
|
|
|
|
|
|
|
|
|
(180,509)
|
|
|
|
|
|
|
|
(180,509)
|
|
Conversion of convertible bonds
|
|
23,377,397
|
|
234
|
|
119,584
|
|
|
|
|
|
|
|
|
|
|
|
119,818
|
|
Compensation related to options and restricted stock
|
|
601,530
|
|
6
|
|
2,383
|
|
|
|
|
|
|
|
1,735
|
|
|
|
4,124
|
|
Balance at September 30, 2020
|
|
170,798,328
|
$
|
1,708
|
$
|
1,291,505
|
$
|
-
|
$
|
(162,027)
|
$
|
47
|
$
|
3,266
|
$
|
12
|
$
|
1,134,510
|
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements
13
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED JUNE 30, 2020
Note 1 – General information
DHT Holdings, Inc. (“DHT” or the “Company”) is a company incorporated under the laws of the Marshall Islands whose shares are listed on the New York Stock Exchange. The
Company’s principal executive office is located at Clarendon House, 2 Church Street, Hamilton HM 11, Bermuda. The Company is engaged in the ownership and operation of a fleet of crude oil carriers.
The financial statements were approved by the Company’s Board of Directors (the “Board”) on November 2, 2020 and authorized for issue on November 9, 2020.
Note 2 – General accounting principles
The condensed consolidated interim financial statements do not include all information and disclosure required in the annual financial statements and should be read in
conjunction with DHT’s audited consolidated financial statements included in its Annual Report on Form 20-F for 2019. The interim results are not necessarily indicative of the results for the entire year or for any future periods.
The interim condensed financial statements have been prepared in accordance with IAS 34 “Interim Financial Reporting” as issued by the International Accounting Standards Board
(“IASB”).
The interim condensed financial statements have been prepared on a historical cost basis, except for derivative financial instruments that have been measured at fair value. The
accounting policies that have been followed in these interim condensed financial statements are the same as presented in the 2019 audited consolidated financial statements.
These interim condensed consolidated financial statements have been prepared on a going concern basis.
Application of new and revised International Financial Reporting Standards (“IFRSs”)
New and revised IFRSs, and interpretations mandatory for the first time for the financial year beginning January 1, 2020 are listed below. The adoption did not have any effect
on the financial statements:
| o |
IFRS 17 Insurance Contracts
|
| o |
Amendments to IFRS 9, IAS 39 and IFRS 7
|
| o |
Amendments to IFRS 10 and IAS 28 Sale or Contribution of Assets between an Investor and its Associates or Joint Venture
|
| o |
Amendments to IFRS 3 Definition of a business
|
| o |
Amendments to IAS 1 and IAS 8 Definition of material
|
| o |
Conceptual Framework Amendments to References to the Conceptual Framework in IFRS Standards
|
14
Note 3 – Segment reporting
Since DHT’s business is limited to operating a fleet of crude oil tankers, management has organized the entity as one segment based upon the service provided. Consequently, the
Company has one operating segment as defined in IFRS 8, Operating Segments.
The below table details the Company’s shipping revenues:
|
$ in thousands
|
|
Q3 2020
|
Q3 2019
|
|
YTD 2020
|
YTD 2019
|
|
Time charter revenues*
|
|
51,835
|
10,055
|
|
126,168
|
33,553
|
|
Voyage charter revenues
|
|
90,362
|
94,685
|
|
473,878
|
309,679
|
|
Shipping revenues
|
|
142,196
|
104,740
|
|
600,046
|
343,233
|
*Time charter revenue is presented in accordance with IFRS 16 Leases, while the portion of time charter revenue related to technical management
services, equaling $8.9 million in the third quarter of 2020, $3.1 million in the third quarter of 2019, $19.2 million in the first 9 months of 2020 and $10.7 million the first 9 months of 2019 is presented in accordance with IFRS 15 Revenue from
Contracts with Customers.
As of September 30, 2020, the Company had 27 vessels in operation; 14 vessels were on time charters and 13 vessels operating in the spot market.
Information about major customers:
For the period from July 1, 2020 to September 30, 2020 five customers represented $17.6 million, $15.2 million, $13.5 million, $11.4 million and $9.2 million, respectively, of
the Company’s revenues. The five customers in aggregate represented $67.0 million, equal to 47 percent of the total revenue of $142.2 million for the period from July 1, 2020 to September 30, 2020.
For the period from January 1, 2020 to September 30, 2020 five customers represented $69.1 million, $50.2 million, $50.1 million, $34.4 million and $30.6 million, respectively,
of the Company’s revenues. The five customers in aggregate represented $234.3 million, equal to 39 percent of the total revenue of $600.0 million for the period from January 1, 2020 to September 30, 2020.
For the period from July 1, 2019 to September 30, 2019 five customers represented $17.9 million, $11.1 million, $8.7 million, $6.2 million and $5.0 million, respectively, of
the Company’s revenues. The five customers in aggregate represented $48.9 million, equal to 47 percent of the total revenue of $104.7 million for the period from July 1, 2019 to September 30, 2019.
For the period from January 1, 2019 to September 30, 2019 five customers represented $64.2 million, $45.3 million, $38.6 million, $22.9 million and $17.2 million, respectively,
of the Company’s revenues. The five customers in aggregate represented $188.2 million, equal to 55 percent of the total revenue of $343.2 million for the period from January 1, 2019 to September 30, 2019.
Note 4 – Interest bearing debt
As of September 30, 2020, DHT had interest bearing debt totaling $492.4 million.
Scheduled debt repayments (USD thousands) and margin above Libor
|
$ in thousands
|
Margin
above Libor
|
Q4
2020
|
2021
|
2022
|
Thereafter
|
Total
|
||||||||||||||||||
|
ABN Amro Credit Facility *
|
2.40
|
%
|
8,344
|
-
|
33,378
|
236,128
|
277,850
|
|||||||||||||||||
|
Credit Agricole Credit Facility
|
2.19
|
%
|
676
|
2,703
|
2,703
|
32,433
|
38,515
|
|||||||||||||||||
|
Danish Ship Finance Credit Facility **
|
2.25% / 2.00
|
%
|
1,300
|
2,427
|
2,427
|
31,547
|
37,700
|
|||||||||||||||||
|
Nordea Credit Facility ***
|
2.40
|
%
|
6,450
|
-
|
25,800
|
110,933
|
143,183
|
|||||||||||||||||
|
Total
|
16,770
|
5,129
|
64,307
|
411,040
|
497,247
|
|||||||||||||||||||
|
Unamortized upfront fees bank loans
|
(4,879
|
)
|
||||||||||||||||||||||
|
Total interest bearing debt
|
492,368
|
|||||||||||||||||||||||
* $100.0 mill. undrawn as of September 30, 2020.
** Change in margin relates to the refinancing of DHT Jaguar and applies from November 2020.
*** $70.3 mill. undrawn as of September 30, 2020.
15
ABN Amro Credit Facility
In April 2018 the Company entered into a credit facility with ABN Amro, Nordea, Credit Agricole, DNB, ING, Danish Ship Finance, SEB, DVB and Swedbank as lenders for the financing of eleven VLCCs
and two newbuildings. The credit facility is guaranteed by DHT Holdings, Inc. and borrowings bear interest at a rate equal to Libor + 2.40%. In March 2020 and September 2020, the Company prepaid $57.8 million and $42.2 million, respectively,
under the revolving credit facility tranche and subsequent to the prepayment, the current outstanding is repayable in quarterly installments of $8.3 million through Q2 2024 with a final payment of $186.1 with the last installment.
In June 2020, the Company prepaid $33.4 million under the ABN Amro Credit Facility. The voluntary prepayment was made for all regular installments for 2021.
The credit facility contains a covenant requiring that at all times the charter-free market value of the vessels that secure the credit facility be no less than 135% of borrowings. Also, DHT
covenants that, throughout the term of the credit facility, DHT, on a consolidated basis, shall maintain:
| • |
Value adjusted* tangible net worth of $300 million
|
| • |
Value adjusted* tangible net worth shall be at least 25% of value adjusted total assets
|
| • |
Unencumbered consolidated cash of at least the higher of (i) $30 million and (ii) 6% of our gross interest-bearing debt
|
* Value adjusted defined as an adjustment to reflect the difference between the carrying amount and the market valuations of the Company’s vessels (as determined quarterly by an
approved broker).
Credit Agricole Credit Facility
In June 2015, the Company entered into a credit agreement with Credit Agricole for the financing of the DHT Scandinavia and the newbuilding DHT Tiger that was delivered in
January 2017. In June 2016, the Company made a voluntary prepayment of $5.0 million and in September 2020, the Company prepaid the outstanding loan totaling $12.7 million on DHT Scandinavia.
The $48.7 million financing of DHT Tiger was drawn in 2016 in advance of the delivery of the DHT Tiger which took place in January 2017 and is repayable
in quarterly installments of $0.7 million with a final payment of $29.7 in December 2023. The loan bears interest at Libor plus a margin of 2.1875%.
The credit agreement is guaranteed by DHT and contains a covenant requiring that at all times the charter-free market value of the vessels that secure the credit facility be no less than 135% of
borrowings. Also, DHT covenants that, throughout the term of the credit facility, DHT, on a consolidated basis, shall maintain:
| • |
Value adjusted* tangible net worth of $200 million
|
| • |
Value adjusted* tangible net worth shall be at least 25% of value adjusted total assets
|
| • |
Unencumbered consolidated cash of at least the higher of (i) $20 million and (ii) 6% of our gross interest-bearing debt
|
* Value adjusted defined as an adjustment to reflect the difference between the carrying amount and the market valuations of the Company’s vessels (as determined quarterly by an
approved broker).
Danish Ship Finance Credit Facility
In November 2014 the Company entered into a credit facility totaling $49.4 million with Danish Ship Finance (“DSF”) as lender and DHT Holdings, Inc. as guarantor for the financing of the VLCC
newbuilding DHT Jaguar delivered in Q4 2015. The full amount of the credit facility was drawn in November 2015. Borrowings bear interest at a rate equal to Libor + 2.25% and are repayable in 10 semiannual installments of $1.3 million each from
May 2016 to November 2020.
The credit facility contains a covenant requiring that at all times the charter-free market value of the vessel that secure the credit facility be no less than 130% of borrowings. Also, DHT
covenants that, throughout the term of the credit facility, DHT, on a consolidated basis, shall maintain:
| • |
Value adjusted* tangible net worth of $300 million
|
| • |
Value adjusted* tangible net worth shall be at least 25% of value adjusted total assets
|
| • |
Unencumbered consolidated cash of at least the higher of (i) $30 million and (ii) 6% of our gross interest-bearing debt
|
* Value adjusted defined as an adjustment to reflect the difference between the carrying amount and the market valuations of the Company’s vessels (as determined quarterly by an
approved broker).
16
In April 2020 the Company agreed to a $36.4 million refinancing with Danish Ship Finance. The new loan will be in direct continuation of the existing loan and the new facility will bear interest at a rate equal to
Libor + 2.00%. The facility is repayable in 10 semiannual installments of $1.2 million each from November 2020 and a final payment of $24.3 million in November 2025. The credit facility contains a covenant requiring that at all times the
charter-free market value of the vessel that secure the credit facility be no less than 135% of borrowings. Also, DHT covenants that, throughout the term of the credit facility, DHT, on a consolidated basis, shall maintain:
| • |
Value adjusted* tangible net worth of $300 million
|
| • |
Value adjusted* tangible net worth shall be at least 25% of value adjusted total assets
|
| • |
Unencumbered consolidated cash of at least the higher of (i) $30 million and (ii) 6% of our gross interest-bearing debt
|
* Value adjusted defined as an adjustment to reflect the difference between the carrying amount and the market valuations of the Company’s vessels (as determined quarterly by an
approved broker).
Nordea Credit Facility
$204 million of the $300 million credit facility was borrowed during the second quarter of 2017 in connection with delivery of the nine VLCCs in water from BW. The final $96 million was borrowed
in connection with the delivery of the two VLCC newbuildings from DSME in the second quarter of 2018. The credit facility is guaranteed by DHT Holdings, Inc. and borrowings bear interest at a rate equal to Libor + 2.40%. In March 2019, the
Company prepaid $35 million under the revolving credit facility tranche and in November 2019, the Company prepaid the outstanding amounts on DHT Lake and DHT Raven, totaling $22.3 million. In August 2020, the Company prepaid $37.0 million under
the revolving credit facility tranche and subsequent to the prepayments, the sale of the DHT Utah and DHT Utik and the delivery of DHT Stallion and DHT Colt in 2018, the current outstanding is repayable in quarterly installments of $4.2 million
with a final payment of $82.3 million in the second quarter of 2023.
In September 2018 the Company secured commitment to a $50 million scrubber financing structured through an increase of the existing $300 million secured credit facility entered into in the second quarter of 2017. The
increased facility bears the same interest rate equal to Libor + 2.40%. In connection with the prepayment of DHT Lake and DHT Raven in November 2019, the facility was reduced to $45.0 million. The current outstanding is repayable in quarterly
installments of $2.25 million with a final payment of $18 million in the second quarter of 2023.
In May 2020, the Company prepaid $25.8 million under the Nordea Credit Facility. The voluntary prepayment was made for all regular installments for 2021.
The credit facility contains a covenant requiring that at all times the charter-free market value of the vessels that secure the credit facility be no less than 135% of borrowings. Also, DHT
covenants that, throughout the term of the credit facility, DHT, on a consolidated basis, shall maintain:
| • |
Value adjusted* tangible net worth of $300 million
|
| • |
Value adjusted* tangible net worth shall be at least 25% of value adjusted total assets
|
| • |
Unencumbered consolidated cash of at least the higher of (i) $30 million and (ii) 6% of our gross interest-bearing debt
|
* Value adjusted defined as an adjustment to reflect the difference between the carrying amount and the market valuations of the Company’s vessels (as determined quarterly by an
approved broker).
ABN Amro Revolving Credit Facility
In November 2016, the Company entered into a secured five-year revolving credit facility with ABN Amro totaling $50.0 million to be used for general corporate purposes, including security repurchases and the
acquisition of ships. The financing bears interest at a rate equal to Libor + 2.50%. In April 2018, the Company entered into an agreement with ABN Amro to increase the revolving credit facility to $57.3 million with a quarterly reduction of $1.8
million starting July 31, 2018. In June 2019, the Company entered into an agreement with ABN to amend the repayment profile by reducing the quarterly reductions from $1.8 million to $1.3 million. Other terms and conditions remain the same.
In September 2020, the Company cancelled the ABN Amro Revolving Credit Facility.
17
The credit facility contains a covenant requiring that at all times the charter-free market value of the vessels that secure the credit facility be no less than 135% of borrowings. Also, DHT covenants that, throughout
the term of the credit facility, DHT, on a consolidated basis, shall maintain:
| • |
Value adjusted* tangible net worth of $300 million
|
| • |
Value adjusted* tangible net worth shall be at least 25% of value adjusted total assets
|
| • |
Unencumbered consolidated cash of at least the higher of (i) $30 million and (ii) 6% of our gross interest-bearing debt
|
*Value adjusted defined as an adjustment to reflect the difference between the carrying amount and the market valuations of the Company’s vessels (as determined quarterly by an
approved broker).
Derivatives - interest rate swaps
Measurement of fair value
It is only derivatives that are classified within a fair value measurement category and recognized at fair value in the statement of financial position. Fair value measurement is based on Level 2
in the fair value hierarchy as defined in IFRS 13 Fair Value Measurement. Such measurement is based on techniques for which all inputs that have a significant effect on the recorded fair value are
observable. Future cash flows are estimated based on forward interest rates (from observable yield curves at the end of the reporting period) and contract interest rates, discounted at a rate that reflects the credit risk of various
counterparties.
As of September 30, 2020, the Company has nine amortizing interest rate swaps totaling $362.8 million with maturity ranging from the second quarter 2023 to the third quarter 2023. The average fixed
interest rate is 2.95%. As of September 30, 2020, the fair value of the derivative financial liability related to the swaps amounted to $26.1 million.
|
$ in thousands
|
Expires
|
Notional amount
Q3 2020
|
Fair value
Q3 2020
|
||||||
|
Swap pays 2.987%, receive floating
|
Apr. 20, 2023
|
42,600
|
(2,816
|
)
|
|||||
|
Swap pays 3.012%, receive floating
|
Apr. 20, 2023
|
42,600
|
(2,842
|
)
|
|||||
|
Swap pays 3.019%, receive floating
|
Sept. 29, 2023
|
31,385
|
(2,343
|
)
|
|||||
|
Swap pays 3.019%, receive floating
|
Sept. 29, 2023
|
30,471
|
(2,266
|
)
|
|||||
|
Swap pays 2.8665%, receive floating
|
Sep. 29, 2023
|
46,903
|
(3,452
|
)
|
|||||
|
Swap pays 2.8785%, receive floating
|
Jun. 30, 2023
|
41,315
|
(2,804
|
)
|
|||||
|
Swap pays 2.885%, receive floating
|
Sept. 29, 2023
|
46,260
|
(3,433
|
)
|
|||||
|
Swap pays 2.897%, receive floating
|
Sept. 30, 2023
|
41,493
|
(3,066
|
)
|
|||||
|
Swap pays 3.020%, receive floating
|
Sept. 29, 2023
|
39,808
|
(3,055
|
)
|
|||||
|
Total carrying amount
|
362,834
|
(26,076
|
)
|
Covenant compliance
As of the date of the most recent compliance certificates submitted to the banks, the Company is in compliance with its financial covenants.
Note 5 – Vessels
The carrying values of the vessels may not represent their fair market value at any point in time since the market prices of second-hand vessels tend to fluctuate with changes
in charter rates and the cost of constructing new vessels. Historically, both charter rates and vessel values have been cyclical. The carrying amounts of vessels held and used by us are reviewed for potential impairment or reversal of prior
impairment charges whenever events or changes in circumstances indicate that the carrying amount of a particular vessel may not accurately reflect the recoverable amount of a particular vessel. As market value is below book value for some of our
vessels, we are of the view that there was an indication of potential impairment on some of our vessels as of September 30, 2020. We have performed an impairment test using the “value in use” method as of September 30, 2020.
18
In assessing “value in use”, the estimated future cash flows are discounted to their present value. In developing estimates of future cash flows, we must make significant
assumptions about future charter rates, future use of vessels, ship operating expenses, drydocking expenditures, utilization rate, fixed commercial and technical management fees, residual value of vessels, the estimated remaining useful lives of
the vessels and the discount rate. These assumptions are based on current market conditions, historical trends as well as future expectations. Estimated outflows for ship operating expenses and drydocking expenditures are based on a combination
of historical and budgeted costs and are adjusted for assumed inflation. Utilization, including estimated off hire time, is based on historical experience. The impairment test has been performed using an estimated weighted average cost of capital
of 8.12%. Increasing/decreasing the weighted average cost of capital by 0.5% would increase/decrease the impairment charge by $ 2.3 million. Increasing/decreasing the future charter rates by $500 per day would decrease/increase the impairment
charge by $ 2.1 million. Although management believes that the assumptions used to evaluate potential impairment are reasonable and appropriate, such assumptions are subjective. The impairment test resulted in a non-cash impairment of $4.9
million in the third quarter of 2020.
|
Cost of Vessels
|
||||
|
$ in thousands
|
||||
|
At January 1, 2020
|
2,106,997
|
|||
|
Transferred from vessels upgrades
|
6,196
|
|||
|
At September 30, 2020
|
2,113,192
|
|||
|
Depreciation, impairment and amortization*
|
||||
|
$ in thousands
|
||||
|
At January 1, 2020
|
517,553
|
|||
|
Depreciation and amortization
|
91,616
|
|||
|
Impairment charges
|
4,920
|
|||
|
At September 30, 2020
|
614,089
|
|||
|
Carrying Amount
|
||||
|
$ in thousands
|
||||
|
At January 1, 2020
|
1,589,444
|
|||
|
At September 30, 2020
|
1,499,103
|
|||
*Accumulated numbers
|
Cost of vessel upgrades
|
||||
|
$ in thousands
|
||||
|
At January 1, 2020
|
11,652
|
|||
|
Additions
|
15,850
|
|||
|
Transferred to vessels
|
(6,196
|
)
|
||
|
At September 30, 2020
|
21,306
|
|||
|
Carrying Amount
|
||||
|
$ in thousands
|
||||
|
At January 1, 2020
|
11,652
|
|||
|
At September 30, 2020
|
21,306
|
|||
Note 6 – Convertible Senior Note
In July, the Company announced that it had sent notice to redeem all of the Company’s outstanding 4.5% Convertible Senior Notes due 2021 at a price equal to 100% of the principal amount plus
accrued and unpaid interest. In August, holders of $125 million, representing all of the outstanding securities, exercised their right to convert their securities into shares at a conversion price of $5.3470 per share. As a result, the Company
issued 23,377,397 shares of common stock, increasing the issued and outstanding shares of common stock from 147,420,931 to 170,798,328.
19
Note 7 – Stockholders equity and dividend payment
|
Common stock
|
Preferred stock
|
||
|
Issued at September 30, 2020
|
170,798,328
|
-
|
|
|
Numbers of shares authorized for issue
|
|||
|
at September 30, 2020
|
250,000,000
|
1,000,000
|
|
|
Par value
|
$ 0.01
|
$ 0.01
|
Common stock:
Each outstanding share of common stock entitles the holder to one vote on all matters submitted to a vote of stockholders.
Preferred stock:
In the first quarter 2017, the board established two series of preferred stock: Series C Preferred Stock and Series D Preferred Stock, the terms of which are detailed in Current Reports on Form 6-K dated January 30,
2017 and March 24, 2017, respectively. As of September 30, 2020, no shares of Series C Preferred Stock or Series D Preferred Stock were outstanding. Terms and rights of any other preferred shares will be established by the board when or if such
shares would be issued.
Stock repurchases
The Company did not make any share repurchases during Q3 2020.
Dividend payment
Dividend payment as of September 30, 2020:
|
Payment date
|
Total Payment
|
Per common share
|
||||
|
September 2, 2020
|
$ |
82.0 million
|
$ |
0.48
|
||
|
May 26, 2020
|
$ |
51.5 million
|
$ |
0.35
|
||
|
February 25, 2020
|
$ |
47.0 million
|
$ |
0.32
|
||
|
Total payment as of September 30, 2020
|
$ |
180.5 million
|
$ |
1.15
|
Dividend payment as of December 31, 2019:
|
Payment date
|
Total Payment
|
Per common share
|
||||
|
November 14, 2019
|
$ |
7.3 million
|
$ |
0.05
|
||
|
August 29, 2019
|
$ |
2.8 million
|
$ |
0.02
|
||
|
May 28, 2019
|
$ |
11.4 million
|
$ |
0.08
|
||
|
February 26, 2019
|
$ |
7.1 million
|
$ |
0.05
|
||
|
Total payment as of December 31, 2019
|
$ |
28.7 million
|
$ |
0.20
|
Note 8 – Accounts receivable and accrued revenues
Accounts receivable and accrued revenues totaling $61.9 million as of September 30, 2020 consists of mainly accounts receivable with no material amounts overdue.
Note 9 – Deferred shipping revenues
Deferred shipping revenues relates to charter hire payment paid in advance. As of September 30, 2020, $18.3 million was recognized as deferred shipping revenues in the condensed consolidated
statement of financial position.
20
Note 10 - Financial risk management, objectives and policies
Note 9 in the 2019 annual report on Form 20-F provides for details of financial risk management objectives and policies.
The Company’s principal financial liability consists of long-term debt with the main purpose being to partly finance the Company’s assets and operations. The Company’s
financial assets mainly comprise cash. The Company is exposed to market risk, credit risk and liquidity risk. The Company’s senior management oversees the management of these risks.
Note 11 – Subsequent events
On November 2, 2020, the Board approved a dividend of $0.20 per common share related to the third quarter 2020 to be paid on November 25, 2020 for shareholders of record as of November 18, 2020.
21