form6k.htm
 


 
 
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 August 2010

Commission File Number 001-32640

DHT HOLDINGS, INC.
(Translation of registrant’s name into English)

(Exact name of Registrant as specified in its charter)
26 New Street
St. Helier, Jersey JE2 3RA
Channel Islands
(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 þ   Form 40-F o
 
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 o   No þ
 
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 o   No þ
 
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes o   No þ
 
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b).

 
 


 
 
 
 

 
 
 

The press release issued by DHT Holdings, Inc. on August 26, 2010 related to its results for the second quarter of 2010 and its declaration of a quarterly dividend is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
 
 
 
 
 

 

 
 
EXHIBIT LIST
     
Exhibit
 
Description
     
99.1
 
Press Release dated August 26, 2010
     

 
 
 

 
 
 

 
 
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.
 
 
  DHT Holdings, Inc.  
 
(Registrant)
 
     
       
Date: August 26, 2010
By:
/s/Eirik Ubø  
    Eirik Ubøe  
   
Chief Financial Officer
 
       
 
 
 
 
 
 

ex99-1.htm
Exhibit 99.1
 
DHT HOLDINGS, INC. REPORTS SECOND QUARTER 2010 RESULTS AND DECLARES QUARTERLY DIVIDEND
 
ST. HELIER, Channel Islands, August 26, 2010 -- DHT Holdings, Inc. (NYSE:DHT) (DHT or the “Company”) today announced:
 
Highlights
 
 
The Board of Directors of DHT (the “Board”) declared a cash dividend of $0.10 per share for the quarter payable on September 17, 2010 for shareholders of record as of September 9, 2010.
 
Revenues of $21.1 million reflect no profit-sharing contribution due to continued weakness in spot rates. Additionally, revenues were impacted by an underperformance related bunker claim totaling $ 1.2 million due to an unexpected delay in scrubbing of the hulls of the VLCCs.
 
Adjusted for interest rate swap expenses, net loss was $1.0 million, or $0.02 per share. Net loss including swap expenses was $2.0 million, or $0.04 per share.
 
The results for the second quarter also reflect increased vessel operating expenses and higher costs related to the CEO change and the settlement with MMI.
 
Cash on hand at quarter-end was $54 million.
 
DHTs Board concluded the executive search naming Svein Moxnes Harfjeld President and CEO; expanded management team with appointment of Trygve P. Munthe as COO.
 
DHT will host a conference call at 8:00 a.m. EDT today to present the results for the quarter. See below for further details.
 
Second Quarter Results
 
The Company today reported revenues for the period from April 1 to June 30, 2010, of $21.1 million, compared to revenues of $26.2 million for the prior-year period. The decrease in year-over-year revenues primarily reflects the lack of revenues under the Company's profit-sharing arrangements with OSG1 as charterer of DHT’s vessels and a $1.2 million underperformance bunker claim. In the comparable 2009 period, the Company realized $4.2 million in additional revenues under the Company's profit-sharing arrangements.
 
The Company reported a net loss of $2.0 million, or $0.04 per diluted share, for the second quarter of 2010, compared to net income of $5.0 million, or $0.10 per diluted share, for the second quarter of 2009. After adjusting for non-cash financial items related to interest rate swaps, net loss for the second quarter of 2010 was $1.0 million, or $0.02 per share. Free cash flow from operations was $6.0 million, or $0.12 per share2.
 
Randee Day, Acting Chief Executive Officer, stated, “We are pleased that the reliability of our contracted revenues and stable vessel values enables the company to pay a dividend again this quarter of $0.10 per share. As previously advised, this quarter was impacted by the costs associated with our CEO change and the MMI settlement. These additional expenses increased G&A by $1.1 million. Also, our results were impacted by higher vessel operating expenses related to additional work and purchase of spare parts in connection with our two interim surveys as well as an underperformance claim due to an unexpected delay in scrubbing of the hulls of the VLCC’s. ”
 

 
  1) 
Through the profit-sharing elements of the time charter agreements for the VLCCs and the Aframax tankers, DHT earns an additional amount equal to 40% of the excess of the vessels actual net time charter equivalent (“TCE”) earnings in the commercial pools over the base charter hire rates for the quarter, calculated on a fleet wide basis and on a four quarter rolling average. The Overseas Newcastle has a profit sharing arrangement whereby DHT earns an additional amount equal to 33% of the vessel's TCE earnings above $35,000 per day.
 
 
2)
Free cash flow from operations after contractual debt service represents the sum of net income, amortization of unrealized loss of interest rate swaps, fair value (gain)/loss on derivative financial instrument and depreciation and amortization. Please refer to the table on page 9 for a reconciliation between net income and free cash flow from operations after contractual debt service.
 
 
 
 
 
1

 
 
Management Announcement
 
On August 4, 2010, DHT announced that effective September 1, 2010, Svein Moxnes Harfjeld will join DHT as President and Chief Executive Officer, and Trygve P. Munthe will join the Company as Chief Operating Officer. Randee Day, a Board member who has been serving as acting CEO since April, will continue her Board service as a non-executive director.
 
Harfjeld and Munthe have over 40 years of combined experience and proven track records in the shipping industry. Harfjeld was most recently with the BW Group, where he held senior management positions including Group Executive Director, CEO of BW Offshore, Director of Bergesen dy and Director of World-Wide Shipping. Previously he held senior positions at Andhika Maritime, Coeclerici and Mitsui O.S.K. Munthe most recently served as Director with the Norwegian shipowner Arne Blystad. He was previously CEO of Western Bulk, President of Skaugen Petrotrans and CFO of I.M. Skaugen.
 
Additional Second Quarter 2010 Financial Information
 
Of the $21.1 million of revenues for the first quarter of 2010, $16.4 million relates to the seven vessels on time charter and $4.7 million relates to the two vessels on bareboat charter. After adjusting for the underperformance bunkers claim, the VLCCs earned an average TCE of $33,500 per day, the two Aframax tankers which operate in the Aframax International pool earned an average TCE of $24,800 per day and the Aframax tankers, Overseas Ania and Overseas Rebecca earned $19,200 per day. The Suezmax tankers, Overseas Newcastle and Overseas London earned $26,300 per day and $26,600 per day respectively under thei r bareboat charters.
 
The revenue days for the second quarter of 2010 were 253 for the VLCCs and 357 for the Aframaxes. Total off-hire for running repairs and mandatory inspections amounted to 27 days during the second quarter of 2010 of which 19 days related to Overseas Regal completing its Class Interim Survey. Following completion of this survey, no vessel is scheduled to undergo any mandatory Class Survey until the second quarter of 2011.
 
DHTs vessel expenses for the quarter, including insurance costs, were $8.9 million. The vessel expenses were impacted by additional work undertaken and acquisition of spare parts in connection with the two scheduled interim class surveys performed in the first half of the year.
 
Depreciation and amortization expenses, including depreciation of capitalized dry docking costs, were $7.1 million. General and administrative expenses were $2.4 million and included costs related to management change and legal cost related to the proxy contest with MMI.
 
Net finance expenses of $4.8 million included a gain on interest rate swaps of $2.0 million and amortization of unrealized loss on interest rate swaps of $3.0 million.
 
At the end of the second quarter, the Companys cash balance was $54 million. The Company remains in compliance with its financial covenants.
 
EARNINGS CONFERENCE CALL INFORMATION
 
DHT plans to host a conference call at 8:00 a.m. EDT today to discuss the results for the second quarter. All shareholders and other interested parties are invited to join the conference call, which may be accessed by calling 1-866-239-0753 within the United States and +44 207 136 2052 for international calls The passcode is DHT. A live webcast of the conference call and a presentation will be available in the Investor Relations section on DHTs website at http://www.dhtankers.com.
 
An audio replay of the conference call will be available through September 9, 2010 by calling toll free 1-866-932-5017 within the United States or +44 207 111 1244 for international callers. The passcode for the replay is 5749376#. A webcast of the replay will be available in the Investor Relations section on DHTs website at http://www.dhtankers.com.
 
 
 
 
2

 
 
 
 
Forward Looking Statements
 
This press release contains assumptions, expectations, projections, intentions and beliefs about future events, in particular regarding 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 Companys 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 Companys 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 Companys Annual Report on Form 20-F, filed with the Securities and Exchange Commission on March 25, 2010.
 
 
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 Companys actual results could differ materially from those anticipated in these forward-looking statements.
 
 
 
 

 
 
 
 
FINANCIAL INFORMATION
 
SUMMARY CONSOLIDATED INCOME STATEMENT
($ in thousands except per share amounts)
 
   
2Q 2010
 
2Q 2009
 
1H 2010
 
1H 2009
   
Apr. 1 - Jun.
 
Apr. 1 - Jun.
 
Jan. 1 - Jun.
 
Jan. 1 - Jun.
    30, 2010   30, 2009   30, 2010   30, 2009
   
Unaudited
 
Unaudited
 
Unaudited
 
Audited
                 
Shipping revenues
 
 
$21,080
   
 
$26,205
   
 
$44,733
   
 
$56,015
 
                 
Operating expenses
               
Vessel expenses
   
8,886
     
8,155
     
17,302
     
15,245
 
Depreciation and amortization
   
7,080
     
6,587
     
14,088
     
13,052
 
General and administrative expenses
   
2,370
     
1,000
     
4,197
     
2,109
 
Total operating expenses
   
18,336
     
15,742
     
35,587
     
30,406
 
                 
Income from vessel operations
   
2,744
     
10,463
     
9,146
     
25,609
 
                 
Interest income
   
32
     
122
     
51
     
216
 
Interest expense
   
(3,821
)
   
(4,965
)
   
(7,753
)
   
(9,838
)
Fair value gain/(loss) on derivative instruments
   
(982
)
   
1,842
     
(1,970
)
   
(1,666
)
Other financial income/(expenses)
   
-
     
(2,452
)
   
(3,710
)
   
(2,452
)
                   
Net income / profit for the period
   
$(2,027
)
 
 
$5,010
     
(4,236
)
   
11,869
 
                 
Basic net income per share
   
(0.04
)
   
0.10
     
(0.09
)
   
0.27
 
Diluted net income per share
   
(0.04
)
   
0.10
     
(0.09
)
   
0.27
 
                 
Weighted average number of shares (basic)
   
48,731,228
     
48,472,202
     
48,709,857
     
44,303,149
 
Weighted average number of shares (diluted)
   
48,731,228
     
48,583,448
     
48,709,857
     
44,358,772
 
                 
                 
CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
   
                 
Profit for the period
   
$(2,027
)
 
 
$5,010
     
(4,236
)
   
11,869
 
Other comprehensive income:
               
Cash flow hedges
   
3,030
     
4,574
     
9,090
     
7,243
 
                 
Total comprehensive income for the period
 
 
$1,003
   
 
$9,584
     
4,854
     
19,112
 
 
 
 
 
 
3

 
 

 
 
SUMMARY CONSOLIDATED STATEMENT OF FINANCIAL POSITION
($ in thousands)
         
   
Jun. 30, 2010
 
Dec. 31, 2009
   
Unaudited
 
Audited
ASSETS
       
Current assets
       
Cash and cash equivalents
 
 
$54,034
   
 
$72,664
 
Voyage receivables from OSG
   
-
     
-
 
Prepaid expenses
   
764
     
1,329
 
Prepaid technical management fee to OSG
   
1,579
     
1,958
 
                 
Total current assets
   
56,377
     
75,951
 
         
Vessels, net of accumulated depreciation
   
426,948
     
441,036
 
Other long-term receivables
   
1,223
     
984
 
Total assets
   
484,548
     
517,971
 
         
LIABILITIES AND STOCKHOLDERS' EQUITY
       
Current liabilities
       
Accounts payable and accrued expenses
 
 
$7,520
   
 
$6,250
 
Derivative financial instruments
   
7,028
     
11,779
 
Deferred shipping revenues
   
7,898
     
7,898
 
Total current liabilities
   
22,446
     
25,927
 
         
Long term liabilities
       
Long-term debt
   
265,136
     
293,041
 
Derivative financial instruments
   
4,277
     
6,646
 
Other long term-liabilities
   
536
     
433
 
Total long-term liabilities
   
269,949
     
300,120
 
         
Total liabilities
   
292,395
     
326,047
 
         
Shareholders' equity
       
Common stock
   
487
     
487
 
Paid-in additional capital
   
239,971
     
239,624
 
Retained earnings/(deficit)
   
(43,032
)
   
(33,824
)
Accumulated other comprehensive income/(loss)
   
(5,273
)
   
(14,363
)
Total stockholders equity
   
192,153
     
191,924
 
         
Total liabilities and stockholders equity
 
 
$484,548
   
 
$517,971
 
 
 
 
 
 
4

 

 
 
SUMMARY CONSOLIDATED STATEMENTS OF CASH FLOWS
($ in thousands)
 
   
2Q 2010
 
2Q 2009
 
1H 2010
 
1H 2009
   
Apr. 1- Jun.
 
Apr. 1- Jun.
 
Jan. 1 - Jun.
 
Jan. 1 - Jun.
    30, 2010   30, 2009   30, 2010   30, 2009
   
Unaudited
 
Unaudited
 
Unaudited
 
Audited
Cash Flows from Operating Activities:
               
Net income
   
$(2,027
)
 
 
$5,010
     
$(4,236
)
 
 
$11,869
 
Items Included in net income not effecting cash flow:
               
     Depreciation and amortization
   
7,128
     
6,634
     
14,183
     
13,147
 
     Amortization related to interest and swap expense
   
982
     
(1,842
)
   
1,969
     
1,666
 
     Deferred compensation related to options and restricted stock     103      
136
     
347
     
445
 
 
   
 
     
 
     
 
     
 
 
Changes in operating assets and liabilities:
               
     Receivables
   
-
     
3,024
     
-
     
4,544
 
     Prepaid expenses
   
986
     
(1,809
)
   
705
     
(1,736
)
     Accounts payable, accrued expenses and deferred revenue    
2,349
     
3,084
     
1,374
     
(2,002
)
                                 
Net cash provided by operating activities
   
9,521
     
14,237
     
14,342
     
27,933
 
                 
Cash Flows from Investing Activities:
               
Investments in vessels
   
-
     
(1,482
)
   
-
     
(1,482
)
Net cash used in investing activities
   
-
     
(1,482
)
   
-
     
(1,482
)
                 
Cash flows from Financing Activities
               
Issuance/(buy back) of common stock
   
-
     
38,400
     
-
     
38,400
 
Issuance of long-term debt, net of acquisition costs
   
-
     
-
     
-
     
-
 
Cash dividends paid
   
(4,876
)
   
(12,169
)
   
(4,972
)
   
(23,949
)
Deferred offering costs
   
-
     
-
     
-
     
-
 
Repayment of long-term debt
   
-
     
(50,000
)
   
(28,000
)
   
(50,000
)
Net cash provided by / (used in) financing activities
   
(4,876
)
   
(23,769
)
   
(32,972
)
   
(35,549
)
                 
Net increase/(decrease) in cash and cash equivalents
   
4,645
     
(11,014
)
   
(18,630
)
   
(9,098
)
Cash and cash equivalents at beginning of period
   
49,389
     
60,936
     
72,664
     
59,020
 
Cash and cash equivalents at end of period
   
54,034
     
49,922
     
54,034
     
49,922
 
                 
Interest paid
 
 
$3,703
   
 
$4,979
   
 
$7,977
   
 
$9,877
 
 
 
 
 
 
5

 

 
 
SUMMARY CONSOLIDATED STATEMENT OF CHANGES
IN SHAREHOLDERS EQUITY
($ in thousands except shares)
Unaudited
                               
   
Common Stock
   
Paid-in
       
Cash
     
   
Shares
 
Amount
 
Additional
 
Retained
 
Flow
 
Total
               
Capital
 
Earnings
 
Hedges
 
equity
                                     
Balance at January 1, 2009
    39,238,807       $392       $200,570       $(26,721 )     $(26,418 )     $147,823  
Total comprehensive income
                            11,869       7,243       19,112  
Cash dividends declared and paid
                            (23,949 )             (23,949 )
Issue of common stock
    9,408,481       95       38,305                       38,400  
Compensation related to options and restricted stock
    28,609               445                       445  
Balance at June 30, 2009
    48,675,897       $487       $239,320       $(38,801 )     $(19,175 )     $181,831  
                                                 
                                                 
Balance at January 1, 2010
    48,675,897       $487       $239,624       $(33,824 )     $(14,363 )     $191,924  
Total comprehensive income
                            (4,236 )     9,090       4,854  
Cash dividends declared and paid
                            (4,972 )             (4,972 )
Issue of common stock
                                            -  
Compensation related to options and restricted stock
    26,284               347                       347  
Balance at June 30, 2010
    48,702,181       $487       $239,971       $(43,032 )     $(5,273 )     $192,153  
 
 
 
 
 
6

 
 
 
 
 
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED JUNE 30, 2010
 
Basis for preparation
The condensed financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS”) as issued by the International Accounting Standards Board.
 
Significant accounting policies
The condensed financial statements have been prepared in accordance with historical cost convention, except for the revaluation of certain financial instruments. The accounting policies that have been followed in these condensed financial statements are the same as presented in the IFRS conversion document included with the first quarter 2009 results published on May 19, 2009.
 
Reconciliation between IFRS and U.S. GAAP
Effective January 1, 2009, DHT changed the basis on which it prepares its financial statements from U.S. Generally Accepted Accounting Principles (“U.S. GAAP”) to IFRS. There are no differences in the statements of operations and equity between IFRS and U.S. GAAP.
 
Reconciliation of non-IFRS financial measures ($ in thousands except shares and per share amounts)
 
   
2Q 2010
 
2Q 2009
 
1H 2010
 
1H 2009
   
Apr. 1 - Jun.
 
Apr. 1 - Jun.
 
Jan. 1 - Jun.
 
Jan. 1 - Jun.
      30, 2010   30, 2009   30, 2010   30, 2009
   
Unaudited
 
Unaudited
 
Unaudited
 
Audited
Net income
   
$(2,027
)
 
 
$5,010
     
(4,236
)
   
11,869
 
Amortization of unrealized loss of interest rate swaps
   
3,030
     
4,574
     
9,090
     
7,243
 
Fair value (gain)/loss on derivative financial instruments
   
(2,048
)
   
(6,416
)
   
(7,120
)
   
(5,577
)
Depreciation and amortization
   
7,080
     
6,587
     
14,088
     
13,052
 
Free cash flow from operations after contractual debt service
 
 
$6,035
   
 
$9,755
   
 
$11,822
   
 
$26,587
 
                 
Free cash flow from operations after contractual debt service per share
   
0.12
     
0.20
     
0.24
     
0.60
 
 
 
CONTACT: Eirik Ubøe
  Phone: +44 1534 639 759 and +47 412 92 712
  E-mail: info@dhtmaritime.com and eu@tankersservices.com