Directors Report o5 DIRECTORS REPORT Directors report About Oceanteam Oceanteam is an offshore services company. Oceanteams subsea power cable installation contracting business and 14 Corporate governance policy business is the…
o6 Oceanteam ASA 2009 Analytical information 2009 and 2008 Company. The debt restructuring was followed by a rights issue in which existing shareholders had the opportunity Oceanteam ASA Group EUR 000 to increase their diluted share…
Directors Report o7 the vessels CSV North Ocean 102 and CSV North Ocean high voltage submarine power interconnectors 105 and the sale of 50% of the vessel owning company for CSV North Ocean 102. CSV North Ocean 105 will be The company…
o10 Oceanteam ASA 2009 Investments Cash Flow For the year 2009 the Group shows investments for a Net cash flow from operating activities amounted to EUR negative amount of EUR (23.7) million, which is the balance (42.5) million in…
Directors Report o11 Market risk hedging. This is, however, continuously being assessed by Market risk includes risk of fluctuation in oil prices, political, the Board of Directors. economical risk and other uncertainties, increased…
o12 Oceanteam ASA 2009 The company was compliant with the covenants in the BV from 50% to 70% in Q2-2010. The company will per loan agreement on CSV Bourbon Oceanteam 101 vessel Q2-2010 be reclassified from joint-venture to…
o14 Oceanteam ASA 2009
o16 Oceanteam ASA 2009 Within a working committee, its members may delegate should it be apparent at any time that the Companys capital among themselves specific tasks. If the load of work and or liquidity is less than adequate. the…
Corporate governance policy o17 2.4 Appointment and termination 2.6 Annual evaluation Nomination and Remuneration Committee The Board will annually, in connection with the first board The directors are appointed by the shareholders in…
o18 Oceanteam ASA 2009 Directors may receive shares as part of their remuneration. NCA, the STA and the SER. The Chairman shall ensure that the views of shareholders are communicated to the entire 3.2 Remuneration of management…
Corporate governance policy o19 The Board will inform the shareholders in the Annual General The Board of Directors may convene an extraordinary Meeting (the AGM) on the auditors fees specified on audit general meeting whenever it…
o20 Oceanteam ASA 2009 within the specified time limit may be denied entrance to evaluating the offer and make a recommendation as to the general meeting. whether shareholders shall or shall not accept the offer. Ensure that the…
Corporate governance policy o21 triggered The offer must be made in cash or contain a cash alternative at least equal in value to any non-cash offer. 9.2.3 Compulsory Acquisition (Squeeze out) Compulsory acquisition of the remaining…
o22 Oceanteam ASA 2009 Board of directors report on corporate governance 1 IMPLEMENTATION AND REPORTING ON 6 GENERAL MEETINGS CORPORATE GOVERNANCE The Company complies with clause 6 of the Code. In accordance with item 7 of the…
Corporate governance policy o23 the preparation of matters to be resolved according to qualifications. Even though the Company is currently below the thresholds provided in 6-41 of the Public Companies Act and is therefore not…
o24 Oceanteam ASA 2009
Financial statements group o25 Financial statements group 04 Directors report consolidated income statement 14 Corporate governance policy GROUP Figures in EUR 000 Notes 2009 2008 Financial statements group 75 Financial…
o26 Oceanteam ASA 2009 consolidated income statement GROUP Figures in EUR 000 Statement of comprehensive income 2009 2008 Total net result -68 478 -31 821 Changes in revaluation model 10 -6 105 48 900 Other comprehensive income -…
Financial statements group o27 ASSETS GROUP Figures in EUR 000 Note 31.12.2009 31.12.2008 Assets Deferred tax assets 4, 12 700 1 490 Goodwill 9 6 549 6 549 Other intangible assets 9 4 081 Intangible assets 7 249 12 120…
o28 Oceanteam ASA 2009 Equity and LIABILITIES GROUP Figures in EUR 000 Note 31.12.2009 31.12.2008 Equity and liabilities Share capital 16, 26 871 19 549 Other equity 16, 26 19 666 25 673 Revaluation reserve 10 33 854 48 900…
Financial statements group o29 EQUITY STATEMENT GROUP Figures in EUR 000 2009 2008 Equity at period opening balance (Number of shares: 15,227,891) 94 122 64 157 Profit after taxes majority -68 478 -30 966 Profit after taxes…
o30 Oceanteam ASA 2009 EQUITY STATEMENT Consolidated Statement of changes in equity Figures in EUR 000 Share Share Translation Revaluation Retained Total Total Minorities capital premium reserve reserve earnings equity Balance at…
Financial statements group o31 CASH FLOW STATEMENT GROUP Figures in EUR 000 2009 2008 Ordinary profit (loss) before taxes -34 380 12 448 Depreciation and amortization of tangible assets 13 614 8 968 Write off assets 22 285…
o32 Oceanteam ASA 2009 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 1. General information Oceanteam is an offshore services company. Oceanteams business is the chartering of State of the Art Offshore Construction Support Vessels.…
o34 Oceanteam ASA 2009 and loss account. The amendments to IAS 27, which are mandatory from and including 1 July 2009, are not expected to have a material effect on the consolidated accounts. IFRS 1 Initial application amended…
Notes to the consolidated financial statements o37 2.3 Segment reporting Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision- maker. The chief operating…
o38 Oceanteam ASA 2009 (c) All resulting exchange differences are recognised as a separate component of equity. On consolidation, exchange differences arising from the translation of the net investment in foreign operations, and of…
Notes to the consolidated financial statements o39 Component accounting When an item of vessel, plant and equipment comprises individual components for which different depreciation methods or rates are appropriate, each component is…
o40 Oceanteam ASA 2009 2.7 Impairment of non-financial assets Assets that have an indefinite useful life, for example goodwill, are not subject to amortisation and are tested annually for impairment. Assets that are subject to…
Notes to the consolidated financial statements o41 2.13 Tax (a) Taxes Income tax expense comprises current and deferred tax. Income tax expense is recognized in profit or loss except to the extent that it relates to items recognized…
o42 Oceanteam ASA 2009 in respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, where the timing of the reversal of the temporary differences can be…
Notes to the consolidated financial statements o43 Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. A…
o44 Oceanteam ASA 2009 Discontinued operations (IAS 11): Revenues relating to projects are recognized in the income statement in line with the projects progress and when the projects results can be reliably estimated. Level of…
Notes to the consolidated financial statements o45 Converted shares Bond holders Carrying value derecognised bond debt Nominal value of new bond loan Less fair value of shares provided to the bond holders Financial gain on…
o46 Oceanteam ASA 2009 Trade and other receivables The exposure to credit risk is influenced mainly by the individual characteristics of each customer. In 2009 the 3 largest clients/ projects represented 51% of the Groups total…
o48 Oceanteam ASA 2009 Oceanteams balance sheet is highly leveraged. The Company was per 31 December 2010 in breach with covenants of which the bond loan covenant on the market value equity of at minimum 35% of total assets is the…
Notes to the consolidated financial statements o49 USD exchange rate movements: 31.12. Increase Decrease USD - American dollars 1,44 USD - American dollars 1,50 1,30 Effect on asset 4.000 USD 2 779 2 667 3 077 Effect on liabilities…
o50 Oceanteam ASA 2009 Capital management The Boards policy is to improve the capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. In order to maintain or adjust…
o52 Oceanteam ASA 2009 Group Figures in EUR 000 2008 Primary reporting Subsea Power Offshore Oil & Gas Unallocated Total 2008 format - business segments Distribution Renewables Profit and Loss Account 2008 External operating…
o54 Oceanteam ASA 2009 sels, equipment rental and associated engineering services. The impact of the restructuring on the company in 2009 has been significant throughout the organisation and has strongly affected the 2009 financial…
o56 Oceanteam ASA 2009 9. Intangible assets Group Figures in EUR 000 Other Deferred 2009 Goodwill intangibles Total Tax assets Historical cost 31 December 2009 6 549 - 5 571 12 120 Additions 700 700 Disposals -1 685 -1 685…
Notes to the consolidated financial statements o57 Sensitivity analysis If the company changes the expected cash flows with 10% or increases used WACC with 10%, the company does not need to perform any additional write-downs related…
o58 Oceanteam ASA 2009 10. Tangible assets Group Figures in EUR 000 Fast Support Interconnectors CSV assets Construction Vessels, Barge, 2009 under under and support Total Machinery & construction construction vessels (CSV)…
Notes to the consolidated financial statements o59 Component accounting When an item of vessel, plant and equipment comprises individual components for which different depreciation methods or rates are appropriate, each component is…
o60 Oceanteam ASA 2009 Fast Support Interconnectors CSV assets Construction Vessels, Barge, 2008 under under and support Total Machinery & construction construction vessels (CSV) other Historical cost 31 December 2007 520 62…
Notes to the consolidated financial statements o61 12. Tax Group Figures in EUR 000 2009 2008 Tax payable Norway* - - Tax payable abroad - - Adjustments previous year - -183 Changes in deferred tax abroad -700 3 004 Income tax -700…
o62 Oceanteam ASA 2009 Group Figures in EUR 000 Basis for deferred tax 2009 2008 Other current balance sheet items Amount linked to current balance sheet items - - Deferred tax on equity transactions Deferred tax on revaluation model…
Notes to the consolidated financial statements o63 Discontinued business: From the balance of EUR 15.6 million in 2008 a large balance was concerning the timecharter contract cancelled with the client Cicsa, and also the exiting from…
o64 Oceanteam ASA 2009 * Since Oceanteam II BV has control through voting shares this is considered as a subsidiary The subsidiaries are fully consolidated. For Oceanteam Mexico SA de CV there is a 10% minority. Joint venture…
Notes to the consolidated financial statements o65 16. Share Capital and Shareholder Information Share capital: At 31.12.2009, Oceanteam ASA has a share capital of NOK 7,539,420, distributed on 150,788,393 A shares. There are also two…
o66 Oceanteam ASA 2009 1. Oceanteam Holding B.V. and Toha Invest B.V. are controlled by the Halbesma family. Haico Halbesma is currently CEO and Hessel Halbesma is Chairman of Oceanteam ASA. Haico Halbesma also owns 43 867 shares…
o68 Oceanteam ASA 2009 Key loan covenants for the borrower include: Free cash of EUR 500,000, increased to EUR 1,000,000 when only 6 months of charter remain Vessel Value / Loan balance, minimum 125% Other key loan covenants…
Notes to the consolidated financial statements o69 In the EGM of 14th July 2009 the bond loan restructuring was approved and Oceanteam has booked the following: Converted shares Bond holders NOK 000 EUR 000 Carrying value…
o70 Oceanteam ASA 2009 18. Other current liabilities Group Figures in EUR 000 2009 2008 Holiday pay and wages due 76 230 Incurred interest cost 866 231 Provisions 10 090 5 000 Other 7 700 4 561 Other current liabilities 18 732 10…
Notes to the consolidated financial statements o71 North Sea Shipping Holding AS North Sea Shipping Holding AS converted an amount of EUR 694.463 in shareholders loans into 1.283.675 shares in the company as part of the debt…
o72 Oceanteam ASA 2009 24. Events after the balance sheet dates Bond loan: Oceanteam ASA has purchased 7,5% of the nominal bond loan of NOK 400 million. Transfer of warrants: The chairman has transferred 111.096.338 warrants from…
Notes to the consolidated financial statements o73 26. Joint venture The companys Equity Voting Head Office total share capital interest share CSV vessels - operations and building program for CSV vessels Oceanteam Bourbon 1 AS…
o74 Oceanteam ASA 2009
Financial statements parent o75 Financial statements Parent 04 Directors report INCOME STATEMENT BY NATURE OF EXPENSE 01.01 - 31.12 14 Corporate governance policy PARENT 25 Financial statements group Amount in NOK 000 Notes…
o76 Oceanteam ASA 2009 assets 31.12 PARENT Amount in NOK 000 Note 2009 2008 NON CURRENT ASSETS Intangible assets Concessions, licenses, patents and similar 6 - - Deferred tax asset 5 - - Total intangible assets - - Tangible assets…
Financial statements parent o77 EQUITY AND LIABILITIES 31.12 PARENT Amount in NOK 000 Note 2009 2008 EQUITY Owners equity Share capital 12 7 539 152 279 Share premium reserve 13 103 053 426 223 Total owners equity 110 592 578 502…
o78 Oceanteam ASA 2009 INCOME STATEMENT BY NATURE OF EXPENSE 01.01 - 31.12 PARENT Amount in NOK 000 2009 2008 Cash flow from operating activities Profit/ (loss) before income taxes -492 356 -543 673 Profit/ (loss) of sale of assets…
Notes to the parent company financial statements o79 NOTES TO THE PARENT COMPANY FINANCIAL STATEMENTS Primary accounting Principles The financial statements, which have been presented in compliance with the Norwegian Companies Act,…
o80 Oceanteam ASA 2009 plans are recognised as an employee benefit expense in profit or loss when they are due. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in future payments is…
Notes to the parent company financial statements o81 Dividends, group contributions and other distributions are recognized in the same year as they are recognized in the subsidiary or joint venture financial statement. If dividends /…
o82 Oceanteam ASA 2009 Note 2 Revenue Amounts in NOK 000 By business area 2009 2008 Offshore Renewables 11 779 76 089 Total 11 779 76 089 Geographical distribution Europe 11 779 76 089 Total 11 779 76 089 Note 3 Employees,…
o84 Oceanteam ASA 2009 Note 5 Income taxes Amounts in NOK 000 Income tax expense 2009 2008 Tax payable - - Changes in deferred tax - - Write-down of deferred tax asset 21 998 Deferred tax from equity transactions - Total income tax…
Notes to the parent company financial statements o85 Note 6 Intangible assets Amounts in NOK 000 Licenses Total Acquisition cost at 01.01.09 23 544 23 544 Purchased intangibles - - Disposals - - Acquisition cost 31.12.09 23 544 23…
o86 Oceanteam ASA 2009 The company uses linear depreciation for all tangible assets and all the equipment has been sold during 2009. The lay equipment was sold to North Ocean II KS which is a joint venture company of Oceanteam ASA.…
Notes to the parent company financial statements o87 Investments valued at cost (company accounts) Amounts in NOK 000 Share Number Book Net profit Company name Equity capital of shares Value 2009 Oceanteam Shipping TPC AS 152 152 -…
o88 Oceanteam ASA 2009 Note 9 Intercompany balances with group companies and associates Amounts in NOK 000 Loans to subsidiaries 2009 2008 OPU B.V. - 249 744 OPU LTD - 164 936 Oceanteam Shipping TPC AS 13 065 -11 960 Oceanteam…
o90 Oceanteam ASA 2009 Note 12 Share capital and shareholder information Share capital: At 31.12.2009, Oceanteam ASA has a share capital of NOK 7,539,420, distributed on 150,788,393 A shares. There are also two kind of warrants…
Notes to the parent company financial statements o91 1. Oceanteam Holding B.V. and Toha Invest B.V. and Norha Invest AS are controlled by the Halbesma family. Haico Halbesma is currently CEO and Hessel Halbesma is Chairman of…
o92 Oceanteam ASA 2009 Note 14 Pensions The company is required to have an occupational pension scheme in accordance with the Norwegian law on required occupational pension (lov om obligatorisk tjenestepensjon). The companys pension…
o93 Note 18 Parent Company Guarantees Oceanteam ASA has one outstanding Parent Company Guarantee connected to the discontinued operations. Oceanteam ASA has also issued Parent Company Guarantees in connection with the vessel loans.…
o98 Oceanteam ASA 2009 Vessels CSV BOURBON OCEANTEAM 104 FSV MATARRAYA / FSV TIBURON Anticipated for delivery in Q2 2010, this DP2 Construction Both Fast Support Vessel of the new Axe Bow design have Support / Flexible Product…
Oceanteam Assets o99 EQUIPMENT OCEANTEAM INSTALLER OceanJet 900 The CLB Oceanteam Installer is a flat bottom barge; built The Oceanjet 900 system comprises the trenching ROV, a for shallow water operations, she is capable of…
o100 Oceanteam ASA 2009 EQUIPMENT OCEANPLOUGH 01 OCEANTRENCHER 01 This Heavy Duty Flexible Plough is designed to trench large The Oceantrencher 01 is capable of progressively trenching diameter flexible products in a wide range…
Oceanteam Assets o101 EQUIPMENT VERTICAL INJECTOR Combing a plough and a jetting tool, the Vertical Injector is the ideal solution for the safe burial of cables - up to 10 metres and may be operated in water depths from 0 to 50…
o102 Oceanteam ASA 2009 Oceanteam ASA Corporate headquarters Tveitarsveien 12 PO Box 463, Nesttun 5853 BERGEN NORWAY T +47 55 10 82 40 F +47 55 10 82 49 E infooceanteam.no www.oceanteam.no
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