Achieves Operating Efficiencies, Strengthens Balance Sheet and Further Modernizes Fleet; Announces New
Quarterly Dividend
HONG KONG, China, Feb. 28, 2017 /CNW/ - Seaspan Corporation
("Seaspan") (NYSE: SSW) announced today its financial results for the quarter and year ended December 31,
2016.
Key Financial Metrics
- Total revenues of $213.2 million for the fourth quarter and $877.9
million for the full year.
- Loss per diluted share of $0.14 for the fourth quarter and a loss of $1.89 for the full year.
- Normalized earnings per diluted share (1) of $0.21 for the fourth
quarter and $1.13 for the full year.
- Cash available for distribution to common shareholders (1) of $71.0
million for the fourth quarter and $373.1 million for the full year.
- Adjusted EBITDA (1) was $131.9 million for the fourth quarter and
$621.1 million for the full year.
|
_______________________________
|
|
(1) Refer to the selected financial information accompanying
this press release for definition of these Non-GAAP measures and reconciliations of U.S. generally accepted accounting
principles (GAAP) and Non-GAAP figures.
|
Highlights
- Added three 10000 TEU vessels on long-term charters with Mitsui O.S.K. Lines, Ltd. and
Maersk Line A/S, and two 14000 TEU vessels on long-term charters with Yang Ming Marine Transport Corp.
- Strengthened balance sheet by raising a total of $660 million of common and preferred equity
during the year ended December 31, 2016.
- Achieved reductions of 11.7% and 8.8% in ship operating expense per ownership day during the quarter and year ended
December 31, 2016, respectively, compared to the same periods in 2015.
- Achieved vessel utilization of 93.4% and 96.0% for the quarter and year ended December 31,
2016, respectively.
- Intends to pay a quarterly dividend of $0.125 per common share commencing with the first
quarter of 2017.
Gerry Wang, Chief Executive Officer, Co-Chairman and Co-Founder of Seaspan, commented, "During
2016 we continued to generate strong cash flows from our business while taking important steps aimed at positioning Seaspan to
successfully operate in the current challenging industry environment and over the long-term. We further improved our fleet
profile by adding five newbuilding vessels to our operating fleet, each of which commenced long-term fixed rate time charters
with leading liners. We also focused diligently on implementing cost control measures which enabled us to reduce daily ship
operating expense by approximately 9%, and we strengthened our balance sheet by lowering our net debt to equity ratio to
approximately 1.7 times by the end of the year."
Mr. Wang added, "While we have seen the industry take measures to manage vessel supply and are confident industry conditions
will improve over time, after careful consideration the Board of Directors has made the difficult decision to reduce the
quarterly dividend on our common shares to $0.125 per share. We believe this decision is in the
long-term interests of our shareholders and will allow us to capitalize on industry weakness while maintaining a strong balance
sheet."
Mr. Wang continued, "Seaspan is focused on enchancing its leadership position in the current industry environment. With over
$5.2 billion in future contracted revenue, strong industry relationships, and a history of both
accessing capital under favourable terms and entering into long-term contracts with leading liners, our focus remains on creating
long-term shareholder value."
Summary of Key Financial Results (in thousands of US dollars):
|
|
Quarter Ended
December 31,
|
|
|
Year Ended
December 31,
|
|
|
|
2016
|
|
|
2015
|
|
|
2016
|
|
|
2015
|
|
|
Revenue
|
|
$
|
213,193
|
|
|
$
|
218,464
|
|
|
$
|
877,905
|
|
|
$
|
819,024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reported net earnings (loss)
|
|
$
|
1,442
|
|
|
$
|
76,212
|
|
|
$
|
(139,039)
|
|
|
$
|
199,391
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Normalized net earnings(1)
|
|
$
|
38,751
|
|
|
$
|
48,937
|
|
|
$
|
172,294
|
|
|
$
|
165,820
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) per share, basic and diluted
|
|
$
|
(0.14)
|
|
|
$
|
0.63
|
|
|
$
|
(1.89)
|
|
|
$
|
1.46
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Normalized earnings per share, diluted(1)
|
|
$
|
0.21
|
|
|
$
|
0.35
|
|
|
$
|
1.13
|
|
|
$
|
1.12
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash available for distribution to common
Shareholders(1)
|
|
$
|
70,952
|
|
|
$
|
115,772
|
|
|
$
|
373,102
|
|
|
$
|
432,910
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA(1)
|
|
$
|
131,936
|
|
|
$
|
181,143
|
|
|
$
|
621,095
|
|
|
$
|
687,497
|
|
|
_______________________________
|
|
(1) These are Non-GAAP financial measures. Please read
"Reconciliation of Non-GAAP Financial Measures for the Quarter and Year Ended December 31, 2016 and 2015—Description of
Non-GAAP Financial Measures" for (a) descriptions of Normalized net earnings and Normalized earnings per share, Cash
available for distribution to common shareholders, and Adjusted EBITDA and (b) reconciliations of these Non-GAAP
financial measures as used in this release to the most directly comparable financial measures under
GAAP.
|
|
Fourth Quarter Developments
Vessel Acquisitions
In December 2016, Seaspan entered into agreements to purchase four 4250 TEU vessels. Three of
these vessels delivered in December 2016 and one vessel delivered in January
2017.
Vessel Disposal
In December 2016, Seaspan sold a 4600 TEU vessel, the Seaspan Efficiency, for recycling at an
ISO certified recycler, for net sale proceeds of approximately $6.2 million, resulting in a loss on
disposition of approximately $15.4 million.
Vessel Sales
In October and November 2011, Seaspan entered into agreements to bareboat charter four 4800 TEU
vessels to MSC Mediterranean Shipping Company S.A. ("MSC"), each for a five-year term and MSC agreed to purchase the vessels
for $5.0 million each at the end of the bareboat charters. In October and November 2016, all four of the 4800 TEU vessels completed their five-year bareboat charter terms and were sold
to MSC for $5.0 million per vessel.
Vessel Impairments
During the quarter ended December 31, 2016, Seaspan recognized non-cash vessel impairments of
$82.4 million related to six vessels each under 5000 TEU in size.
Subsequent Events
Dividends
In January 2017, Seaspan declared and paid quarterly cash dividends on its common and preferred
shares, for total distributions of $55.4 million.
Seaspan's founding shareholders who own over 55% of the company's common shares have notified us that they intend to fully
participate in Seaspan's dividend reinvestment program for the first quarter 2017 dividend payment.
Results for the Quarter and Year Ended December 31, 2016
At the beginning of 2016, Seaspan had 85 vessels in operation. During 2016, Seaspan accepted delivery of three newbuilding
vessels, leased in two vessels, acquired three 4250 TEU vessels, sold two 4600 TEU vessels and sold four 4800 TEU vessels upon
completion of their five-year bareboat charters, bringing its operating fleet to a total of 87 vessels as at December 31, 2016. Revenue is determined primarily by the number of operating days, and ship operating expense
is determined primarily by the number of ownership days.
|
|
Quarter Ended
December 31,
|
|
Increase
|
|
Year Ended
December 31,
|
|
Increase
|
|
|
2016
|
|
2015
|
|
Days
|
|
%
|
|
2016
|
|
2015
|
|
Days
|
|
%
|
|
Ownership days(1).............
|
|
7,812
|
|
7,437
|
|
375
|
|
5.0%
|
|
30,593
|
|
28,133
|
|
2,460
|
|
8.7%
|
|
Operating days(1)...............
|
|
7,293
|
|
7,279
|
|
14
|
|
0.2%
|
|
29,384
|
|
27,717
|
|
1,667
|
|
6.0%
|
The following table summarizes Seaspan's vessel utilization by quarter and for the years ended December
31, 2016 and 2015:
|
|
First
Quarter
|
|
Second
Quarter
|
|
Third
Quarter
|
|
Fourth
Quarter
|
|
Year Ended-
December 31,
|
|
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
|
Vessel Utilization:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ownership Days(1)..............................
|
|
7,375
|
|
6,570
|
|
7,612
|
|
6,901
|
|
7,794
|
|
7,225
|
|
7,812
|
|
7,437
|
|
30,593
|
|
28,133
|
|
|
Less Off-hire Days:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Scheduled 5-Year Survey.............
|
|
(75)
|
|
(49)
|
|
(19)
|
|
(66)
|
|
(25)
|
|
(39)
|
|
-
|
|
(112)
|
|
(119)
|
|
(266)
|
|
|
Unscheduled Off-hire(2).................
|
|
(128)
|
|
(21)
|
|
(125)
|
|
(73)
|
|
(318)
|
|
(10)
|
|
(519)
|
|
(46)
|
|
(1,090)
|
|
(150)
|
|
|
Operating Days(1)..............................
|
|
7,172
|
|
6,500
|
|
7,468
|
|
6,762
|
|
7,451
|
|
7,176
|
|
7,293
|
|
7,279
|
|
29,384
|
|
27,717
|
|
|
Vessel Utilization..............................
|
|
97.2
|
%
|
98.9
|
%
|
98.1
|
%
|
98.0
|
%
|
95.6
|
%
|
99.3
|
%
|
93.4
|
%
|
97.9
|
%
|
96.0
|
%
|
98.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
______________________________
|
|
(1) Operating and ownership days include leased
vessels and exclude vessels under bareboat charter.
|
|
(2) Unscheduled off-hire includes days related to
vessels off-charter.
|
The following table summarizes Seaspan's consolidated financial results for the quarter and years ended December 31, 2016 and 2015:
|
Financial Summary
(in millions of US dollars)
|
|
Quarter Ended
December 31,
|
|
Year Ended
December 31,
|
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue.............................................................
|
|
$
|
213.2
|
|
$
|
218.5
|
|
$
|
877.9
|
|
$
|
819.0
|
|
Ship operating expense.....................................
|
|
|
46.9
|
|
|
50.5
|
|
|
192.3
|
|
|
193.8
|
|
Depreciation and amortization expense............
|
|
|
50.0
|
|
|
54.4
|
|
|
216.1
|
|
|
204.9
|
|
General and administrative expense.................
|
|
|
7.2
|
|
|
7.2
|
|
|
32.1
|
|
|
27.3
|
|
Operating lease expense...................................
|
|
|
26.6
|
|
|
14.4
|
|
|
85.9
|
|
|
40.3
|
|
Interest expense and amortization of deferred
|
|
|
|
|
|
|
|
|
|
|
|
|
|
financing
fees...................................................
|
|
|
29.7
|
|
|
26.5
|
|
|
119.9
|
|
|
108.7
|
|
Loss on disposals..............................................
|
|
|
15.4
|
|
|
-
|
|
|
31.9
|
|
|
-
|
|
Expenses related to customer bankruptcy........
|
|
|
0.8
|
|
|
-
|
|
|
19.7
|
|
|
-
|
|
Vessel impairments............................................
|
|
|
82.4
|
|
|
-
|
|
|
285.2
|
|
|
-
|
|
Change in fair value of financial instruments.....
|
|
|
(46.0)
|
|
|
(10.1)
|
|
|
29.1
|
|
|
54.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue
Revenue decreased by 2.4% to $213.2 million for the quarter ended December 31, 2016, compared to the same period in 2015, primarily due to lower average charter rates for
vessels that were on short-term charters and an increase in unscheduled off-hire, primarily relating to vessels being
off-charter, including the three vessels previously chartered to Hanjin Shipping Co., Ltd. ("Hanjin"). The decrease was partially
offset by the delivery of newbuilding vessels and the addition of two leased in vessels in 2016.
Revenue increased by 7.2% to $877.9 million for the year ended December
31, 2016 over the same period in 2015, primarily due to the delivery of newbuilding vessels in 2015 and 2016 and the
addition of two leased in vessels in 2016. These increases were partially offset by lower average charter rates for vessels that
were on short-term charters and an increase in unscheduled off-hire days.
The increases in operating days and the related financial impact thereof for the quarter and year ended December 31, 2016, respectively, relative to the same periods in 2015, are attributable to the following:
|
|
Quarter Ended
December 31,
|
|
Year Ended
December 31,
|
|
|
Operating
Days Impact
|
|
$ Impact
(in millions)
|
|
Operating
Days Impact
|
|
$ Impact
(in millions)
|
|
2016 vessel deliveries...........................
|
|
469
|
|
|
18.3
|
|
1,101
|
|
|
43.5
|
|
Full period contribution for 2015
|
|
|
|
|
|
|
|
|
|
|
|
vessel deliveries..................................
|
|
15
|
|
|
0.8
|
|
1,432
|
|
|
63.3
|
|
Change in daily charter hire rate and
|
|
|
|
|
|
|
|
|
|
|
|
re-charters...........................................
|
|
-
|
|
|
(11.6)
|
|
-
|
|
|
(31.4)
|
|
Additional days due to leap year...........
|
|
-
|
|
|
-
|
|
81
|
|
|
2.1
|
|
Unscheduled off-hire.............................
|
|
(473)
|
|
|
(13.0)
|
|
(940)
|
|
|
(20.7)
|
|
Scheduled off-hire.................................
|
|
112
|
|
|
3.2
|
|
147
|
|
|
2.0
|
|
Supervision fee revenue........................
|
|
-
|
|
|
(0.7)
|
|
-
|
|
|
5.8
|
|
Vessel management revenue.................
|
|
-
|
|
|
-
|
|
-
|
|
|
1.1
|
|
Customer bankruptcy..............................
|
|
-
|
|
|
(0.6)
|
|
-
|
|
|
(4.5)
|
|
Vessel disposals.....................................
|
|
(109)
|
|
|
(1.6)
|
|
(154)
|
|
|
(2.3)
|
|
Other........................................................
|
|
-
|
|
|
(0.1)
|
|
-
|
|
|
-
|
|
Total
|
|
14
|
|
$
|
(5.3)
|
|
1,667
|
|
$
|
58.9
|
|
|
|
|
|
|
|
|
|
|
|
Vessel utilization decreased due to an increase in off-charter days from a weakened market and the termination of Hanjin
charters.
During the year ended December 31, 2016, Seaspan completed dry-dockings for 15 vessels:
|
Vessel Class (TEU)
|
|
First
Quarter
|
|
|
Second
Quarter
|
|
|
Third
Quarter
|
|
|
Fourth
Quarter
|
|
Year To Date-
December 31, 2016
|
|
|
2500..........................
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
1
|
|
|
3500..........................
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
1
|
|
|
4250..........................
|
|
2
|
(1)
|
|
1
|
(1)
|
|
1
|
(1)
|
|
—
|
|
4
|
(1)
|
|
4500..........................
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
1
|
|
|
8500..........................
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
1
|
|
|
13100........................
|
|
5
|
|
|
2
|
|
|
—
|
|
|
—
|
|
7
|
|
|
|
9
|
|
|
3
|
|
|
3
|
|
|
—
|
|
15
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
________________________________
|
|
(1)
|
Dry-docking for these vessels was completed between their time
charters.
|
Ship Operating Expense
Ship operating expense decreased by 7.2% to $46.9 million and by 0.8% to $192.3 million for the quarter and year ended December 31, 2016, respectively,
compared to the same periods in 2015, primarily due to cost savings initiatives. These decreases were achieved while ownership
days increased by 5.0% and 8.7% for the quarter and year ended December 31, 2016, respectively. As
a result, ship operating expense per ownership day declined by 11.7% and 8.8% for the quarter and year ended December 31, 2016, respectively, compared to the same periods in 2015.
Depreciation and Amortization Expense
Depreciation and amortization expense decreased by 8.0% to $50.0 million for the quarter ended
December 31, 2016, compared to the same period in 2015, primarily due to lower depreciation on ten
vessels that were impaired as of September 30, 2016 and the disposal of two 4600 TEU vessels,
partially offset by an increase in dry-dock amortization.
Depreciation and amortization expense increased by 5.5% to $216.1 million for the year ended
December 31, 2016, compared to 2015. The increase in depreciation and amortization expense was due
to the increase in fleet size from vessel deliveries in 2015, an increase in dry-dock amortization and write-off of replaced
vessel equipment. The increases were partially offset by lower depreciation due to impairment of ten vessels as of September 30, 2016 and the disposal of two 4600 TEU vessels.
General and Administrative Expense
General and administrative expense decreased by 0.4% to $7.2 million and increased by 17.5% to
$32.1 million for the quarter and year ended December 31, 2016,
respectively, compared to the same periods in 2015.
The increase for the year ended December 31, 2016 was primarily due to an increase in non-cash
stock-based compensation expense related to grants of restricted and performance stock units, professional fees and other
corporate expenses incurred.
Operating Lease Expense
Operating lease expense increased to $26.6 million and $85.9
million for the quarter and year ended December 31, 2016, respectively, from $14.4 million and $40.3 million in the same periods in 2015. The increase was
primarily due to the delivery of four vessels in 2015 and three vessels in 2016 that were financed through sale-leaseback
transactions and the two leases entered into in 2016 for a 10000 TEU vessel and a 14000 TEU vessel.
Interest Expense and Amortization of Deferred Financing Fees
The following table summarizes Seaspan's borrowings:
|
(in millions of US dollars)
|
|
As at December 31,
|
|
|
2016
|
|
2015
|
|
|
|
|
|
|
|
|
Long-term debt, excluding deferred financing fees..............
|
|
$
|
2,903.4
|
|
$
|
3,387.2
|
|
Long-term obligations under capital lease, excluding
|
|
|
|
|
|
|
|
deferred financing
fees.......................................................
|
|
|
498.8
|
|
|
342.8
|
|
Total
borrowings....................................................................
|
|
|
3,402.2
|
|
|
3,730.0
|
|
Less: Vessels under
construction........................................
|
|
|
(306.2)
|
|
|
(209.1)
|
|
Operating
borrowings...........................................................
|
|
$
|
3,096.0
|
|
$
|
3,520.9
|
|
|
|
|
|
|
|
Interest expense and amortization of deferred financing fees increased by $3.2 million to
$29.7 million and by $11.2 million to $119.9
million for the quarter and year ended December 31, 2016, respectively, compared to the same
periods in 2015.
For the quarter ended December 31, 2016, the increase in interest expense was primarily due to
an increase in amortization of deferred financing fees and an increase in LIBOR, partially offset by repayments made on existing
operating borrowings.
For the year ended December 31, 2016, the increase in interest expense was due to an increase in
operating borrowings primarily related to certain vessels that delivered in 2015, an increase in LIBOR, higher amortization of
deferred financing fees and higher interest due to the full period impact of the March 2015
refinancing of three 4500 TEU vessels. The increases were partially offset by repayments made on existing operating
borrowings.
Loss on Disposals
Loss on disposals was $15.4 million and $31.9 million for the
quarter and year ended December 31, 2016, respectively, due to the sale of the Seaspan Excellence
and Seaspan Efficiency, for recycling at an ISO certified recycler, for total net sale proceeds of approximately $12.1 million.
Expenses Related to Customer Bankruptcy
Expenses related to customer bankruptcy were $0.8 million and $19.7
million for the quarter and year ended December 31, 2016, respectively, which included a
full reserve of $18.9 million for past due accounts receivables from Hanjin as a result of their
bankruptcy filing in August 2016.
Vessel Impairments
During the quarter ended December 31, 2016, Seaspan recognized non-cash vessel impairments of
$82.4 million, for a total impairment of $285.2 million in 2016. In
2016, a total of 16 vessels, each under 5000 TEU in size, were impaired. Seaspan reviews its vessels for impairment whenever
events or changes in circumstances indicate that the carrying amount of its vessels may not be recoverable. Seaspan performed an
impairment test of its vessels due to deterioration in current market rates and declines in the vessels' market values.
Change in Fair Value of Financial Instruments
The change in fair value of financial instruments resulted in a gain of $46.0 million for the
quarter ended December 31, 2016 and was primarily due to an increase in the forward LIBOR curve,
partially offset by swap settlements. The change in fair value of financial instruments loss of $29.1
million for the year ended December 31, 2016 was primarily due to the impact of swap
settlements, partially offset by an increase in the forward LIBOR curve.
About Seaspan
Seaspan provides many of the world's major shipping lines with creative outsourcing alternatives to vessel ownership by
offering long-term leases on large, modern containerships combined with industry-leading ship management services. Seaspan's
managed fleet consists of 114 containerships representing a total capacity of over 915,000 TEU, including 11 newbuilding
containerships on order scheduled for delivery to Seaspan and third parties. Seaspan's current operating fleet of 88 vessels has
an average age of approximately six years and an average remaining lease period of approximately five years, on a TEU weighted
basis.
Seaspan has the following securities listed on The New York Stock Exchange:
|
Symbol:
|
|
|
|
|
Description:
|
|
|
|
|
|
|
|
SSW
|
|
|
|
|
Class A common shares
|
|
SSW PR D
|
|
|
|
|
Series D preferred shares
|
|
SSW PR E
|
|
|
|
|
Series E preferred shares
|
|
SSW PR G
|
|
|
|
|
Series G preferred shares
|
|
SSW PR H
|
|
|
|
|
Series H preferred shares
|
|
SSWN
|
|
|
|
|
6.375% senior unsecured notes due 2019
|
|
|
|
|
|
|
Conference Call and Webcast
Seaspan will host a conference call and webcast presentation for investors and analysts to discuss its results for the quarter
and year ended December 31, 2016 on March 1, 2017 at 5:30 a.m. PT / 8:30 a.m. ET. Participants should call 1-877-246-9875
(US/Canada) or 1-707-287-9353 (International) and request the Seaspan call. A telephonic replay
will be available for anyone unable to participate in the live call. To access the replay, call 1-855-859-2056 or 1-404-537-3406
and enter the replay passcode: 77373616. The recording will be available from March 1, 2017 at
9:30 a.m. PT / 12:30 p.m. ET through 8:59 p.m.
PT / 11:59 p.m. ET on March 15, 2017. The conference call will
also be broadcast live over the Internet and will include a slide presentation. To access the live webcast of the conference
call, go to www.seaspancorp.com and click on
"News & Events" then "Events & Presentations" for the link. The webcast will be archived on the site for one year.
|
SEASPAN CORPORATION
|
|
UNAUDITED CONSOLIDATED BALANCE SHEET
|
|
AS OF DECEMBER 31, 2016
|
|
(IN THOUSANDS OF US DOLLARS)
|
|
|
|
|
|
|
|
December 31, 2016
|
|
December 31, 2015
|
|
Assets
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
|
Cash and cash
equivalents................................................
|
|
$
|
367,901
|
|
$
|
215,520
|
|
Short-term
investments......................................................
|
|
|
411
|
|
|
3,415
|
|
Accounts
receivable...........................................................
|
|
|
30,793
|
|
|
24,065
|
|
Loans to
affiliate..................................................................
|
|
|
62,414
|
|
|
219,649
|
|
Prepaid
expenses...............................................................
|
|
|
37,252
|
|
|
39,731
|
|
Gross investment in
lease...................................................
|
|
|
—
|
|
|
37,783
|
|
Fair value of financial
instruments.......................................
|
|
|
11,338
|
|
|
—
|
|
|
|
510,109
|
|
|
540,163
|
|
|
|
|
|
|
|
|
Vessels.....................................................................................
|
|
|
4,577,667
|
|
|
5,069,229
|
|
Vessels under
construction.....................................................
|
|
|
306,182
|
|
|
209,119
|
|
Deferred
charges......................................................................
|
|
|
68,099
|
|
|
57,299
|
|
Goodwill.....................................................................................
|
|
|
75,321
|
|
|
75,321
|
|
Other
assets..............................................................................
|
|
|
120,451
|
|
|
89,056
|
|
Fair value of financial
instruments.............................................
|
|
|
—
|
|
|
33,632
|
|
|
$
|
5,657,829
|
|
$
|
6,073,819
|
|
Liabilities and Shareholders' Equity
|
|
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
|
|
Accounts payable and accrued
liabilities..............................
|
|
$
|
62,157
|
|
$
|
76,386
|
|
Current portion of deferred
revenue.....................................
|
|
|
28,179
|
|
|
22,199
|
|
Current portion of long-term
debt...........................................
|
|
|
314,817
|
|
|
285,783
|
|
Current portion of long-term obligations under capital lease..
|
|
|
27,824
|
|
|
22,702
|
|
Current portion of other long-term
liabilities............................
|
|
|
21,115
|
|
|
15,471
|
|
Fair value of financial
instruments..........................................
|
|
|
30,752
|
|
|
1,260
|
|
|
|
484,844
|
|
|
423,801
|
|
|
|
|
|
|
|
|
Deferred
revenue........................................................................
|
|
|
1,528
|
|
|
2,730
|
|
Long-term
debt............................................................................
|
|
|
2,569,697
|
|
|
3,072,058
|
|
Long-term obligations under capital
lease...................................
|
|
|
459,395
|
|
|
314,078
|
|
Other long-term
liabilities..............................................................
|
|
|
195,104
|
|
|
148,083
|
|
Fair value of financial
instruments...............................................
|
|
|
200,012
|
|
|
336,886
|
|
|
|
3,910,580
|
|
|
4,297,636
|
|
|
|
|
|
|
|
|
Shareholders' equity:
|
|
|
|
|
|
|
|
Share
capital.........................................................................
|
|
|
1,385
|
|
|
1,223
|
|
Treasury
shares...................................................................
|
|
|
(367)
|
|
|
(356)
|
|
Additional paid in
capital........................................................
|
|
|
2,580,274
|
|
|
2,266,661
|
|
Deficit....................................................................................
|
|
|
(807,496)
|
|
|
(460,425)
|
|
Accumulated other comprehensive loss..............................
|
|
|
(26,547)
|
|
|
(30,920)
|
|
|
|
1,747,249
|
|
|
1,776,183
|
|
|
$
|
5,657,829
|
|
$
|
6,073,819
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SEASPAN CORPORATION
|
|
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS AND DEFICIT
FOR THE QUARTER AND YEAR ENDED DECEMBER 31, 2016 AND 2015
|
|
(IN THOUSANDS OF US DOLLARS, EXCEPT SHARE AND PER SHARE
AMOUNTS)
|
|
|
|
|
|
|
|
Quarter Ended
December 31,
|
|
Year Ended
December 31,
|
|
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue....................................................................
|
|
$
|
213,193
|
|
$
|
218,464
|
|
$
|
877,905
|
|
$
|
819,024
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ship operating....................................................
|
|
|
46,897
|
|
|
50,541
|
|
|
192,327
|
|
|
193,836
|
|
Cost of services, supervision fees...................
|
|
|
(410)
|
|
|
650
|
|
|
7,390
|
|
|
1,950
|
|
Depreciation and amortization............................
|
|
|
50,045
|
|
|
54,384
|
|
|
216,098
|
|
|
204,862
|
|
General and administrative.................................
|
|
|
7,167
|
|
|
7,197
|
|
|
32,118
|
|
|
27,338
|
|
Operating
leases.................................................
|
|
|
26,580
|
|
|
14,381
|
|
|
85,910
|
|
|
40,270
|
|
Loss on disposals...............................................
|
|
|
15,389
|
|
—
|
|
|
31,876
|
|
—
|
|
Expenses related to customer bankruptcy..........
|
|
|
849
|
|
—
|
|
|
19,732
|
|
—
|
|
Vessel impairments..............................................
|
|
|
82,420
|
|
—
|
|
|
285,195
|
|
—
|
|
|
|
228,937
|
|
|
127,153
|
|
|
870,646
|
|
|
468,256
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating earnings
(loss)...........................................
|
|
|
(15,744)
|
|
|
91,311
|
|
|
7,259
|
|
|
350,768
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other expenses (income):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense and amortization of deferred
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
financing
fees......................................................
|
|
|
29,692
|
|
|
26,486
|
|
|
119,882
|
|
|
108,693
|
|
Interest
income.......................................................
|
|
|
(1,379)
|
|
|
(2,756)
|
|
|
(8,455)
|
|
|
(11,026)
|
|
Undrawn credit facility fees...................................
|
|
|
710
|
|
|
635
|
|
|
2,673
|
|
|
3,100
|
|
Refinancing expenses............................................
|
|
|
—
|
|
|
1,850
|
|
|
1,962
|
|
|
5,770
|
|
Change in fair value of financial instruments.........
|
|
|
(45,963)
|
|
|
(10,053)
|
|
|
29,118
|
|
|
54,576
|
|
Equity income on investment...................................
|
|
|
(782)
|
|
|
(2,090)
|
|
|
(188)
|
|
|
(5,107)
|
|
Other expense (income).........................................
|
|
|
536
|
|
|
1,027
|
|
|
1,306
|
|
|
(4,629)
|
|
|
|
(17,186)
|
|
|
15,099
|
|
|
146,298
|
|
|
151,377
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings
(loss)...................................................
|
|
$
|
1,442
|
|
$
|
76,212
|
|
$
|
(139,039)
|
|
$
|
199,391
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deficit, beginning of
period...........................................
|
|
|
(753,785)
|
|
|
(484,561)
|
|
|
(460,425)
|
|
|
(459,161)
|
|
Dividends - common
shares.........................................
|
|
|
(39,628)
|
|
|
(37,269)
|
|
|
(152,915)
|
|
|
(144,553)
|
|
Dividends - preferred
shares.......................................
|
|
|
(15,106)
|
|
|
(13,350)
|
|
|
(53,630)
|
|
|
(53,655)
|
|
Amortization of Series C issuance costs......................
|
|
|
—
|
|
|
(342)
|
|
|
(116)
|
|
|
(1,310)
|
|
Other.............................................................................
|
|
|
(419)
|
|
|
(1,115)
|
|
|
(1,371)
|
|
|
(1,137)
|
|
Deficit, end of
period.....................................................
|
|
$
|
(807,496)
|
|
$
|
(460,425)
|
|
$
|
(807,496)
|
|
$
|
(460,425)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares, basic.................
|
|
|
106,164
|
|
|
99,835
|
|
|
102,869
|
|
|
99,217
|
|
Weighted average number of shares, diluted...............
|
|
|
106,164
|
|
|
99,906
|
|
|
102,869
|
|
|
99,278
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) per share, basic and diluted.................
|
|
$
|
(0.14)
|
|
$
|
0.63
|
|
$
|
(1.89)
|
|
$
|
1.46
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SEASPAN CORPORATION
|
|
UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(LOSS)
|
|
FOR THE QUARTER AND YEAR ENDED DECEMBER 31, 2016 AND 2015
|
|
(IN THOUSANDS OF US DOLLARS)
|
|
|
|
|
|
|
|
Quarter Ended
December 31,
|
|
Year Ended
December 31,
|
|
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings
(loss)..................................................
|
|
$
|
1,442
|
|
$
|
76,212
|
|
$
|
(139,039)
|
|
$
|
199,391
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts reclassified to net earnings (loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
during the year relating to cash
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
flow hedging instruments...................................
|
|
|
851
|
|
|
1,077
|
|
|
4,373
|
|
|
4,397
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income (loss)...........................
|
|
$
|
2,293
|
|
$
|
77,289
|
|
$
|
(134,666)
|
|
$
|
203,788
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SEASPAN CORPORATION
|
|
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
FOR THE QUARTER AND YEAR ENDED DECEMBER 31, 2016 AND 2015
|
|
(IN THOUSANDS OF US DOLLARS)
|
|
|
|
Quarter Ended
December 31,
|
|
Year Ended
December 31,
|
|
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
|
Cash from (used in):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings
(loss)..............................................................
|
|
$
|
1,442
|
|
$
|
76,212
|
|
$
|
(139,039)
|
|
$
|
199,391
|
|
|
Items not involving cash:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization.......................................
|
|
|
50,045
|
|
|
54,384
|
|
|
216,098
|
|
|
204,862
|
|
|
|
Share-based
compensation............................................
|
|
|
1,974
|
|
|
1,567
|
|
|
6,378
|
|
|
4,528
|
|
|
|
Amortization of deferred financing fees........................
|
|
|
4,430
|
|
|
1,295
|
|
|
14,181
|
|
|
11,685
|
|
|
|
Amounts reclassified from other comprehensive loss
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
to interest
expense...................................................
|
|
|
646
|
|
|
816
|
|
|
3,407
|
|
|
3,319
|
|
|
|
Unrealized change in fair value of financial
instruments...............................................................
|
|
|
(63,427)
|
|
|
(34,862)
|
|
|
(53,998)
|
|
|
(53,252)
|
|
|
|
Equity income on
investment........................................
|
|
|
(782)
|
|
|
(2,090)
|
|
|
(188)
|
|
|
(5,107)
|
|
|
|
Refinancing
expenses....................................................
|
|
|
—
|
|
|
1,228
|
|
|
1,677
|
|
|
5,148
|
|
|
|
Operating
leases............................................................
|
|
|
(5,215)
|
|
|
(3,709)
|
|
|
(19,003)
|
|
|
(9,795)
|
|
|
|
Vessel
impairments.......................................................
|
|
|
82,420
|
|
|
—
|
|
|
285,195
|
|
|
—
|
|
|
|
Expenses related to customer bankruptcy.....................
|
|
|
—
|
|
|
—
|
|
|
18,883
|
|
|
—
|
|
|
|
Loss on
disposals.........................................................
|
|
|
15,389
|
|
|
—
|
|
|
31,876
|
|
|
—
|
|
|
|
Other
income.................................................................
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,600)
|
|
|
|
Other.............................................................................
|
|
|
(17)
|
|
|
1,614
|
|
|
34
|
|
|
7,759
|
|
|
Changes in assets and
liabilities.................................................
|
|
|
(8,320)
|
|
|
181
|
|
|
(54,414)
|
|
|
(26,066)
|
|
|
Cash from operating
activities...................................................
|
|
|
78,585
|
|
|
96,636
|
|
|
311,087
|
|
|
335,872
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred shares issued, net of issuance costs...............
|
|
|
(98)
|
|
|
—
|
|
|
541,694
|
|
|
—
|
|
|
|
Common shares issued, net of issuance costs...............
|
|
|
—
|
|
|
—
|
|
|
95,978
|
|
|
—
|
|
|
|
Draws on credit
facilities...............................................
|
|
|
—
|
|
|
196,250
|
|
|
220,485
|
|
|
534,325
|
|
|
|
Repayment of credit
facilities........................................
|
|
|
(201,031)
|
|
|
(156,349)
|
|
|
(704,291)
|
|
|
(607,174)
|
|
|
|
Draws on long-term obligations under capital lease.......
|
|
|
—
|
|
|
—
|
|
|
180,750
|
|
|
150,000
|
|
|
|
Repayment of long-term obligations under capital lease
|
|
|
(6,325)
|
|
|
(5,968)
|
|
|
(24,733)
|
|
|
(21,691)
|
|
|
|
Common shares repurchased, including related expenses
|
|
|
—
|
|
|
(13,885)
|
|
|
(8,269)
|
|
|
(13,885)
|
|
|
|
Preferred shares redeemed, including related expenses.
|
|
|
—
|
|
|
—
|
|
|
(333,074)
|
|
|
—
|
|
|
|
Preferred shares repurchased, including related expenses
|
|
|
—
|
|
|
(11,283)
|
|
|
—
|
|
|
(12,303)
|
|
|
|
Financing
fees...............................................................
|
|
|
(424)
|
|
|
(2,374)
|
|
|
(12,992)
|
|
|
(17,399)
|
|
|
|
Dividends on common
shares.......................................
|
|
|
(39,209)
|
|
|
(36,158)
|
|
|
(148,556)
|
|
|
(105,691)
|
|
|
|
Dividends on preferred
shares......................................
|
|
|
(15,561)
|
|
|
(13,350)
|
|
|
(54,085)
|
|
|
(53,655)
|
|
|
|
Proceeds from sale-leaseback of vessels.......................
|
|
|
—
|
|
|
144,000
|
|
|
354,000
|
|
|
542,000
|
|
|
Cash from (used in) financing
activities....................................
|
|
|
(262,648)
|
|
|
100,883
|
|
|
106,907
|
|
|
394,527
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenditures for
vessels...............................................
|
|
|
(21,261)
|
|
|
(172,037)
|
|
|
(343,552)
|
|
|
(712,663)
|
|
|
|
Short-term
investments.................................................
|
|
|
1,930
|
|
|
71
|
|
|
3,004
|
|
|
(2,203)
|
|
|
|
Net proceeds from vessel disposals..............................
|
|
|
6,235
|
|
|
—
|
|
|
12,078
|
|
|
—
|
|
|
|
Proceeds from sale of leased
vessels.............................
|
|
|
20,000
|
|
|
—
|
|
|
20,000
|
|
|
—
|
|
|
|
Restricted
cash..............................................................
|
|
|
—
|
|
|
—
|
|
|
(201)
|
|
|
—
|
|
|
|
Loans to
affiliate...........................................................
|
|
|
(898)
|
|
|
(67,633)
|
|
|
(18,096)
|
|
|
(201,865)
|
|
|
|
Repayment of loans to
affiliate......................................
|
|
|
13,525
|
|
|
8,106
|
|
|
67,831
|
|
|
200,680
|
|
|
|
Other
assets...................................................................
|
|
|
(6,043)
|
|
|
(166)
|
|
|
(6,677)
|
|
|
(583)
|
|
|
Cash from (used in) investing
activities.....................................
|
|
|
13,488
|
|
|
(231,659)
|
|
|
(265,613)
|
|
|
(716,634)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase (decrease) in cash and cash
equivalents......................
|
|
|
(170,575)
|
|
|
(34,140)
|
|
|
152,381
|
|
|
13,765
|
|
|
Cash and cash equivalents, beginning of
period........................
|
|
|
538,476
|
|
|
249,660
|
|
|
215,520
|
|
|
201,755
|
|
|
Cash and cash equivalents, end of
year.....................................
|
|
$
|
367,901
|
|
$
|
215,520
|
|
$
|
367,901
|
|
$
|
215,520
|
|
SEASPAN CORPORATION
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
FOR THE QUARTER AND YEAR ENDED DECEMBER 31, 2016 AND 2015
( IN THOUSANDS OF US DOLLARS )
Description of Non-GAAP Financial Measures
A. Cash Available for Distribution to Common Shareholders
Cash available for distribution to common shareholders is defined as net earnings (loss) adjusted for depreciation and
amortization, interest expense and amortization of deferred financing fees, refinancing expenses, share-based compensation,
change in fair value of financial instruments, bareboat charter adjustment, gain on sales, loss on disposals, expenses related to
customer bankruptcy, adjustments to equity income on investment, vessel impairments, amortization of deferred gain, foreign
exchange gain, dry-dock reserve adjustment, cash dividends paid on preferred shares, interest expense at the hedged rate and
certain other items that Seaspan believes are not representative of its operating performance.
Cash available for distribution to common shareholders is a non-GAAP measure used to assist in evaluating Seaspan's ability to
make quarterly cash dividends before reserves for replacement capital expenditures. Cash available for distribution to common
shareholders is not defined by GAAP and should not be considered as an alternative to net earnings or any other indicator of
Seaspan's performance required to be reported by GAAP.
|
|
Quarter Ended
December 31,
|
|
Year Ended
December 31,
|
|
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings
(loss).......................................................................
|
|
$
|
1,442
|
|
$
|
76,212
|
|
$
|
(139,039)
|
|
$
|
199,391
|
|
Add:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and
amortization................................................
|
|
|
50,045
|
|
|
54,384
|
|
|
216,098
|
|
|
204,862
|
|
Interest expense and amortization of deferred financing
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
fees.....................................................................................
|
|
|
29,692
|
|
|
26,486
|
|
|
119,882
|
|
|
108,693
|
|
Refinancing
expenses.............................................................
|
|
|
—
|
|
|
1,228
|
|
|
1,677
|
|
|
5,148
|
|
Share-based
compensation.....................................................
|
|
|
1,974
|
|
|
1,567
|
|
|
6,378
|
|
|
4,528
|
|
Change in fair value of financial
instruments(1)......................
|
|
|
(46,120)
|
|
|
(10,460)
|
|
|
28,674
|
|
|
53,260
|
|
Bareboat charter adjustment,
net(2).........................................
|
|
|
1,774
|
|
|
4,761
|
|
|
16,353
|
|
|
18,454
|
|
Gain on
sales(3)......................................................................
|
|
|
—
|
|
|
32,795
|
|
|
52,235
|
|
|
117,482
|
|
Loss on
disposals(4)................................................................
|
|
|
15,389
|
|
|
—
|
|
|
31,876
|
|
|
—
|
|
Expenses related to customer
bankruptcy(5)............................
|
|
|
849
|
|
|
—
|
|
|
19,732
|
|
|
—
|
|
Adjustments to equity income on
investment(6).......................
|
|
|
—
|
|
|
—
|
|
|
5,880
|
|
|
—
|
|
Vessel
impairments(7)..............................................................
|
|
|
82,420
|
|
|
—
|
|
|
285,195
|
|
|
—
|
|
Less:
|
|
|
|
|
|
|
|
|
|
|
Amortization of deferred
gain(8).............................................
|
|
|
(4,860)
|
|
|
(3,709)
|
|
|
(18,064)
|
|
|
(9,795)
|
|
Foreign exchange
gain(9)........................................................
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,600)
|
|
Dry-dock reserve
adjustment.................................................
|
|
|
(5,601)
|
|
|
(7,334)
|
|
|
(22,963)
|
|
|
(19,655)
|
|
Cash dividends paid on preferred shares:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series
C..................................................................................
|
|
|
—
|
|
|
(8,054)
|
|
|
(19,665)
|
|
|
(32,396)
|
|
Series
D.................................................................................
|
|
|
(2,475)
|
|
|
(2,513)
|
|
|
(9,900)
|
|
|
(10,124)
|
|
Series
E..................................................................................
|
|
|
(2,769)
|
|
|
(2,783)
|
|
|
(11,077)
|
|
|
(11,135)
|
|
Series
F..................................................................................
|
|
|
(2,432)
|
|
|
—
|
|
|
(4,405)
|
|
|
—
|
|
Series
G.................................................................................
|
|
|
(3,997)
|
|
|
—
|
|
|
(5,150)
|
|
|
—
|
|
Series
H.................................................................................
|
|
|
(3,888)
|
|
|
—
|
|
|
(3,888)
|
|
|
—
|
|
Net cash flows before interest
payments......................................
|
|
|
111,443
|
|
|
162,580
|
|
|
549,829
|
|
|
622,113
|
|
Less:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense at the hedged
rate(10).....................................
|
|
|
(40,491)
|
|
|
(46,808)
|
|
|
(176,727)
|
|
|
(189,203)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash available for distribution to common shareholders......
|
|
$
|
70,952
|
|
$
|
115,772
|
|
$
|
373,102
|
|
$
|
432,910
|
SEASPAN CORPORATION
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
FOR THE QUARTER AND YEAR ENDED DECEMBER 31, 2016 AND 2015
( IN THOUSANDS OF US DOLLARS, EXCEPT PER SHARE DATA )
B. Normalized Net Earnings and Normalized Earnings per Share
Normalized net earnings is defined as net earnings (loss) adjusted for interest expense, excluding amortization of deferred
financing fees, refinancing expenses, loss on disposals, expenses related to customer bankruptcy, adjustments to equity income on
investment, vessel impairments, foreign exchange gain, change in fair value of financial instruments, interest expense at the
hedged rate, write-off of vessel equipment and certain other items Seaspan believes affect the comparability of operating
results. Normalized net earnings is a useful measure because it excludes those items that Seaspan believes are not representative
of its operating performance.
Normalized net earnings and normalized earnings per share are not defined by GAAP and should not be considered as an
alternative to net earnings, earnings per share or any other indicator of Seaspan's performance required to be reported by
GAAP.
|
|
Quarter Ended
December 31,
|
|
Year Ended
December 31,
|
|
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings
(loss)..........................................................................
|
|
$
|
1,442
|
|
$
|
76,212
|
|
$
|
(139,039)
|
|
$
|
199,391
|
|
Adjust:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense, excluding amortization of deferred
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
financing
fees........................................................................
|
|
|
25,262
|
|
|
25,191
|
|
|
105,701
|
|
|
97,008
|
|
Refinancing
expenses................................................................
|
|
|
—
|
|
|
1,850
|
|
|
1,962
|
|
|
5,770
|
|
Loss on
disposals(4)...................................................................
|
|
|
15,389
|
|
|
—
|
|
|
31,876
|
|
|
—
|
|
Expenses related to customer
bankruptcy(5)...............................
|
|
|
849
|
|
|
—
|
|
|
19,732
|
|
|
—
|
|
Adjustments to equity income on
investment(6).........................
|
|
|
—
|
|
|
—
|
|
|
5,880
|
|
|
—
|
|
Vessel
impairments(7)................................................................
|
|
|
82,420
|
|
|
—
|
|
|
285,195
|
|
|
—
|
|
Foreign exchange
gain(9).............................................................
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,600)
|
|
Change in fair value of financial
instruments(1)..........................
|
|
|
(46,120)
|
|
|
(10,460)
|
|
|
28,674
|
|
|
53,260
|
|
Interest expense at the hedged
rate(10)........................................
|
|
|
(40,491)
|
|
|
(46,808)
|
|
|
(176,727)
|
|
|
(189,203)
|
|
Write-off of vessel
equipment(11)...............................................
|
|
|
—
|
|
|
2,952
|
|
|
9,040
|
|
|
6,194
|
|
Normalized net
earnings................................................................
|
|
$
|
38,751
|
|
$
|
48,937
|
|
$
|
172,294
|
|
$
|
165,820
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less: preferred share dividends
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series C (including amortization of issuance
costs)..................
|
|
|
—
|
|
|
8,330
|
|
|
14,420
|
|
|
33,637
|
|
Series
D.....................................................................................
|
|
|
2,475
|
|
|
2,475
|
|
|
9,900
|
|
|
10,086
|
|
Series
E.....................................................................................
|
|
|
2,770
|
|
|
2,769
|
|
|
11,077
|
|
|
11,121
|
|
Series
F.....................................................................................
|
|
|
2,433
|
|
|
—
|
|
|
6,055
|
|
|
—
|
|
Series
G.....................................................................................
|
|
|
3,997
|
|
|
—
|
|
|
7,404
|
|
|
—
|
|
Series
H.....................................................................................
|
|
|
4,429
|
|
|
—
|
|
|
6,841
|
|
|
—
|
|
|
|
16,104
|
|
|
13,574
|
|
|
55,697
|
|
|
54,844
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Normalized net earnings attributable to common
|
|
|
|
|
|
|
|
|
|
|
|
|
|
shareholders..............................................................................
|
|
$
|
22,647
|
|
$
|
35,363
|
|
$
|
116,597
|
|
$
|
110,976
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares used to compute
|
|
|
|
|
|
|
|
|
|
|
|
|
|
earnings per share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reported,
basic......................................................................
|
|
|
106,164
|
|
|
99,835
|
|
|
102,869
|
|
|
99,217
|
|
|
Share-based
compensation.................................................
|
|
|
60
|
|
|
71
|
|
|
70
|
|
|
61
|
|
Reported and normalized,
diluted(12)....................................
|
|
|
106,224
|
|
|
99,906
|
|
|
102,939
|
|
|
99,278
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reported, basic and
diluted................................................
|
|
$
|
(0.14)
|
|
$
|
0.63
|
|
$
|
(1.89)
|
|
$
|
1.46
|
|
Normalized,
diluted(13)........................................................
|
|
$
|
0.21
|
|
$
|
0.35
|
|
$
|
1.13
|
|
$
|
1.12
|
SEASPAN CORPORATION
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
FOR THE QUARTER AND YEAR ENDED DECEMBER 31, 2016 AND 2015
( IN THOUSANDS OF US DOLLARS )
C. Adjusted EBITDA
Adjusted EBITDA is defined as net earnings (loss) adjusted for interest expense and amortization of deferred financing fees,
interest income, undrawn credit facility fees, depreciation and amortization, refinancing expenses, share-based compensation,
gain on sales, loss on disposals, expenses related to customer bankruptcy, adjustments to equity income on investment, vessel
impairments, amortization of deferred gain, foreign exchange gain, bareboat charter adjustment, change in fair value of financial
instruments and certain other items that Seaspan believes are not representative of its operating performance.
Adjusted EBITDA provides useful information to investors in assessing Seaspan's results of operations. Seaspan believes that
this measure is useful in assessing performance and highlighting trends on an overall basis. Seaspan also believes that this
measure can be useful in comparing its results with those of other companies, even though other companies may not calculate this
measure in the same way as Seaspan. The GAAP measure most directly comparable to Adjusted EBITDA is net earnings. Adjusted EBITDA
is not defined by GAAP and should not be considered as an alternative to net earnings or any other indicator of Seaspan's
performance required to be reported by GAAP.
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Quarter Ended
December 31,
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Year Ended
December 31,
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2016
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2015
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2016
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2015
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Net earnings
(loss)..........................................................................
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$
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1,442
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$
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76,212
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$
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(139,039)
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$
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199,391
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Adjust:
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Interest expense and amortization of deferred
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financing
fees........................................................................
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29,692
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26,486
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119,882
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108,693
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Interest
income..........................................................................
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(1,379)
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(2,756)
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(8,455)
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(11,026)
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Undrawn credit facility
fees.......................................................
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710
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635
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2,673
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3,100
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Depreciation and
amortization...................................................
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50,045
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54,384
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216,098
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204,862
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Refinancing
expenses................................................................
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—
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1,228
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1,677
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5,148
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Share-based
compensation........................................................
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1,974
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1,567
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6,378
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4,528
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Gain on
sales(3)..........................................................................
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—
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32,795
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52,235
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117,482
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Loss on
disposals(4)...................................................................
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15,389
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—
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31,876
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—
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Expenses related to customer
bankruptcy(5)...............................
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849
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—
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19,732
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—
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Adjustments to equity income on
investment(6).........................
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—
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—
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5,880
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—
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Vessel
impairments(7)................................................................
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82,420
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—
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285,195
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—
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Amortization of deferred
gain(8)................................................
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(4,860)
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(3,709)
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(18,064)
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(9,795)
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Foreign exchange
gain(9)...........................................................
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—
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—
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—
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(6,600)
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Bareboat charter adjustment,
net(2).............................................
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1,774
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4,761
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16,353
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18,454
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Change in fair value of financial
instruments(1).........................
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(46,120)
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(10,460)
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28,674
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53,260
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Adjusted
EBITDA........................................................................
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$
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131,936
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$
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181,143
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$
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621,095
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$
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687,497
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Notes to Non-GAAP Financial Measures
(1) Change in fair value of financial instruments includes realized and unrealized losses
(gains) on Seaspan's interest rate swaps, unrealized losses (gains) on Seaspan's foreign currency forward contracts and
unrealized losses (gains) on interest rate swaps included in equity income on investment.
(2) In the second half of 2011, Seaspan entered into agreements to bareboat charter four
4800 TEU vessels to MSC for a five-year term, beginning from vessel delivery dates that occurred in 2011. Upon delivery of the
vessels to MSC, the transactions were accounted for as sales-type leases. The vessels were disposed of and a gross investment in
lease was recorded, which is being amortized to income through revenue. The bareboat charter adjustment in the applicable
non-GAAP measures is included to reverse the GAAP accounting treatment and reflect the transaction as if the vessels had not been
disposed of. Therefore, the bareboat charter fees are added back and the interest income from leasing, which is recorded in
revenue, is deducted resulting in a net bareboat charter adjustment. During the fourth quarter of 2016, Seaspan sold these
vessels to MSC pursuant to the agreements entered into in 2011.
(3) For the year ended December 31, 2016, the gain on sales
relates to the proceeds received in excess of vessel cost upon the sale and leaseback transactions of two 10000 TEU vessels and
one 14000 TEU vessel. Under these transactions, Seaspan sold the vessels to the SPCs and is leasing the vessels back. For
accounting purposes, the gain is deferred and amortized as a reduction of operating lease expense over the term of the lease.
(4) The loss on disposals relates to the sale of two 4600 TEU vessels to a ship recycler for
total net sale proceeds of approximately $12.1 million.
(5) Expenses related to customer bankruptcy primarily relates to reserves made on past due
accounts receivables from Hanjin. As of September 1, 2016, after Hanjin declared bankruptcy, no
revenue was recognized on the Hanjin charters.
(6) Adjustments to equity income on investment excludes Seaspan's proportionate interest
in the impact of the sale of Greater China Intermodal investments LLC's ("GCI") two 4600 TEU vessels and the reserves for past
due accounts receivables relating to GCI's four 10000 TEU vessels previously chartered to Hanjin.
(7) During the quarter and year ended December 31, 2016,
Seaspan recognized non-cash vessel impairments of $82.4 million and $285.2
million, respectively, related to 16 vessels less than 5000 TEU in size which were held for use.
(8) As of December 31, 2016, ten vessels have been sold and
leased back by Seaspan. For GAAP accounting purposes, the gain on sales was deferred and is being amortized as a reduction of
operating lease expense over the term of the lease.
(9) Seaspan entered into contracts for the construction of five 14000 TEU newbuilding
containerships. The contracts included a foreign exchange adjustment to adjust the US dollar denominated purchase price of the
vessels. In connection with the allocation of two of the vessels to GCI, Seaspan recognized a foreign exchange gain of
$6.6 million which has been included in other income.
(10) Interest expense at the hedged rate is calculated as the interest incurred on
operating debt at the fixed rate on the related interest rate swaps plus the applicable margin on the related variable rate
credit facilities and leases, on an accrual basis. Interest expense on fixed rate borrowings is calculated using the effective
interest rate.
(11) Commencing in May 2015, Seaspan installed upgrades on
certain of its vessels to enhance fuel efficiency. As a result, Seaspan incurred non-cash write-offs related to the original
vessel equipment of $9.0 million for the year ended December 31,
2016. These write-offs are included in depreciation and amortization expense. The costs of the vessel upgrades are
recoverable from the charterer.
(12) Seaspan's convertible Series F preferred shares are not included in the computation
of diluted earnings per share because their effect is anti-dilutive for the period.
(13) The changes in normalized earnings per share for the quarter and year ended
December 31, 2016 are as detailed in the table below:
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Quarter Ended
December 31,
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Year Ended
December 31,
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Normalized earnings per share, diluted- December 31,
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$
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0.35
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$
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1.12
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2015......................................................................................................
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Excluding share count changes:
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Increase (decrease) in normalized earnings(a)
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(0.11)
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0.06
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Decrease from impact of preferred
shares............................
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(0.02)
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(0.01)
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Share count changes:
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Increase in diluted share count (from 99,906,535 shares to
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106,223,407 shares and from 99,277,756 to
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102,938,870 for the quarter and year ended,
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respectively)............................................................................
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(0.01)
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(0.04)
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Normalized earnings per share, diluted- December 31,
2016
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$
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0.21
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$
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1.13
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___________________________
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(a)
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The decrease in normalized earnings for the quarter ended December 31, 2016
is primarily due to a decrease in revenue of $5.3 million and an increase in operating lease expense of $12.2 million,
compared to the same period in 2015. The decrease to normalized earnings was offset by a decrease in interest at the
hedged rate of $6.3 million and ship operating expense of $3.6 million. Please read "Results for the Quarter and Year
Ended December 31, 2016" for a description of these changes.
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The increase in normalized earnings for the year ended December 31, 2016 is
primarily due to an increase in revenue of $58.9 million, a decrease in interest at the hedged rate of $12.5 million and
ship operating expense of $1.5 million, compared to the same period in 2015. These increases to normalized earnings were
partially offset by increases in operating lease expense of $45.6 million, depreciation and amortization expense of $8.4
million and general and administrative expense of $4.8 million, compared to the same period in 2015. Please read "Results
for the Quarter and Year Ended December 31, 2016" for a description of these changes.
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STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This release contains certain forward-looking statements (as such term is defined in Section 21E of the Securities Exchange
Act of 1934, as amended), which reflect management's current views with respect to certain future events and performance,
including, in particular, statements regarding: future operating results; time charters; ship operating expense; vessel
dry-docking schedules; future contracted revenues; Seaspan's access to capital and financial strength and flexibility; Seaspan's
ability to take advantage of opportunities in a challenging industry period; vessel deliveries and dividends, including the
amount and timing of payment thereof for 2017. Although these statements are based upon assumptions Seaspan believes to be
reasonable, they are subject to risks and uncertainties. These risks and uncertainties include, but are not limited to: the
availability to Seaspan of containership acquisition or construction opportunities; the availability and cost to Seaspan of
financing to pursue growth opportunities; the number of additional vessels managed by our manager, Seaspan Management Services
Limited, in the future; the availability of crew, number of off-hire days and dry-docking requirements, general market conditions
and shipping market trends, including chartering rates; increased operating expenses; the number of off-hire days; dry-docking
requirements; Seaspan's ability to borrow funds under its credit facilities and to obtain additional financing in the future;
Seaspan's future cash flows and its ability to make dividend and other payments; the time that it may take to construct new
ships; Seaspan's continued ability to enter into primarily long-term, fixed-rate time charters with customers; changes in
governmental rules and regulations or actions taken by regulatory authorities; the financial condition of shipyards, charterers,
customers, lenders, refund guarantors and other counterparties and their ability to perform their obligations under their
agreements with Seaspan; the potential for early termination of long-term contracts and Seaspan's potential inability to enter
into, renew or replace long-term contracts; conditions in the public capital markets and the price of Seaspan's shares; the
declaration of dividends and related payment dates by Seaspan's board of directors; and other factors detailed from time-to-time
in Seaspan's periodic reports and filings with the Securities and Exchange Commission, including Seaspan's Annual Report on Form
20-F for the year ended December 31, 2015. Seaspan expressly disclaims any obligation to
update or revise any of these forward-looking statements, whether because of future events, new information, a change in
Seaspan's views or expectations, or otherwise.
For Investor Relations Inquiries:
Mr. David Spivak
Chief Financial Officer
Seaspan Corporation
Tel. 604-638-2580
Mr. Michael Sieffert
Associate Director, Corporate Finance
Seaspan Corporation
Tel. 778-328-6490
For Media Inquiries:
Mr. Leon Berman
The IGB Group
Tel. 212-477-8438
SOURCE Seaspan Corporation
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