Odfjell SE Annual Report 2012

odfjell se
Note 6 Shareholders’ equity
Reserve of
unrealized
profit
Cash flow
hedge
reserve
Availablefor-sale
reserve
(USD 1 000)
Share
capital
Treasury
shares
Share
premium
Other
equity
Total
equity
Shareholders’ equity as per 1 December 2011 29 425 (2 616) 53 504 54 790 (8 535) 194 532 126 658 887
Comprehensive income – – – – ( 592) (963) (26 139) (27 694)
Approved dividend – – – – – – (13 997) (13 997)
Shareholders’ equity as per 31 December 2011 29 425 (2 616) 53 504 54 790 (9 127) (769) 491 990 617 197
Comprehensive income – – – – 3 660 1 255 203 303 208 218
Treasury share repurchases – (170) – – – – (1 649) (1 818)
Sale of treasury shares – 2 785 – – – – 30 244 33 029
Shareholders’ equity as per 31 December 2012 29 425 – 53 504 54 790 (5 467) 486 723 888 856 626
Note 7 Non-current assets
(USD 1 000) Cost 1.1.2012 Investment Sale book value
Accumulated
depreciation
prior years
Depreciation
this year
Book value
31.12.2012
Land 408 – – – – 408
Office building 22 964 456 – (9 576) (1 295) 12 549
Total 23 373 456 – (9 576) (1 295) 12 958
Depreciation periods: Office building: 50 years. Land is not depreciated.
Note 8 Related parties
In the normal course of the conduct of its business, Odfjell enters into a number of transactions with related parties.
AS Rederiet Odfjell, where Laurence Ward Odfjell is Executive Chairman of the Board, rent office premises from Odfjell SE (through Odfjell
Management AS) in Bergen, for which Odfjell received USD 0.1 million in 2012. The Company considers the above arrangements to be on
commercially reasonable market terms and there were no outstanding balances as per 31 December 2012.
Odfjell SE does also have several financial transactions with Group companies, all considered to be at commercial reasonable market terms,
see note 11, 13 and 14.
Note 9 Commitments and contingencies
Commitments
On 5 February 2013 Odfjell SE bought 5,891,166 Odfjell A shares and 2,322,482 Odfjell B shares held by DNB under a Total Return Swap
Agreement entered into on 1 October 2012.
Capital Expenditures
No material future commitments related to capital expenditure.
Contingencies
The Company maintains insurance coverage for its activities consistent with industry practice.
Note 10 subsequent event
Odfjell SE has entered into a letter of intent to expand its existing joint venture with Lindsay Goldberg LLC to include substantially all of Odfjell’s
tank terminal business. In the proposed transaction is intended that Lindsay Goldberg LLC will acquire 49% interest in these terminals. The
completed date for the transaction is expected to be early in 2013.
As a part of internal restructuring of Odfjell SE, the Board of Odfjell SE has agreed a plan for demerger and merger where the purpose is
to concentrate the ownership of tank terminals in a joint holding company under Odfjell SE. In connection with this process it is proposed
that Odfjell SE is demerged through transferring its shareholding in Oiltanking Odfjell Terminal Singapore Pte Ltd to the company Odfjell
Newco AS, who at the same time will merger with Odfjell Terminals SE. A consequence of this, the ownership of Odfjell Oiltanking Terminal
Singapore Pte Ltd shifts from Odfjell SE and down in the corporate structure, to Odfjell Terminals SE. This will provide a more strategic and
operational optimal structure for the Group. The transaction was approved by the Register of Company Accounts in February 2013.
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odfjell annual report 2012