ULTRAPETROL (BAHAMAS) LIMITED
|
||||
(registrant)
|
||||
|
|
By:
|
/s/ Leonard J. Hoskinson
|
|
|
|
Name:
|
Leonard J. Hoskinson
|
|
|
|
Title:
|
Chief Financial Officer
|
|
●
|
On December 12, 2012, we announced the closing of the Investment Agreement entered into on November 13, 2012, with Sparrow Capital Investments Ltd. ("Sparrow"). Pursuant to the Investment Agreement, we sold 110,000,000 shares of newly issued common stock to Sparrow at a purchase price of $2.00 per share and received proceeds of $220.0 million from the transaction;
|
|
●
|
Recorded full year 2012 revenues of $313.2 million;
|
|
●
|
Recorded adjusted consolidated EBITDA before financial income and other financial expense is $34.1 million for 2012; 1 which includes adjusted EBITDA of $3.8 million from our River Business segment, adjusted EBITDA of $27.7 million from our Offshore Supply Business segment, and adjusted EBITDA of $2.7 million from our Ocean Business segment. After including $(2.1) million from financial income and other financial expense (mainly attributable to foreign currency exchange variance), our adjusted consolidated EBITDA for 2012 was $32.0 million;
|
|
●
|
Total adjusted net loss and adjusted net loss per share of $(46.0) million and $(1.30), respectively, in 2012, which excludes the effect of a non-cash loss of $(16.0) million corresponding to an impairment charge of our ocean tanker Amadeo, a $1.4 million gain for deferred taxes on an unrealized foreign currency exchange loss on U.S. dollar-denominated debt of our Brazilian subsidiary in our Offshore Supply Business and a $(0.9) million non-cash loss of expenses from our DVB/Natixis loan facility related to its partial extinguishment; and includes a $2.1 million gain related to the sale of fourteen dry barges which were subsequently leased back to the Company (for accounting purposes such gain will deferred over the term of the lease up to the present value of the lease payments). 2 Before including any of these effects, the net loss and net loss per share are $(63.7) million and $(1.80) per share, respectively;
|
|
●
|
FY 2012 Adjusted EBITDA for our Offshore Supply Business segment increased 39% to $27.7 million as compared to $19.9 million in the same period of 2011;
|
|
●
|
During the fourth quarter of 2012, we entered into a barge building contract whereby we agreed to build and sell from our Punta Alvear yard 13 newbuilt jumbo dry barges to a third party with deliveries between March and June 2013;
|
|
●
|
During the fourth quarter of 2012, we entered into a Transshipment Services Agreement with a non-related third party to provide storage and transshipment services of cargo from river barges to ocean export vessels through one of our ocean going barges. Under such Agreement, the Company agreed to transship approximately 800,000 metric tons per year until June 1, 2016;
|
|
●
|
During the fourth quarter of 2012, we entered into a barge building contract whereby we agreed to build and sell from our Punta Alvear yard two newbuilt jumbo dry uncovered barges to a third party;
|
|
●
|
During the fourth quarter of 2012, we delivered from our barge building facility a total of 15 barges related to the barge building contracts entered into with third parties; and
|
1
|
For a reconciliation of non-GAAP measures, please see the tables included under the supplemental information section of this release.
|
2
|
For a detailed explanation of these adjustments and other adjustments elsewhere in this release, see "Overview of Financial Results" and the tables included under the Supplemental Information section of this release.
|
|
●
|
On January 23, 2013, we repurchased $80.0 million of our outstanding Convertible Senior Notes in accordance with the provisions of the indenture governing the Convertible Senior Notes. The Convertible Senior Notes were repurchased at par plus accrued and unpaid interest to, but excluding, the date of repurchase, for a total price of $1,001.61 per $1,000.00 principal amount of Convertible Senior Notes. No Convertible Senior Notes remain outstanding.
|
|
|
|
||||||||||||||||||
|
|
|
|
|
Year Ended December 31,
|
|
|
|
|
|||||||||||
|
|
2012
|
|
|
2011
|
|
|
2010
|
|
|
2009
|
|
|
2008
|
|
|||||
|
|
|
|
|
(Dollars in thousands)
|
|
|
|
|
|||||||||||
Statement of Operations Data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Revenues
|
|
$
|
313,169
|
|
|
$
|
304,482
|
|
|
$
|
230,445
|
|
|
$
|
220,529
|
|
|
$
|
303,575
|
|
Operating and manufacturing expenses (1)
|
|
|
(254,427)
|
|
|
|
(224,607)
|
|
|
|
(150,922)
|
|
|
|
(140,607)
|
|
|
|
(164,476)
|
|
Depreciation and amortization
|
|
|
(43,852)
|
|
|
|
(39,144)
|
|
|
|
(34,371)
|
|
|
|
(41,752)
|
|
|
|
(38,620)
|
|
Loss on write-down of vessels
|
|
|
(16,000)
|
|
|
|
--
|
|
|
|
--
|
|
|
|
(25,000)
|
|
|
|
--
|
|
Administrative and commercial expenses
|
|
|
(32,385)
|
|
|
|
(29,604)
|
|
|
|
(27,051)
|
|
|
|
(25,065)
|
|
|
|
(24,396)
|
|
Other operating income, net
|
|
|
8,376
|
|
|
|
8,257
|
|
|
|
617
|
|
|
|
2,844
|
|
|
|
6,513
|
|
Operating (loss) profit
|
|
|
(25,119)
|
|
|
|
19,384
|
|
|
|
18,718
|
|
|
|
(9,051)
|
|
|
|
82,596
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial expense and foreign currency (losses) gains, net
|
|
|
(37,844)
|
|
|
|
(37,978)
|
|
|
|
(26,417)
|
|
|
|
(23,237)
|
|
|
|
(30,542)
|
|
Financial loss on extinguishment of debt
|
|
|
(940)
|
|
|
|
--
|
|
|
|
--
|
|
|
|
--
|
|
|
|
--
|
|
Financial income
|
|
|
6
|
|
|
|
332
|
|
|
|
399
|
|
|
|
340
|
|
|
|
1,156
|
|
(Loss) gains on derivatives, net
|
|
|
--
|
|
|
|
(16)
|
|
|
|
10,474
|
|
|
|
241
|
|
|
|
8,816
|
|
Investments in affiliates
|
|
|
(1,175)
|
|
|
|
(1,073)
|
|
|
|
(341)
|
|
|
|
(28)
|
|
|
|
(442)
|
|
Other, net
|
|
|
(661)
|
|
|
|
(621)
|
|
|
|
(875)
|
|
|
|
(707)
|
|
|
|
(558)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) Income before income taxes
|
|
|
(65,733)
|
|
|
|
(19,972)
|
|
|
|
1,958
|
|
|
|
(32,442)
|
|
|
|
61,026
|
|
Income taxes benefit (expense)
|
|
|
2,969
|
|
|
|
1,737
|
|
|
|
(6,363)
|
|
|
|
(5,355)
|
|
|
|
4,173
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) Income from continuing operations
|
|
$
|
(62,764)
|
|
|
$
|
(18,235)
|
|
|
$
|
(4,405)
|
|
|
$
|
(37,797)
|
|
|
$
|
65,199
|
|
(Loss) from discontinued operations (2)
|
|
$
|
--
|
|
|
$
|
--
|
|
|
$
|
(515)
|
|
|
$
|
(2,131)
|
|
|
$
|
(16,448)
|
|
Net (Loss) Income
|
|
$
|
(62,764)
|
|
|
$
|
(18,235)
|
|
|
$
|
(4,920)
|
|
|
$
|
(39,928)
|
|
|
$
|
48,751
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income (loss) attributable to non-controlling interest
|
|
|
893
|
|
|
|
570
|
|
|
|
451
|
|
|
|
(90)
|
|
|
|
1,228
|
|
|
|
|
Year Ended December 31,
|
|||||||||||||||||
|
|
|
2012
|
|
|
|
2011
|
|
|
|
2010
|
|
|
|
2009
|
|
|
|
2008
|
|
|
|
|
(Dollars in thousands)
|
|||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (Loss) Income attributable to Ultrapetrol (Bahamas) Limited
|
|
|
(63,657)
|
|
|
|
(18,805)
|
|
|
|
(5,371)
|
|
|
|
(39,838)
|
|
|
|
47,523
|
|
Amounts attributable to Ultrapetrol (Bahamas) Limited:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) Income from continuing operations
|
|
|
(63,657)
|
|
|
|
(18,805)
|
|
|
|
(4,856)
|
|
|
|
(37,707)
|
|
|
|
63,971
|
|
(Loss) from discontinued operations
|
|
|
--
|
|
|
|
--
|
|
|
|
(515)
|
|
|
|
(2,131)
|
|
|
|
(16,448)
|
|
Net (loss) income attributable to Ultrapetrol (Bahamas) Limited
|
|
|
(63,657)
|
|
|
|
(18,805)
|
|
|
|
(5,371)
|
|
|
|
(39,838)
|
|
|
|
47,523
|
|
Basic and diluted (loss) income per share of Ultrapetrol (Bahamas) Limited:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
From continuing operations
|
|
$
|
(1.80)
|
|
|
$
|
(0.64)
|
|
|
$
|
(0.16)
|
|
|
$
|
(1.28)
|
|
|
$
|
1.99
|
|
From discontinued operations
|
|
$
|
--
|
|
|
$
|
--
|
|
|
$
|
(0.02)
|
|
|
$
|
(0.07)
|
|
|
$
|
(0.51)
|
|
|
|
$
|
(1.80)
|
|
|
$
|
(0.64)
|
|
|
$
|
(0.18)
|
|
|
$
|
(1.35)
|
|
|
$
|
1.48
|
|
Basic weighted average number of shares
|
|
|
35,382,913
|
|
|
|
29,547,365
|
|
|
|
29,525,025
|
|
|
|
29,426,429
|
|
|
|
32,114,199
|
|
Diluted weighted average number of shares
|
|
|
35,382,913
|
|
|
|
29,547,365
|
|
|
|
29,525,025
|
|
|
|
29,426,429
|
|
|
|
32,213,741
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance Sheet Data (end of period):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
222,215
|
|
|
$
|
34,096
|
|
|
$
|
105,570
|
|
|
$
|
53,201
|
|
|
$
|
105,859
|
|
Restricted cash - current
|
|
|
5,968
|
|
|
|
6,819
|
|
|
|
1,661
|
|
|
|
1,658
|
|
|
|
2,478
|
|
Working capital (3)
|
|
|
108,245
|
|
|
|
32,245
|
|
|
|
98,318
|
|
|
|
68,352
|
|
|
|
135,746
|
|
Vessels and equipment, net
|
|
|
647,519
|
|
|
|
671,445
|
|
|
|
612,696
|
|
|
|
571,478
|
|
|
|
552,683
|
|
Total assets
|
|
|
1,010,318
|
|
|
|
830,287
|
|
|
|
823,797
|
|
|
|
732,934
|
|
|
|
825,059
|
|
Total debt (4)
|
|
|
522,410
|
|
|
|
517,762
|
|
|
|
501,657
|
|
|
|
407,539
|
|
|
|
415,507
|
|
Common Stock
|
|
|
1,443
|
|
|
|
339
|
|
|
|
338
|
|
|
|
338
|
|
|
|
334
|
|
Number of shares outstanding
|
|
|
140,419,487
|
|
|
|
30,011,628
|
|
|
|
29,943,653
|
|
|
|
29,943,653
|
|
|
|
29,519,936
|
|
Ultrapetrol (Bahamas) Limited stockholders' equity
|
|
|
399,751
|
|
|
|
244,297
|
|
|
|
263,463
|
|
|
|
283,703
|
|
|
|
371,889
|
|
Non-controlling interest
|
|
|
6,748
|
|
|
|
5,874
|
|
|
|
5,331
|
|
|
|
4,880
|
|
|
|
4,970
|
|
Total equity
|
|
|
406,499
|
|
|
|
250,171
|
|
|
|
268,794
|
|
|
|
288,583
|
|
|
|
376,859
|
|
Statement of Cash Flow Data:
|
||||||||||||||||||||
Total cash flows (used in) provided by operating activities
|
|
(3,935)
|
|
14,757
|
|
18,894
|
|
38,716
|
|
71,257
|
||||||||||
Total cash flows (used in) investing activities
|
|
(32,513)
|
|
(97,863)
|
|
(54,139)
|
|
(83,598)
|
|
(87,991)
|
||||||||||
Total cash flows provided by (used in) financing activities
|
|
224,567
|
|
11,632
|
|
87,614
|
|
(7,776)
|
|
58,331
|
||||||||||
Consolidated EBITDA as defined in the Notes due 2014 (5)
|
$
|
32,045
|
$
|
54,028
|
$
|
39,296
|
$
|
56,445
|
$
|
116,859
|
||||||||||
Adjusted Consolidated EBITDA (5)
|
$
|
32,045
|
$
|
54,028
|
$
|
61,293
|
$
|
57,129
|
$
|
116,859
|
(1)
|
Operating and manufacturing expenses are voyage expenses and running costs. Voyage expenses, which are incurred when a vessel is operating under a contract of affreightment (as well as any time when they are not operating under time or bareboat charter), comprise all costs relating to a given voyage, including port charges, canal dues and fuel (bunkers) costs, are paid by the vessel owner and are recorded as voyage expenses. Voyage expenses also include charter hire payments made by us to owners of vessels that we have chartered in. Manufacturing expenses, which are incurred when a constructed river barge is sold, is comprised of steel cost, which is the largest component of our raw materials and the cost of labor. Running costs, or vessel operating expenses, include the cost of all vessel management, crewing, repairs and maintenance, spares and stores, insurance premiums, lubricants and certain drydocking costs.
|
|
|
(2)
|
Net of income tax effect.
|
|
|
(3)
|
Current assets less current liabilities.
|
|
|
(4)
|
Includes accrued interest.
|
|
|
(5)
|
The following table reconciles our EBITDA as defined in the Notes due 2014 and Adjusted Consolidated EBITDA to our cash flows from operating activities:
|
|
|
|
|
|
Year Ended December 31,
|
|
|
|
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
2012
|
|
|
2011
|
|
|
2010
|
|
|
2009
|
|
|
2008
|
|
|||||
|
|
|
|
|
(Dollars in thousands)
|
|
|
|
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Net cash (used in) provided by operating activities from
continuing operations
|
|
$
|
(3,935)
|
|
|
$
|
14,772
|
|
|
$
|
20,844
|
|
|
$
|
38,679
|
|
|
$
|
79,902
|
|
Net cash (used in) provided by operating activities from discontinued operations
|
|
|
--
|
|
|
|
(15)
|
|
|
|
(1,950)
|
|
|
|
37
|
|
|
|
(8,645)
|
|
Total cash flows from operating activities
|
|
|
(3,935)
|
|
|
|
14,757
|
|
|
|
18,894
|
|
|
|
38,716
|
|
|
|
71,257
|
|
Plus
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments from continuing operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase / Decrease in operating assets and liabilities
|
|
|
(2,391)
|
|
|
|
7,748
|
|
|
|
(6,974)
|
|
|
|
(14,052)
|
|
|
|
15,415
|
|
Expenditure for drydocking
|
|
|
5,978
|
|
|
|
3,478
|
|
|
|
8,204
|
|
|
|
5,242
|
|
|
|
3,105
|
|
Income taxes (benefit) expense
|
|
|
(2,969)
|
|
|
|
(1,737)
|
|
|
|
6,363
|
|
|
|
5,355
|
|
|
|
(4,173)
|
|
Financial expenses
|
|
|
35,793
|
|
|
|
35,426
|
|
|
|
25,925
|
|
|
|
24,248
|
|
|
|
25,128
|
|
(Losses) Gains on derivatives, net
|
|
|
--
|
|
|
|
(16)
|
|
|
|
10,474
|
|
|
|
241
|
|
|
|
8,816
|
|
Gain on disposal of assets
|
|
|
3,564
|
|
|
|
--
|
|
|
|
724
|
|
|
|
1,415
|
|
|
|
--
|
|
Contribution from sale and lease back
|
|
|
2,086
|
|
|
|
--
|
|
|
|
--
|
|
|
|
--
|
|
|
|
--
|
|
Allowance for doubtful accounts
|
|
|
(1,266)
|
|
|
|
(598)
|
|
|
|
(359)
|
|
|
|
21
|
|
|
|
(184)
|
|
Adjustment attributable to UP Offshore declassification (1)
|
|
|
--
|
|
|
|
--
|
|
|
|
(21,997)
|
|
|
|
(684)
|
|
|
|
--
|
|
Net loss (income) attributable to non-controlling interest
|
|
|
(893)
|
|
|
|
(570)
|
|
|
|
(451)
|
|
|
|
90
|
|
|
|
(1,228)
|
|
Other adjustments
|
|
|
(3,922)
|
|
|
|
(4,475)
|
|
|
|
(2,947)
|
|
|
|
(2,591)
|
|
|
|
(3,235)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments from discontinued operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase / Decrease in operating assets and liabilities
|
|
|
--
|
|
|
|
15
|
|
|
|
1,435
|
|
|
|
(1,566)
|
|
|
|
1,457
|
|
Expenditure for drydocking
|
|
|
--
|
|
|
|
--
|
|
|
|
--
|
|
|
|
--
|
|
|
|
289
|
|
Other adjustments
|
|
|
--
|
|
|
|
--
|
|
|
|
5
|
|
|
|
10
|
|
|
|
212
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA as defined in the Notes due 2014 from continuing operations
|
|
$
|
32,045
|
|
|
$
|
54,028
|
|
|
$
|
39,806
|
|
|
$
|
57,964
|
|
|
$
|
123,546
|
|
EBITDA as defined in the Notes due 2014 from discontinued operations
|
|
$
|
--
|
|
|
$
|
--
|
|
|
$
|
(510)
|
|
|
$
|
(1,519)
|
|
|
$
|
(6,687)
|
|
Consolidated EBITDA as defined in the Notes due 2014
|
|
$
|
32,045
|
|
|
$
|
54,028
|
|
|
$
|
39,296
|
|
|
$
|
56,445
|
|
|
$
|
116,859
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Plus
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustment attributable to UP Offshore declassification (1)
|
|
$
|
--
|
|
|
$
|
--
|
|
|
$
|
21,997
|
|
|
$
|
684
|
|
|
$
|
--
|
|
Adjusted Consolidated EBITDA
|
|
$
|
32,045
|
|
|
$
|
54,028
|
|
|
$
|
61,293
|
|
|
$
|
57,129
|
|
|
$
|
116,859
|
|
(1)
|
As of September 30, 2009, our board of directors declassified UP Offshore Bahamas as a restricted subsidiary under the terms of the indenture governing the Notes due 2014. Subsequently, on December 3, 2010, UP Offshore Bahamas was reclassified as a restricted subsidiary under the terms of that indenture.
|
|
|
At December 31,
|
|
|||||
|
|
2012
|
|
|
2011
|
|
||
ASSETS
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
CURRENT ASSETS
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
Cash and cash equivalents
|
|
$
|
222,215
|
|
|
$
|
34,096
|
|
Restricted cash
|
|
|
5,968
|
|
|
|
6,819
|
|
Accounts receivable, net of allowance for doubtful accounts of $1,916 and $841
in 2012 and 2011, respectively
|
|
|
36,487
|
|
|
|
30,993
|
|
Operating supplies
|
|
|
13,638
|
|
|
|
4,520
|
|
Prepaid expenses
|
|
|
5,973
|
|
|
|
3,212
|
|
Other receivables
|
|
|
22,532
|
|
|
|
26,392
|
|
Other current assets
|
|
|
177
|
|
|
|
101
|
|
Total current assets
|
|
|
306,990
|
|
|
|
106,133
|
|
NONCURRENT ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other receivables
|
|
|
22,758
|
|
|
|
15,370
|
|
Restricted cash
|
|
|
1,464
|
|
|
|
1,483
|
|
Vessels and equipment, net
|
|
|
647,519
|
|
|
|
671,445
|
|
Dry dock
|
|
|
4,238
|
|
|
|
5,088
|
|
Investments in and receivables from affiliates
|
|
|
4,282
|
|
|
|
6,851
|
|
Intangible assets
|
|
|
801
|
|
|
|
976
|
|
Goodwill
|
|
|
5,015
|
|
|
|
5,015
|
|
Other assets
|
|
|
10,214
|
|
|
|
12,573
|
|
Deferred income tax assets
|
|
|
7,037
|
|
|
|
5,353
|
|
Total noncurrent assets
|
|
|
703,328
|
|
|
|
724,154
|
|
Total assets
|
|
$
|
1,010,318
|
|
|
$
|
830,287
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CURRENT LIABILITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable
|
|
$
|
32,450
|
|
|
$
|
32,824
|
|
Customer Advances
|
|
|
15,175
|
|
|
|
19
|
|
Payable to related parties
|
|
|
3,761
|
|
|
|
1,158
|
|
Accrued interest
|
|
|
4,858
|
|
|
|
4,769
|
|
Current portion of long-term financial debt
|
|
|
129,031
|
|
|
|
21,504
|
|
Other current liabilities
|
|
|
13,470
|
|
|
|
13,614
|
|
Total current liabilities
|
|
|
198,745
|
|
|
|
73,888
|
|
NONCURRENT LIABILITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Long-term financial debt
|
|
|
388,521
|
|
|
|
491,489
|
|
Deferred income tax liabilities
|
|
|
12,441
|
|
|
|
12,951
|
|
Other liabilities
|
|
|
2,026
|
|
|
|
1,788
|
|
Deferred gains
|
|
|
2,086
|
|
|
|
--
|
|
Total noncurrent liabilities
|
|
|
405,074
|
|
|
|
506,228
|
|
Total liabilities
|
|
|
603,819
|
|
|
|
580,116
|
|
|
|
|
|
|
|
|
|
|
EQUITY
|
|
|
|
|
|
|
|
|
Common stock, $0.01 par value: 250,000,000 authorized shares; 140,419,487 and 30,011,628 shares outstanding in 2012 and 2011, respectively
|
|
|
1,443
|
|
|
|
339
|
|
Additional paid-in capital
|
|
|
490,850
|
|
|
|
272,302
|
|
Treasury stock: 3,923,094 shares at cost
|
|
|
(19,488)
|
|
|
|
(19,488)
|
|
Retained earnings (deficit)
|
|
|
(70,476)
|
|
|
|
(6,819)
|
|
Accumulated other comprehensive income (loss)
|
|
|
(2,578)
|
|
|
|
(2,037)
|
|
Total Ultrapetrol (Bahamas) Limited stockholders' equity
|
|
|
399,751
|
|
|
|
244,297
|
|
|
|
|
|
|
|
|
|
|
Non-controlling interest
|
|
|
6,748
|
|
|
|
5,874
|
|
Total equity
|
|
|
406,499
|
|
|
|
250,171
|
|
Total liabilities and equity
|
|
$
|
1,010,318
|
|
|
$
|
830,287
|
|
|
|
For the years ended December 31,
|
|
|||||||||
|
|
2012
|
|
|
2011
|
|
|
2010
|
|
|||
CASH FLOWS FROM OPERATING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|||
Net loss
|
|
$
|
(62,764)
|
|
|
$
|
(18,235)
|
|
|
$
|
(4,920)
|
|
Adjustments to reconcile net loss to total cash flows (used in) provided by operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from discontinued operations
|
|
|
-
|
|
|
|
-
|
|
|
|
515
|
|
Depreciation of vessels and equipment
|
|
|
38,914
|
|
|
|
34,891
|
|
|
|
29,880
|
|
Amortization of dry docking
|
|
|
4,763
|
|
|
|
4,078
|
|
|
|
4,186
|
|
Expenditure for dry docking
|
|
|
(5,978)
|
|
|
|
(3,478)
|
|
|
|
(8,204)
|
|
(Loss) gains on derivatives, net
|
|
|
-
|
|
|
|
16
|
|
|
|
(10,474)
|
|
Debt issuance expense amortization
|
|
|
2,217
|
|
|
|
2,323
|
|
|
|
1,340
|
|
Financial loss on extinguishment of debt
|
|
|
940
|
|
|
|
--
|
|
|
|
--
|
|
Amortization of intangible assets
|
|
|
175
|
|
|
|
175
|
|
|
|
305
|
|
(Gain) on sale of vessels
|
|
|
(3,564)
|
|
|
|
-
|
|
|
|
(724)
|
|
Net losses from investments in affiliates
|
|
|
1,175
|
|
|
|
1,073
|
|
|
|
341
|
|
Allowance for doubtful accounts
|
|
|
1,266
|
|
|
|
598
|
|
|
|
359
|
|
Loss on write-down of vessels
|
|
|
16,000
|
|
|
|
-
|
|
|
|
-
|
|
Share - based compensation
|
|
|
530
|
|
|
|
1,079
|
|
|
|
1,266
|
|
Changes in assets and liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
(Increase) decrease in assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable
|
|
|
(6,760)
|
|
|
|
(6,916)
|
|
|
|
(8,632)
|
|
Other receivables, operating supplies and prepaid expenses
|
|
|
(13,599)
|
|
|
|
(12,302)
|
|
|
|
(2,827)
|
|
Other
|
|
|
3,109
|
|
|
|
(2,261)
|
|
|
|
1,369
|
|
Increase (decrease) in liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable and customer advances
|
|
|
18,515
|
|
|
|
10,324
|
|
|
|
10,661
|
|
Other payables
|
|
|
1,126
|
|
|
|
3,407
|
|
|
|
6,403
|
|
Net cash (used in) provided by operating activities from continuing operations
|
|
|
(3,935)
|
|
|
|
14,772
|
|
|
|
20,844
|
|
Net cash (used in) operating activities from discontinued operations
|
|
|
--
|
|
|
|
(15)
|
|
|
|
(1,950)
|
|
Total cash flows (used in) provided by operating activities
|
|
|
(3,935)
|
|
|
|
14,757
|
|
|
|
18,894
|
|
CASH FLOWS FROM INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchase of vessels and equipment (10,904 in 2012 for barges built, sold and leased-back)
|
|
|
(50,920)
|
|
|
|
(97,863)
|
|
|
|
(105,247)
|
|
Proceeds from disposals of vessels, net (13,020 in 2012 for barges sold and leased-back)
|
|
|
16,870
|
|
|
|
--
|
|
|
|
36,584
|
|
Other investing activities, net
|
|
|
1,537
|
|
|
|
--
|
|
|
|
12,574
|
|
Net cash (used in) investing activities from continuing operations
|
|
|
(32,513)
|
|
|
|
(97,863)
|
|
|
|
(56,089)
|
|
Net cash provided by investing activities from discontinued operations
|
|
|
--
|
|
|
|
--
|
|
|
|
1,950
|
|
Total cash flows (used in) investing activities
|
|
|
(32,513)
|
|
|
|
(97,863)
|
|
|
|
(54,139)
|
|
CASH FLOWS FROM FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
Scheduled repayments of long-term financial debt
|
|
|
(20,930)
|
|
|
|
(13,286)
|
|
|
|
(11,292)
|
|
Early repayment of long-term financial debt
|
|
|
(23,911)
|
|
|
|
--
|
|
|
|
--
|
|
Short-term credit facility borrowings
|
|
|
8,275
|
|
|
|
10,500
|
|
|
|
--
|
|
Short-term credit facility repayments
|
|
|
--
|
|
|
|
(25,500)
|
|
|
|
--
|
|
Proceeds from issuance of common stock, net of expenses
|
|
|
219,122
|
|
|
|
--
|
|
|
|
--
|
|
Proceeds from issuance of 7.25% Senior Convertible Notes, net of issuance costs
|
|
|
--
|
|
|
|
--
|
|
|
|
76,095
|
|
Proceeds from long-term financial debt
|
|
|
41,125
|
|
|
|
41,900
|
|
|
|
25,000
|
|
Other financial activities, net
|
|
|
886
|
|
|
|
(1,982)
|
|
|
|
(2,189)
|
|
Net cash provided by financing activities
|
|
|
224,567
|
|
|
|
11,632
|
|
|
|
87,614
|
|
Net increase (decrease) in cash and cash equivalents
|
|
|
188,119
|
|
|
|
(71,474)
|
|
|
|
52,369
|
|
Cash and cash equivalents at the beginning of year (including $289, $304
and $304 related to discontinued operations)
|
|
|
34,096
|
|
|
|
105,570
|
|
|
|
53,201
|
|
Cash and cash equivalents at the end of year (including $289, $289
and $304 related to discontinued operations)
|
|
$
|
222,215
|
|
|
$
|
34,096
|
|
|
$
|
105,570
|
|
|
|
Year ended
December 31,
|
|
|||||
($000's)
|
|
2012
|
|
|
2011
|
|
||
Total cash flows provided by operating activities
|
|
|
(3,935)
|
|
|
|
14,757
|
|
Total cash flows (used in) investing activities
|
|
|
(32,513)
|
|
|
|
(97,863)
|
|
Total cash flows (used in) from financing activities
|
|
|
224,567
|
|
|
|
11,632
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities from continuing operations
|
|
$
|
(3,935)
|
|
|
$
|
14,772
|
|
Net cash (used in) provided by operating activities from discontinued operations
|
|
$
|
--
|
|
|
$
|
(15)
|
|
Total cash flows from operating activities
|
|
$
|
(3,935)
|
|
|
$
|
14,757
|
|
|
|
|
|
|
|
|
|
|
Plus
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments from continuing operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase / Decrease in operating assets and liabilities
|
|
|
(2,391)
|
|
|
|
7,748
|
|
Expenditure for dry docking
|
|
|
5,978
|
|
|
|
3,478
|
|
Income Taxes
|
|
|
(2,969)
|
|
|
|
(1,737)
|
|
Financial Expenses
|
|
|
35,793
|
|
|
|
35,426
|
|
Gain on disposal of assets
|
|
|
3,564
|
|
|
|
--
|
|
Allowance for doubtful accounts
|
|
|
(1,266)
|
|
|
|
(598)
|
|
Net loss attributable to non-controlling interest
|
|
|
(893)
|
|
|
|
(570)
|
|
Gains on derivatives, net
|
|
|
--
|
|
|
|
(16)
|
|
Yard EBITDA from Touax sale
|
|
|
2,086
|
|
|
|
--
|
|
Other adjustments
|
|
|
(3,922)
|
|
|
|
(4,475)
|
|
|
|
|
|
|
|
|
|
|
Adjustments from discontinued operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase / Decrease in operating assets and liabilities
|
|
|
--
|
|
|
|
15
|
|
Financial Expenses
|
|
|
--
|
|
|
|
--
|
|
|
|
|
|
|
|
|
|
|
EBITDA as defined in the Notes due 2014 from continuing operations
|
|
$
|
32,045
|
|
|
$
|
54,028
|
|
EBITDA as defined in the Notes due 2014 from discontinued operations
|
|
$
|
--
|
|
|
$
|
--
|
|
Consolidated EBITDA as defined in the Notes due 2014
|
|
$
|
32,045
|
|
|
$
|
54,028
|
|
|
|
|
|
|
|
|
|
|
Adjusted Consolidated EBITDA
|
|
$
|
32,045
|
|
|
$
|
54,028
|
|
($000's)
|
Year ended
December 31, 2012
|
Year ended
December 31, 2011
|
% Change
|
4Q 12 | 4Q 11 |
% Change
|
||||||||||||||||||
|
|
|
|
|
||||||||||||||||||||
Revenues
|
$ | 313,169 | $ | 304,482 | 3% | $ | 86,340 | $ | 96,151 | -10% | ||||||||||||||
|
||||||||||||||||||||||||
Adjusted EBITDA
|
$ | 32,045 | $ | 54,028 | -41% | $ | 6,162 | $ | 16,140 | -61% | ||||||||||||||
|
||||||||||||||||||||||||
Net (loss) as reported
|
$ | (63,657 | ) | $ | (18,805 | ) | 239% | $ | (31,552 | ) | $ | (6,454 | ) | 389% | ||||||||||
EPS as reported (In $ per share)
|
$ | (1.80 | ) | $ | (0.64 | ) | 181% | $ | (0.60 | ) | $ | (0.22 | ) | 173% | ||||||||||
|
||||||||||||||||||||||||
Adjustments to Net Loss as reported
|
||||||||||||||||||||||||
|
||||||||||||||||||||||||
Yard EBITDA from Touax barge sale
|
2,086 | -- | 1,259 | -- | ||||||||||||||||||||
Income tax on exchange variance (loss) (1)
|
(1,385 | ) | (3,615 | ) | -62% | (77 | ) | (503 | ) | -85% | ||||||||||||||
Non-cash loss on write-down of vessels
|
16,000 | -- | 16,000 | -- | ||||||||||||||||||||
Extinguishment of debt
|
940 | -- | 940 | -- | ||||||||||||||||||||
|
||||||||||||||||||||||||
Adjusted net (loss)
|
$ | (46,016 | ) | $ | (22,420 | ) | 105% | $ | (13,430 | ) | $ | (6,957 | ) | 93% | ||||||||||
Adjusted EPS (In $ per share)
|
$ | (1.30 | ) | $ | (0.76 | ) | 71% | $ | (0.26 | ) | $ | (0.24 | ) | 8% |
|
|
Fourth quarter ended December 31, 2012
|
|
|||||||||||||
($000's)
|
|
River
|
|
|
Offshore Supply
|
|
|
Ocean
|
|
|
TOTAL
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Segment operating (loss) profit
|
|
$
|
(7,574)
|
|
|
$
|
5,462
|
|
|
|
(20,658)
|
|
|
|
(22,770)
|
|
Depreciation and amortization
|
|
|
5,730
|
|
|
|
2,889
|
|
|
|
2,964
|
|
|
|
11,583
|
|
Non-cash loss on write-down of vessels
|
|
|
--
|
|
|
|
--
|
|
|
|
16,000
|
|
|
|
16,000
|
|
Investment in affiliates / Net income (loss) attributable to non-controlling interest in subsidiaries
|
|
|
(181)
|
|
|
|
(258)
|
|
|
|
(6)
|
|
|
|
(445)
|
|
Yard EBITDA from Touax barge sale
|
|
|
1,259
|
|
|
|
--
|
|
|
|
--
|
|
|
|
1,259
|
|
Other, net
|
|
|
(60)
|
|
|
|
1
|
|
|
|
(127)
|
|
|
|
(186)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment Adjusted EBITDA
|
|
$
|
(826)
|
|
|
|
8,094
|
|
|
|
(1,827)
|
|
|
|
5,441
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Items not included in Segment Adjusted EBITDA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial expense
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(49)
|
|
Other financial income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
770
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted Consolidated EBITDA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,162
|
|
|
|
Fourth quarter ended December 31, 2011
|
|
|||||||||||||
($000's)
|
|
River
|
|
|
Offshore Supply
|
|
|
Ocean
|
|
|
TOTAL
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Segment operating (loss) profit
|
|
$
|
6,201
|
|
|
$
|
3,495
|
|
|
$
|
(2,371)
|
|
|
$
|
7,325
|
|
Depreciation and amortization
|
|
|
4,883
|
|
|
|
2,586
|
|
|
|
2,508
|
|
|
|
9,977
|
|
Investment in affiliates / Net income (loss) attributable to non-controlling interest in subsidiaries
|
|
|
(357)
|
|
|
|
(90)
|
|
|
|
12
|
|
|
|
(435)
|
|
Net (loss) on derivatives, net
|
|
|
-
|
|
|
|
(1)
|
|
|
|
-
|
|
|
|
(1)
|
|
Other, net
|
|
|
(175)
|
|
|
|
-
|
|
|
|
19
|
|
|
|
(156)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment Adjusted EBITDA
|
|
$
|
10,552
|
|
|
$
|
5,990
|
|
|
$
|
168
|
|
|
$
|
16,710
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Items not included in Segment Adjusted EBITDA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24
|
|
Foreign currency (losses) gains, net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(594)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted Consolidated EBITDA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
16,140
|
|
|
|
Year ended December 31, 2012
|
|
|||||||||||||
($000's)
|
|
River
|
|
|
Offshore Supply
|
|
|
Ocean
|
|
|
TOTAL
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Segment operating (loss) profit
|
|
$
|
(18,963)
|
|
|
$
|
17,615
|
|
|
|
(23,771)
|
|
|
|
(25,119)
|
|
Depreciation and amortization
|
|
|
21,996
|
|
|
|
10,938
|
|
|
|
10,918
|
|
|
|
43,852
|
|
Non-cash loss on write-down of vessels
|
|
|
--
|
|
|
|
--
|
|
|
|
16,000
|
|
|
|
16,000
|
|
Investment in affiliates / Net income (loss) attributable to non-controlling interest in subsidiaries
|
|
|
(1,168)
|
|
|
|
(893)
|
|
|
|
(7)
|
|
|
|
(2,068)
|
|
Yard EBITDA from Touax barge sale
|
|
|
2,086
|
|
|
|
--
|
|
|
|
--
|
|
|
|
2,086
|
|
Other, net
|
|
|
(201)
|
|
|
|
(7)
|
|
|
|
(453)
|
|
|
|
(661)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment Adjusted EBITDA
|
|
$
|
3,750
|
|
|
|
27,653
|
|
|
|
2,687
|
|
|
|
34,090
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Items not included in Segment Adjusted EBITDA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6
|
|
Other financial expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2,051)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted Consolidated EBITDA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
32,045
|
|
|
|
Year ended December 31, 2011
|
|
|||||||||||||
($000's)
|
|
River
|
|
|
Offshore Supply
|
|
|
Ocean
|
|
|
TOTAL
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Segment operating (loss) profit
|
|
$
|
13,138
|
|
|
$
|
10,999
|
|
|
$
|
(4,753)
|
|
|
$
|
19,384
|
|
Depreciation and amortization
|
|
|
20,139
|
|
|
|
9,436
|
|
|
|
9,569
|
|
|
|
39,144
|
|
Investment in affiliates / Net (loss) attributable to non-controlling interest in subsidiaries
|
|
|
(1,042)
|
|
|
|
(570)
|
|
|
|
(31)
|
|
|
|
(1,643)
|
|
Net (loss) on derivatives, net
|
|
|
-
|
|
|
|
(16)
|
|
|
|
-
|
|
|
|
(16)
|
|
Other, net
|
|
|
(791)
|
|
|
|
3
|
|
|
|
167
|
|
|
|
(621)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment Adjusted EBITDA
|
|
$
|
31,444
|
|
|
$
|
19,852
|
|
|
$
|
4,952
|
|
|
$
|
56,248
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Items not included in Segment Adjusted EBITDA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
332
|
|
Foreign currency (losses) gains, net
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2,552)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted Consolidated EBITDA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
54,028
|
|