Document
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_________________________

FORM 6-K
_________________________

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934

Date of Report: August 4, 2016

Commission file number 1-33867
_________________________

TEEKAY TANKERS LTD.
(Exact name of Registrant as specified in its charter)
_________________________

4th Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08, Bermuda
(Address of principal executive offices)
_________________________


Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ý           Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1).
Yes ¨           No ý
 Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7).
Yes ¨           No ý

















 



Item 1 — Information Contained in this Form 6-K Report

Attached as Exhibit 1 is a copy of an announcement of Teekay Tankers Ltd. dated August 4, 2016.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 
TEEKAY TANKERS LTD.
 
 
Date: August 4, 2016
By:
 
/s/ Vincent Lok
 
 
 
Vincent Lok
Chief Financial Officer
(Principal Financial and Accounting Officer)








TEEKAY TANKERS LTD. REPORTS
SECOND QUARTER 2016 RESULTS

Highlights
•
Reported GAAP net income of $22.5 million, or $0.14 per share, and adjusted net income of $31.6 million, or $0.20 per share, (excluding items listed in Appendix A to this release) in the second quarter of 2016.
•
Generated free cash flow of $59.6 million in the second quarter of 2016.
•
Declared cash dividend of $0.06 per share for the second quarter of 2016, representing 30 percent of adjusted net income in the second quarter of 2016.
•
Since May 2016, secured four term contracts, increasing Teekay Tankers' fixed-rate charter coverage to approximately 30 percent for the 12 months ending June 30, 2017.

Hamilton, Bermuda, August 4, 2016 - Teekay Tankers Ltd. (Teekay Tankers or the Company) (NYSE: TNK) today reported the Company's results for the quarter ended June 30, 2016:
 
Three Months Ended
(in thousands of U.S. dollars, except share and per share data)
June 30, 2016
March 31, 2016
June 30, 2015
GAAP FINANCIAL COMPARISON
 
 
 
Total revenues
139,621

164,950

111,283

Net income
22,486

38,980

45,150

Net income per share
0.14

0.25

0.38

Weighted average number of common shares - basic
156,208,917

156,083,657

116,150,985

NON-GAAP FINANCIAL COMPARISON
 
 
 
Adjusted net income (1)
31,600

45,958

41,253

Adjusted net income per share (1)
0.20

0.29

0.35

Free cash flow (1)
59,600

66,218

57,897

(1) These are non-GAAP financial measures. Please refer to "Definitions and Non-GAAP Financial Measures" and the Appendices to this release for definitions of these terms and reconciliations of these non-GAAP financial measures as used in this release to the most directly comparable financial measures under United States generally accepted accounting principles (or GAAP).
GAAP net income and adjusted net income were impacted by lower spot tanker rates in the second quarter of 2016 compared to the same period of the prior year, partially offset by an increase in fleet size as a result of the acquisition of 19 modern mid-size tankers during 2015. GAAP net income was also impacted by the write-down of one Medium-Range (MR) tanker that is scheduled to be sold in mid-August 2016 and an increase in unrealized losses on derivative instruments.



Teekay Tankers Ltd. Investor Relations Tel: +1 604 844-6654 www.teekaytankers.com
4th Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08, Bermuda

 







CEO Commentary
“During the second quarter of 2016, Teekay Tankers generated free cash flow of $59.6 million,” commented Kevin Mackay, Teekay Tankers’ Chief Executive Officer. “Teekay Tankers reported strong results despite a decline in crude tanker rates during the quarter, which were impacted by a combination of seasonal factors and reduced oil supply due to temporary outages in key export regions.”

Mr. Mackay continued, “Teekay Tankers recently agreed to sell a non-core MR product tanker for proceeds of $14 million which, when combined with cash flow generated during the quarter, is expected to further delever our balance sheet to 51 percent on a net debt to book capitalization basis.”

“Since reporting earnings in May 2016, we have continued to actively manage our fleet employment mix using a variety of levers,” Mr. Mackay continued. “We secured three time-charter-out contracts and a time-charter swap agreement, which increases our fixed-rate cover to approximately 30 percent over the next 12 months and locks-in cash flows at attractive levels, thereby reducing our overall cash flow break-even level.”

Summary of Recent Developments
Sale of Teesta Spirit MR Tanker
In June 2016, Teekay Tankers entered into an agreement to sell one of its non-core MR product tankers, the 2004-built Teesta Spirit, to a third party for gross proceeds of approximately $14 million. The vessel is expected to deliver in mid-August 2016.
Increased Teekay Tankers' Fixed-Rate Charter Coverage
Since May 2016, Teekay Tankers has entered into time charter-out contracts for one Suezmax tanker and two Aframax tankers and a time-charter swap agreement, which effectively provides a fixed charter rate on approximately one Aframax vessel-equivalent. These contracts have an average rate of approximately $24,800 per day with firm contract periods ranging from 11 to 24 months. Three contracts commenced in June and July 2016 and the remaining contract is expected to commence in the third quarter of 2016.
Tanker Market
Crude tanker rates declined during the second quarter of 2016 due to seasonal factors and reduced oil supply in key export markets, yet they remained significantly above the cyclical lows experienced during 2011-2014. Spot Aframax rates averaged their second highest level for a second quarter since 2008.
High oil inventories and weaker refining margins led to the first year-on-year reduction in global refinery throughput in three years, according to the International Energy Agency (IEA). In addition, significant oil supply outages in Nigeria and Latin America led to a reduced supply of cargoes in key Aframax and Suezmax load regions. These factors combined to reduce crude tanker demand and put pressure on tanker rates during the second quarter and the early part of the third quarter of 2016.
Underlying global oil demand remains relatively strong, supported by ongoing low oil prices and high levels of gasoline consumption across all markets. The IEA has again increased its forecasted 2016 oil demand growth to 1.4 million

2
- more -
 







barrels per day (mb/d), up from 1.2 mb/d in April 2016. The potential return of normalized oil production in the Atlantic basin could further support crude tanker demand in the second half of the year, particularly towards the seasonally stronger winter months.
During the first half of 2016, the world tanker fleet grew by 14.2 million deadweight (mdwt), or 2.7 percent. This fleet growth is set to continue over the next 12-18 months as the current tanker newbuilding orderbook delivers, with projected tanker fleet growth of 5.7 percent in 2016 and 5.1 percent in 2017. However, the bulk of the fleet growth in the world Suezmax fleet will be felt more in 2017 when the majority of the Suezmax orderbook is scheduled to deliver. Looking ahead, a lack of new tanker orders in 2016 due to restricted access to capital should result in low fleet growth once the current orderbook delivers over the next 18 months. In addition, very low levels of scrapping over the past two years have led to a build-up in the fleet of older vessels which will become potential candidates for scrapping in the coming years. As such, lower fleet growth is expected post-2017, which should help restore balance to the tanker market.
Overall, the Company expects lower seasonal freight rates to persist through the third quarter before an uptick during the winter months when increased oil demand and winter weather delays typically lead to improved tanker market conditions. Further upside could come from the potential return of Atlantic basin oil supply volumes following temporary supply disruptions in the second and third quarters.
Operating Results
The following table highlights the operating performance of the Company’s time-charter vessels and spot vessels trading in pools measured in net voyage revenue per revenue day, or time-charter equivalent (TCE) rates, before related-party pool management fees, related-party commissions and off-hire bunker expenses:

3
- more -
 








 
Three Months Ended
 
June 30, 2016(i)
March 31, 2016(i)
June 30, 2015(i)
Time Charter-Out Fleet
 
 
 
 
 
 
Suezmax revenue days
182

 
189

 
—

 
Suezmax TCE per revenue day (ii)
$32,404
 
$32,106
 
—

 
Aframax revenue days
586

 
633

 
544

 
Aframax TCE per revenue day
$24,174
 
$22,768
 
$18,758
 
LR2 revenue days
91

 
91

 
—

 
LR2 TCE per revenue day
$25,500
 
$25,388
 
—

 
 
 
 
 
 
 
 
Spot Fleet
 
 
 
 
 
 
Suezmax revenue days
1,695

 
1,696

 
895

 
Suezmax spot TCE per revenue day (iii)
$31,000
 
$35,756
 
$38,767
 
Aframax revenue days
1,209

 
1,466

 
1,150

 
Aframax spot TCE per revenue day (iv)
$23,792
 
$27,471
 
$33,843
 
LR2 revenue days
728

 
679

 
860

 
LR2 spot TCE per revenue day
$21,015
 
$23,687
 
$28,996
 
MR revenue days
182

 
182

 
251

 
MR spot TCE per revenue day
$17,128
 
$18,629
 
$22,040
 
 
 
 
 
 
 
 
Total Fleet
 
 
 
 
 
 
Suezmax revenue days
1,877

 
1,885

 
895

 
Suezmax TCE per revenue day
$31,172
 
$35,739
 
$38,767
 
Aframax revenue days
1,795

 
2,099

 
1,694

 
Aframax TCE per revenue day
$22,921
 
$25,136
 
$25,761
 
LR2 revenue days
819

 
770

 
860

 
LR2 TCE per revenue day
$21,513
 
$23,888
 
$28,996
 
MR revenue days
182

 
182

 
251

 
MR TCE per revenue day
$17,128
 
$18,629
 
$22,040
 

(i)
The TCE rates in the table above include the results of two conventional tankers acquired from Teekay Offshore Partners L.P. (Teekay Offshore) from the date of their acquisition in December 2015.
(ii)
The time charter-out TCE rate for the Suezmax tankers excludes the amortization of in-process contracts related to their acquisition, which is recognized in revenue. The time charter-out TCE rate including the amortization of in-process revenue contracts is $30,257 per day for the three months ended March 31, 2016.
(iii)
The combined average spot TCE rate for the Suezmax tankers trading in the Teekay Suezmax RSA, Gemini Suezmax pool and non-pool voyage charters were $31,040 per day and $36,145 per day for the three months ended June 30, 2016 and March 31, 2016, respectively.
(iv)
The combined average spot TCE rate for the Aframax tankers trading in both the Aframax Pools and non-pool voyage charters were $22,314 per day, $26,159 per day and $29,072 per day for the three months ended June 30, 2016, March 31, 2016 and June 30, 2015, respectively.

4
- more -
 







Teekay Tankers’ Fleet
The following table summarizes the Company’s fleet as of August 3, 2016 (including committed time charter-out contracts and excluding one MR tanker that is expected to be sold in mid-August 2016):
 
Owned Vessels
Chartered-in Vessels
Total
Fixed-rate:



Suezmax Tankers
4
-
4
Aframax Tankers
6
-
6
LR2 Product Tankers(i)
-
1
1
VLCC Tanker(ii)
1
-
1
Total Fixed-Rate Fleet
11
1
12
Spot-rate:



Suezmax Tankers
18
-
18
Aframax Tankers(iii)
8
4
12
LR2 Product Tankers(iv)
7
1
8
MR Product Tankers
1
-
1
Total Spot Fleet
34
5
39
STS Support Vessels
6
1
7
Total Teekay Tankers Fleet
51
7
58

(i)
Includes one LR2 product tanker with a charter-in contract that is scheduled to expire in May 2017.
(ii)
The Company’s ownership interest in this vessel is 50 percent.
(iii)
Includes four Aframax tankers with charter-in contracts that are scheduled to expire between April 2017 and March 2021; two of these charter-in vessel contracts include options to extend.
(iv)
Includes one LR2 product tanker with a charter-in contract that is scheduled to expire in August 2016.

Liquidity Update
As of June 30, 2016, the Company had total liquidity of $93.0 million (comprised of $58.0 million in cash and cash equivalents and $35.0 million in undrawn revolving credit facilities), compared to total liquidity of $103.9 million as at March 31, 2016.
Conference Call
The Company plans to host a conference call on Thursday, August 4, 2016 at 1:00 p.m. (ET) to discuss its results for the second quarter of 2016. An accompanying investor presentation will be available on Teekay Tankers’ website at www.teekay.com prior to the start of the call. All shareholders and interested parties are invited to listen to the live conference call by choosing from the following options:
•
By dialing (800) 505-9587 or (416) 204-9524, if outside of North America, and quoting conference ID code 4980131.
•
By accessing the webcast, which will be available on Teekay Tankers’ website at www.teekay.com (the archive will remain on the website for a period of 30 days).


5
- more -
 







The conference call will be recorded and available until Thursday, August 18, 2016. This recording can be accessed following the live call by dialing (888) 203-1112 or (647) 436-0148, if outside North America, and entering access code 4980131.
About Teekay Tankers
Teekay Tankers currently owns a fleet of 44 double-hull tankers, including 22 Suezmax tankers, 14 Aframax tankers, seven Long Range 2 (LR2) product tankers and one Medium-Range (MR) product tanker, and has six contracted time charter-in vessels. Teekay Tankers’ vessels are employed through a mix of short- or medium-term fixed rate time charter contracts and spot tanker market trading. The Company also owns a Very Large Crude Carrier (VLCC) through a 50 percent-owned joint venture. In addition, Teekay Tankers owns a ship-to-ship transfer business and a minority interest of over 11 percent in Tanker Investments Ltd. (OSE: TIL), which currently owns a fleet of 18 modern tankers. Teekay Tankers was formed in December 2007 by Teekay Corporation as part of its strategy to expand its conventional oil tanker business.
Teekay Tankers’ common stock trades on the New York Stock Exchange under the symbol “TNK.”

For Investor Relations
enquiries contact:

Ryan Hamilton
Tel: +1 (604) 844-6654
Website: www.teekay.com


6
- more -
 







Definitions and Non-GAAP Financial Measures
This release includes various financial measures that are non-GAAP financial measures as defined under the rules of the U.S. Securities and Exchange Commission. These non-GAAP financial measures, which include Adjusted Net Income and Free Cash Flow, are intended to provide additional information and should not be considered a substitute for measures of performance prepared in accordance with GAAP. In addition, these measures do not have standardized meanings, and may not be comparable to similar measures presented by other companies. The Company believes that certain investors use this information to evaluate the Company’s financial performance.
Adjusted Net Income
Adjusted net income excludes from net income items of income or loss that are typically excluded by securities analysts in their published estimates of the Company’s financial results. The Company believes that certain investors use this information to evaluate the Company’s financial performance. Please refer to Appendix A of this release for a reconciliation of this non-GAAP financial measure to the most directly comparable GAAP measure reflected in the Company’s consolidated financial statements.
Free Cash Flow
Free cash flow (FCF) represents net income, plus depreciation and amortization, unrealized losses from derivatives, non-cash items, FCF from the equity accounted investments and any write-offs or other non-recurring items, less unrealized gains from derivatives, equity income from the equity accounted investments, net income attributable to the Entities under Common Control and other non-cash items. Please refer to Appendix B to this release for a reconciliation of this non-GAAP financial measure to the most directly comparable GAAP financial measure reflected in the Company’s consolidated financial statements.



7
- more -
 







Teekay Tankers Ltd.
Summary Consolidated Statements of Income
(in thousands of U.S. dollars, except share and per share data)

 
 
Three Months Ended
 
Six Months Ended
 
 
June 30,
March 31,
June 30,
 
June 30,
June 30,
 
 
 
2016
2016
2015
 
2016
2015
 
 
 
(unaudited)
(unaudited)
(unaudited)(1)
 
(unaudited)
(unaudited)(1)
 
 
 
 
 
 
 
 
 
 
Net pool revenues
90,446

110,806

90,979

 
201,252

171,488

 
Time charter revenues
22,621

22,987

13,886

 
45,608

28,048

 
Voyage charter revenues
16,025

20,549

7,297

 
36,574

14,825

 
Other revenues (2)
10,529

10,608

(879
)
 
21,137

4,445

 
Total revenues
139,621

164,950

111,283

 
304,571

218,806

 
 
 
 

 

 

 
 
 
 
Voyage expenses
(9,758
)
(12,823
)
(3,613
)
 
(22,581
)
(7,511
)
 
Vessel operating expenses
(46,389
)
(45,073
)
(27,846
)
 
(91,462
)
(51,818
)
 
Time-charter hire expense
(15,913
)
(20,716
)
(16,793
)
 
(36,629
)
(31,796
)
 
Depreciation and amortization
(25,621
)
(27,067
)
(16,012
)
 
(52,688
)
(30,468
)
 
General and administrative expenses
(4,769
)
(5,433
)
(3,211
)
 
(10,202
)
(6,682
)
 
Asset impairment (3)
(6,420
)
—

—

 
(6,420
)
—

 
Restructuring charges (2)
—

—

879

 
—

(4,445
)
 
Income from operations
30,751

53,838

44,687

 
84,589

86,086

 
 
 

 

 

 
 
 
 
Interest expense
(7,341
)
(8,271
)
(3,181
)
 
(15,612
)
(5,651
)
 
Interest income
26

26

8

 
52

39

 
Realized and unrealized (loss) gain on


 


 


 
     derivative instruments (4)
(3,750
)
(7,781
)
523

 
(11,531
)
(1,064
)
 
Equity income (5)
4,740

3,814

3,587

 
8,554

6,169

 
Other expense
(1,940
)
(2,646
)
(474
)
 
(4,586
)
(453
)
 
Net income
22,486

38,980

45,150

 
61,466

85,126

 
 
 
 
 
 
 
 
 
Earnings per share attributable to
 
 
 
 
 
 
 
 
shareholders of Teekay Tankers
 
 
 
 
 
 
 
 
- Basic
0.14

0.25

0.38

 
0.39

0.72

 
 
- Diluted
0.14

0.25

0.38

 
0.39

0.72

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted-average number of total common
 
 
 
 
 
 
 
shares outstanding
 
 
 
 
 
 
 
 
- Basic
156,208,917

156,083,657

116,150,985

 
156,146,287

115,600,570

 
 
- Diluted
156,446,895

156,492,737

116,725,428

 
156,469,816

116,182,250

 

8
- more -
 








(1)
The Company acquired two vessels on December 18, 2015 from Teekay Offshore, which is controlled by Teekay Corporation. Results for the two conventional tankers for the periods prior to their acquisitions by the Company when they were owned and operating under the control of Teekay Corporation, are referred to as the Entities under Common Control and periods prior to their acquisitions have been recast to include their results in accordance with Common Control accounting as required under GAAP. The Entities under Common Control amounts included in the financial results are summarized for the respective periods in Appendix A. The amounts related to the Entities under Common Control impact only the accounting for the periods prior to the dates the vessels were acquired by the Company, and therefore have no effect on the adjusted net income attributable to the shareholders or free cash flow of the Company for any period.

(2)
Other revenues include ship-to-ship transfer business revenue, in-process revenue contracts and the associated 100 percent reimbursement of the Hugli Spirit redundancy cost from a customer. During the six months ended June 30, 2015, the Company incurred $4.4 million of restructuring charges related to redundancy costs in connection with the termination of Australian seafarers of the Hugli Spirit upon the completion of the contract with its customer.

(3)
In June 2016, the Company entered into a Memorandum of Agreement to sell the Teesta Spirit MR product tanker for $14.0 million, resulting in the recognition of an asset impairment of $6.4 million as the vessel was written down to its sales price.

(4)
Includes realized losses relating to interest rate swaps that relate to amounts actually paid by the Company of $1.3 million, $9.6 million and $2.5 million for the three months ended June 30, 2016, March 31, 2016 and June 30, 2015, respectively, and $10.9 million and $4.9 million for the six months ended June 30, 2016 and June 30, 2015, respectively. Of the $9.6 million realized loss in the three months ended March 31, 2016 and the $10.9 million realized loss in the six months ended June 30, 2016, $8.1 million was related to a swap termination payment made in connection with the Company's January 2016 debt refinancing.

(5)
Included in equity income are the Company’s proportionate share of earnings from its investment in TIL, which owned 18 conventional tankers at June 30, 2016, its 50 percent interest in the High-Q joint venture (High-Q), which owns one VLCC tanker, and its 50 percent interest in Teekay Tanker Operations Ltd (TTOL), which owns Teekay Corporation’s conventional tanker commercial and technical management operations. The increase in equity income from the High-Q joint venture for the three months ended June 30, 2016, compared to prior quarter, is primarily due to a profit share of $1.5 million recognized in the three months ended June 30, 2016.

Components of equity income are detailed in the table below:
 
 
Three Months Ended
Six Months Ended
 
 
June 30,
March 31,
June 30,
June 30,
June 30,
 
 
2016
2016
2015
2016
2015
High-Q Joint Venture
2,202

 
329

 
828

 
2,531

 
1,373

 
Tanker Investments Ltd.
1,426

 
2,080

 
1,645

 
3,506

 
3,415

 
Teekay Tanker Operations Ltd.
1,112

 
1,405

 
1,114

 
2,517

 
1,381

 
Total equity income
4,740

 
3,814

 
3,587

 
8,554

 
6,169

 

9
- more -
 







Teekay Tankers Ltd.
Summary Consolidated Balance Sheets
(in thousands of U.S. dollars)

 
As at
As at
As at
 
June 30,
March 31,
December 31,
 
2016
2016
2015
 
(unaudited)
(unaudited)
(unaudited)
ASSETS
 
 
 
Cash and cash equivalents
58,018

68,374

96,417

Restricted cash
1,000

1,000

870

Pool receivable from affiliates
30,396

45,307

62,735

Accounts receivable
43,611

25,325

28,313

Vessel held for sale
14,000

—

—

Due from affiliates
80,075

57,364

67,159

Current portion of derivative asset
1,345

—

—

Prepaid expenses
22,736

21,587

24,320

Vessels and equipment - net
1,706,288

1,746,180

1,767,925

Investment in and advances to equity accounted
 

 

 
    investments
77,862

75,622

86,808

Derivative asset
916

3,053

5,164

Intangible assets - net
19,342

20,468

29,619

Goodwill
8,059

8,059

—

Other non-current assets
82

452

146

Total assets
2,063,730

2,072,791

2,169,476

 
 
 
 
LIABILITIES AND EQUITY
 
 
 
Accounts payable and accrued liabilities
57,905

44,787

78,746

Current portion of long-term debt
151,761

158,346

174,047

Current portion of derivative liabilities
3,248

3,577

6,330

Current portion of in-process revenue contracts
—

—

1,223

Deferred revenue
475

1,105

2,676

Due to affiliates
15,409

5,075

26,630

Long-term debt
892,509

930,077

990,558

Other long-term liabilities
17,106

12,991

11,805

Equity
925,317

916,833

877,461

Total liabilities and equity
2,063,730

2,072,791

2,169,476


10
- more -
 







Teekay Tankers Ltd.
Summary Consolidated Statements of Cash Flows
(in thousands of U.S. dollars)
 
 
Six Months Ended
 
 
June 30,
June 30,
 
 
 
2016
2015
 
 
 
(unaudited)
(unaudited)(1)
 
Cash and cash equivalents provided by (used for)
 
 
 
OPERATING ACTIVITIES
 
 

 
Net operating cash flow
103,593

90,913

 
 
 
 

 

 
FINANCING ACTIVITIES
 

 

 
Proceeds from long-term debt, net of issuance costs
849,728

222,435

 
Repayments of long-term debt
(82,410
)
(13,184
)
 
Prepayment of long-term debt
(890,091
)
(191,592
)
 
Repayment of long-term debt of Entities under Common Control
—

(2,647
)
 
Net advances to affiliates
—

(2,076
)
 
Equity contribution from Teekay Corporation to Entities under Common Control
—

1,015

 
Cash dividends paid
(32,782
)
(6,909
)
 
Proceeds from equity offerings, net of offering costs
—

50,928

 
Net financing cash flow
(155,555
)
57,970

 
 
 
 
 
 
INVESTING ACTIVITIES
 

 

 
Expenditures for vessels and equipment
(3,937
)
(228,359
)
 
Return of capital from (investment in) Teekay Tankers Operations Ltd.
15,000

(239
)
 
Loan repayments from equity accounted investment
2,500

—

 
Net investing cash flow
13,563

(228,598
)
 
 
 

 

 
Decrease in cash and cash equivalents
(38,399
)
(79,715
)
 
Cash and cash equivalents, beginning of the period
96,417

162,797

 
Cash and cash equivalents, end of the period
58,018

83,082

 

(1)
In accordance with GAAP, the statements of cash flow for the six months ended June 30, 2015 include the Entities under Common Control results for the two vessels acquired from Teekay Offshore in December 2015 to reflect the ownership of the vessels from the time they were owned and operating under the control of Teekay Corporation. Any amounts related to the Entities under Common Control impact only the accounting for the periods prior to the dates the vessels were acquired by the Company, and therefore have no effect on the adjusted net income attributable to the shareholders or free cash flow of the Company for any period.

11
- more -
 







Teekay Tankers Ltd.
Appendix A - Reconciliation of Non-GAAP Financial Measures
Specific Items Affecting Net Income
(in thousands of U.S. dollars, except per share amounts)
 
 
 
Three Months Ended
 
 
 
June 30, 2016
 
June 30, 2015
 
 
 
 
(unaudited)
 
(unaudited)
 
 
 
 
$
 
$ Per Share(1)
 
$
 
$ Per Share(1)
 
Net income - GAAP basis
22,486

 

$0.14

 
45,150

 

$0.39

 
Subtract:
 

 
 

 
 

 
 

 
 
Net income attributable to the Entities under Common Control (2)
—

 
—

 
(908
)
 

($0.01
)
 
 
 

 
 

 
 

 
 

 
Net income attributable to shareholders of Teekay Tankers
22,486

 

$0.14

 
44,242

 

$0.38

 
 
 
 

 
 

 
 

 
 

 
Add (subtract) specific items affecting net income:
 

 
 

 
 

 
 

 
 
Unrealized loss (gain) on derivative instruments (3)
2,600

 

$0.02

 
(2,975
)
 

($0.03
)
 
 
Asset impairment (4)
6,420

 
0.04

 
—

 
—

 
 
Other (5)
94

 
—

 
(14
)
 
—

 
Total adjustments
9,114

 

$0.06

 
(2,989
)
 

($0.03
)
 
Adjusted net income attributable to shareholders of Teekay
 

 
 

 
 

 
 

 
 
Tankers
31,600

 

$0.20

 
41,253

 

$0.35

 

(1)
Fully diluted per share amounts.

(2)
See note 1 to the Summary Consolidated Statements of Income included in this release for further details.

(3)
Reflects unrealized losses (gains) due to the changes in the mark-to-market value of derivative instruments that are not designated as hedges for accounting purposes, including unrealized gains or losses on interest rate swaps, the time-charter swap and the TIL common stock purchase warrant.

(4)
See note 3 to the Summary Consolidated Statements of income included in this release for further details.

(5)
The amounts recorded for the three months ended June 30, 2016 and 2015 primarily relate to unrealized derivative losses and gains in joint ventures and foreign exchange losses.

12
- more -
 







Teekay Tankers Ltd.
Appendix B - Reconciliation of Non-GAAP Financial Measures
Free Cash Flow
(in thousands of U.S. dollars, except share data)
 
 
 
Three Months Ended
 
 
 
June 30, 2016
June 30, 2015
 
 
 
(unaudited)
(unaudited)
 
 
 
 
 
 
 
 
Net income - GAAP basis
22,486

 
45,150

 
 
Subtract:
 

 
 

 
 
     Net income attributable to the Entities under Common Control (1)
—

 
(908
)
 
Net income attributable to shareholders of Teekay Tankers
22,486

 
44,242

 
 
 
 
 

 
 

 
 
Add:
 

 
 

 
 
 
Depreciation and amortization
25,621

 
15,227

 
 
 
Proportionate share of free cash flow from equity accounted investments
6,267

 
4,554

 
 
 
Unrealized loss on derivative instruments
2,600

 
—

 
 
 
Write down of vessels and equipment
6,420

 
—

 
 
 
Other
946

 
436

 
 
 
 
 

 
 

 
 
Less:
 

 
 

 
 
 
Equity income
(4,740
)
 
(3,587
)
 
 
 
Unrealized gain on derivative instruments
—

 
(2,975
)
 
Free cash flow
59,600

 
57,897

 
 
 
 
 

 
 

 
Weighted-average number of common shares outstanding for the quarter
156,208,917

 
116,150,985

 
 
 
 
 
 
(1)
See note 1 to the Summary Consolidated Statements of Income included in this release for further details.




13
- more -
 







Forward Looking Statements
This release contains forward-looking statements (as 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 statements regarding: crude oil and refined product tanker market fundamentals, including the balance of supply and demand in the tanker market, the amount of new orders for tankers, the estimated growth in the world tanker fleet, the amount of tanker scrapping, estimated growth in global oil demand and supply, crude oil tanker demand, and the potential return of oil production in the Atlantic basin; tanker fleet utilization and spot tanker rates, particularly in the third quarter of 2016 and the upcoming winter months; the effect of changes in oil prices and refinery throughput; the Company’s future fixed-rate cover, including the impact on the Company’s cash break-even level; the expected timeframe for commencement of a time charter-out contract; and the sale of the Teesta Spirit product tanker, including the impact on the Company’s financial leverage. The following factors are among those that could cause actual results to differ materially from the forward-looking statements, which involve risks and uncertainties, and that should be considered in evaluating any such statement: a delay in, or failure to complete, the sale of the Teesta Spirit; changes in the production of, or demand for, oil or refined products; changes in trading patterns significantly affecting overall vessel tonnage requirements; greater or less than anticipated levels of tanker newbuilding orders and deliveries and greater or less than anticipated rates of tanker scrapping; changes in global oil prices; changes in applicable industry laws and regulations and the timing of implementation of new laws and regulations; increased costs; and other factors discussed in Teekay Tankers’ filings from time to time with the United States Securities and Exchange Commission, including its Report on Form 20-F for the fiscal year ended December 31, 2015. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with respect thereto or any change in events, conditions or circumstances on which any such statement is based.




14
- more -