Documente Academic
Documente Profesional
Documente Cultură
CONTENTS
Highlights 2015 1
Key Figures 2
Newbuildings 6
Fleet List 8
Corporate Governance 20
Income Statements 23
Auditors Report 96
Responsibility Statement 98
Board of Directors 99
REVENUE USD 1,000 approved a USD100 million Rights Petrobras inability to obtain operating
422 449
Issue, which was subject to the approval license for the vessel.
of an increase in the Companys share Agreed with Petrobras to terminate the
capital by its Shareholders, as part of contracts for three smaller Brazilian
its Finance Plan. The Companys largest flagged supply/crew vessels.
shareholder, Siem Europe S.a r.l., had Extended contract for the R/V JOIDES
fully-underwritten the Rights Issue. Resolution to Texas A&M Research
OPERATING MARGIN USD 1,000 Agreed a 6-month contract with options Foundation (TAMRF) until 30 September
118 548
for the PSV Siem Pilot. 2016. TAMRF has further options to
Agreed sale of the PSV Siem Sasha extend the charter until 30 September
to Siem Offshore Ghana International 2023 on an annual basis.
AS, a company owned 51% by Siem Siem Europe S.a r.l. announced a
Offshore. mandatory offer to the shareholders
Reached a new agreement with Daya of the Company at an offer price of
EMPLOYEES
Materials Berhad for the sale of the NOK 1.80 per share.
949
Offshore Subsea Construction Vessel
(OSCV) Siem Daya 1 for USD120 HIGHLIGHTS FOR THE FOURTH
million and a profit-split limited to an QUARTER
additional USD10 million.
Entered into a 5-year charter for the Completed the sale and delivery of
VESSELS IN OPERATION OSCV Siem Marlin commencing in the offshore subsea construction
43
September 2015 with purchase options vessel (OSCV) Siem Daya 1 in
available after each of first 4 years and fourth quarter and a recorded a gain
a purchase obligation at end of charter. of USD16.6 million.
Conducted a review of vessel valuations Agreed 145-day term contracts with
and elected to record impairments of options for two Platform Supply Vessels
an aggregate USD56 million on certain (Siem Sasha and Sophie Siem) with
vessels. an international oil company.
HIGHLIGTS FOR THE FIRST Placed two AHTS vessels in lay-up at Agreed a 9-month term contract with
QUARTER the end of the second quarter. 2 x 6 month options for the AHTS
SOC was awarded a turnkey supply and vessel Siem Amethyst for operation
Contracts for four of the AHTS vessels installation contract for the inner array in Australia.
operating in Brazil were not renewed by grid cable system for the Veja Mate Agreed a 4-year bareboat contract for
the Petrobras Board. Offshore Windfarm project. The marine the vessel Siem Hanne for operation
Signed USD 350 million loan and installation works are scheduled to in Canada.
guarantee facility for two new commence in 2016. Placed two AHTS vessels into lay-up
well-intervention vessels (WIVs) in the quarter; the Company had five
under construction in Germany. HIGHLIGHTS FOR THE THIRD AHTS vessels and two large PSVs in
Agreed a one year contract with QUARTER lay-up at year end.
Petrobras for the PSV Siem Giant Conducted a review of vessel
with commencement latest The Board of Siem Offshore Inc. values, capitalized equipment and
September 2015. appointed Idar Hillersy as Chief investments in subsidiaries and
Debt financing obtained for the Executive Officer of the Company recorded impairments of an
three dual-fuelled PSVs under with effect from 1 August 2015. aggregate USD 111.6 million.
construction in Poland. USD 100 million Rights Issue success- Completed Rights Issue for USD100
The financial close for the Nordsee fully completed and new registered million in new equity.
One offshore wind farm was reached. share capital is USD 8,420,213.80, Recorded aggregate backlog for the
corresponding to a total of 842,021, Offshore Support Vessels (OSV)
HIGHLIGHTS FOR THE SECOND 380 shares with a nominal value of segment and the Industrial Segment
QUARTER USD 0.01 per share. for USD1.42 billion at the end of the
Received notice of early termination fourth quarter.
The Companys Board of Directors for the vessel Siem Carrier due to
31/12/2015 51 TOTAL
31/12/2014 55 TOTAL
31/12/2013 55 TOTAL
31/12/2012 47 TOTAL
31/12/2011 45 TOTAL
31/12/2010 42 TOTAL
31/12/2009 44 TOTAL
31/12/2008 40 TOTAL
31/12/2007 32 TOTAL
31/12/2006 34 TOTAL
31/12/2005 27 TOTAL
OWNERSHIP
31/12/2015 51 TOTAL
31/12/2014 55 TOTAL
31/12/2013 55 TOTAL
31/12/2012 47 TOTAL
31/12/2011 45 TOTAL
31/12/2010 42 TOTAL
31/12/2009 44 TOTAL
31/12/2008 40 TOTAL
31/12/2007 32 TOTAL
31/12/2006 34 TOTAL
31/12/2005 27 TOTAL
0-51% 100%
Definitions
(1) Earnings before interests, tax, depreciation and amortization (EBITDA)
(2) Earnings before interests and taxes (EBIT)
(3) Total current assets less total current liabilities
(4) See Statements of Cash Flows for details
(5) Net cash flow from operation divided on weighted average number of shares outstanding
(6) Stock Exchange price on December 31 divided on earnings per share
(7) Stock Exchange price on December 31 divided on cash flow per share
(8) Shareholders equity divided on number of outstanding shares
(9) Operating margin divided on weighted average number of outstanding shares
(10) Book equity divided on total assets
3
(11) Current assets divided on current liabilities
NEW VESSEL DELIVERED IN 2015
Siem Pride
Built by Remontova, Poland, delivered 5 November 2015
Newbuilding
program
Siem Harmony delivery 2016
Siem Melody delivery 2016
Siem Rhapsody delivery 2016
Design: VS 4411 DF
Type: PSV
Ownership: 100%
Siem Pride Siem Symphony Siem Atlas Siem Giant Siem Hanne Siem Louisa
Built: 2015 2014 2013 2014 2007 2006
Design: VS 4411 DF VS 4411 DF STX PSV 4700 STX PSV 4700 VS 470 MK II VS 470 MK II
Dp Class: 2 2 2 2 2 2
LOA: 89.20 m 89.20 m 87.90 m 87.90 m 73.40 m 73.40 m
Breadth: 19.00 m 19.00 m 19.00 m 19.00 m 16.60 m 16.60 m
Draught: 7.40 m 7.40 m 6.60m 6.60 m 6.42 m 6.42 m
Dwt: 5,500 t 5,500 t 4700 T 4,700 T 3570 T 3570 T
Accommodation: 28 25 34 34 34 34
Cargo Deck Area: 980 m2 980 m2 1000 m2 usable 1000 m2 usable 680 m2 usable 680 m2 usable
Ownership: 100% 100% 100% 100% 100% 100%
Siem Amethyst Siem Opal Siem Garnet Siem Sapphire Siem Aquamarine Siem Topaz
Built: 2011 2011 2010 2010 2010 2010
Design: VS 491 CD VS 491 CD VS 491 CD VS 491 CD VS 491 CD VS 491 CD
Dp Class: 2 2 2 2 2 2
LOA: 91.00 m 91.00 m 91.00 m 91.00 m 91.00 m 91.00 m
Breadth: 22.00 m 22.00 m 22.00 m 22.00 m 22.00 m 22.00 m
Draught: 7.95 m 7.95 m 7.95 m 7.95 m 7.95 m 7.95 m
Dwt: 3800 T 3800 T 3800 T 3800 T 3800 T 3800 T
Accommodation: 60 60 60 60 60 60
Cargo Deck Area: 800 m2 800 m2 800 m2 800 m2 800 m2 800 m2
BHP: 28000 28000 28000 28000 28000 28000
Offshore Subsea Construction Vessel (OSCV) & Multipurpose field & ROV Support Vessel (MRSV)
Siem Marlin Siem N-Sea Siem Daya 2 Siem Spearfish Siem Stingray
Built: 2009 2009 2013 2014 2014
Design: MT 6017 MK II MT 6017 MK II STX OSCV 11L STX OSCV 03 STX OSCV 03
Dp Class: 2 2 2 2 2
LOA: 93.60 m 93.60 m 120.80 m 120.80 m 120.80 m
Breadth: 19.70 m 19.70 m 22.00 m 23.00 m 23.00 m
Draught: 6.30 m 6.30 m 6.60 m 6.60 m 6.60 m
Dwt: 4.500 t 4.500 t 5.000 t 5.000 t 5.000 t
Accommodation: 68 68 110 110 110
Cargo Deck Area: 1046 m2 1046 m2 1300 m2 1,300 m2 1,300 m2
Crane: 100 t Offshore/Subsea crane 100 t Offshore/Subsea 250 t Offshore/Subsea 1 X 250 t AHC, 3,000 m 1 X 250 t AHC, 3,000 m
ROV Moonpool - - 7.2 X 7.2 7.2 X 7.2 m 7.2 X 7.2 m
Ownership: 100% 100% 100% 100% 100%
Sophie Siem Siem Sasha Siddis Mariner Siem Pilot Hugin Explorer Siem Supplier Siem Carrier
2006 2005 2011 2010 2006 1999 1996
VS 470 MK II VS 470 MK II VS 485 VS 485 MT 6000 MK II MT 6000 VS 483
2 1 2 2 2 2 2
73.40 m 73.40 m 88.3 m 88.3 m 86.20 m 83.70 m 82.85 m
16.60 m 16.60 m 20 m 20 m 19.70 m 17.70 m 19.00 m
6.42 m 6.42 m approx 7.0 m approx 7.0 m 6.18 m 6.10 m 6.30 m
3570 T 3570 T 4500 T 4500 T 3236 T 4250 T 4679 T
34 34 64 64 56 20 23
680 m2 usable 680 m2 usable 970 m2 970 m2 935 m2 912 m2 840 m2
100% 100% 51% 51% 100% 100% 100%
Siem Moxie Brazil 31.03.2016 Canada 31.03.2016 JOIDES RESOLUTION BIG ORANGE XVIII
Built: 2014 Fleet of 8 vessels Fleet of 5 vessels
Design: SX 163 X-Bow OSRV/FCS/FSV AHTS/PSV/Field support Scientific Core Drilling Ves- Well Stimulation Vessel
Dp Class: 2 sel (SCDV) (WSV)
LOA: 74.00 m 100% owned 50% owned 100% owned 41.3% owned
Breadth: 17.00 m
Draught: 6.40 m
Dwt: 2.835 t
Accommodation: 60
Cargo Deck Area: 200 m2 usable
Ownership: 100%
Geographical
footprint
Kristiansand (HQ)
Leer
Groningen
Gdynia
Halifax
St. Johns
Houston
Kristiansand (Norway)
Rio de Janeiro, Maca, Aracaju (Brazil)
Leer (Germany) Maca
Aracaju
Groningen (The Netherlands)
Houston (USA) Rio de Janeiro
Accra (Ghana)
Perth (Australia)
Gdynia (Poland)
10
10 SIEM
SIEMOFFSHORE
OFFSHOREINC.,
INC.,ANNUAL
ANNUALREPORT
REPORT2015
2015
TOTAL EMPLOYEES
949
TOTAL NUMBER OF VESSELS
51
VESSELS IN OPERATION
44
PSVs: 13
AHTS: 10
OSCVs: 5
CANADIAN FLEET: 5
OTHER: 11
7
Perth
PSVs: 3
AHTS: 1
WIVs: 2
OTHER: 1
Deck Crew
Photographer: Tove Hertzberg
S
iem Offshore had 43 vessels in Vessel (CLV) and five Canadian flagged active collaboration and cooperation with
operation and eight vessels under vessels comprising of both AHTS vessels our customers.Siem Offshore commenced
construction by year-end 2015. and PSVs. The fleet provides a broad operations with effect from 1 July 2005.
Vessels in operation included two spectrum of services offered by a highly
anchor handling, tug, supply vessels oper- experienced and competent crew with a The Company is registered in the Cayman
ated on behalf of a pool partner. strong focus on Health, Safety, Environ- Islands and it is registered and resident
By end March 2016, the total fleet com- ment and Quality. in Norway. It is listed on the Oslo Stock
prised of 51 vessels, including, among Exchange (OSE Symbol: SIOFF). The
others the following owned vessels, The Companys vision is to be the leading Companys headquarters is located in
sixteen Platform Supply Vessels (PSVs), provider and the most attractive employer Kristiansand, Norway and additional
five Offshore Subsea Construction Ves- offering marine services to the offshore subsidiary offices are located in Brazil,
sels (OSCVs), eight Anchor Handling, Tug, energy service industry. The Company Germany, the Netherlands, Ghana, USA,
Supply vessels (AHTS vessels), two Well- shall deliver quality and reliable contract- India, Poland and Australia. The Company
Intervention Vessels (WIVs), one Installa- ed services in a timely manner by execut- is tax resident in Norway.
tion Support Vessel (ISV), one Cable Lay ing cost-efficient solutions developed in
12 12 SIEMSIEM
OFFSHORE
OFFSHORE
INC.,INC.,
ANNUAL
ANNUAL
REPORT
REPORT
20152015
Our
REVENUE Amounts in USD 1,000
The Company trenching, termination and testing of operation offshore Eastern Canada. Se-
submarine composite cables. cunda had, for its own account, one AHTS
All references to Siem Offshore and the under construction at year-end.
Company shall mean Siem Offshore Inc. The OSV fleet comprises platform supply
and its subsidiaries and associates un- vessels (PSVs), anchor-handling, tug, The Company holds a 60% ownership in
less the context indicates otherwise. All supply vessels (AHTS vessels), offshore the subsidiary Siem WIS AS. Siem WIS
references to Parent shall mean Siem subsea construction vessels (OSCVs) develops applications for managed pres-
Offshore Inc. as the Parent Company only. and a variety of other offshore service sure drilling (MPD) based on a patented
vessels. The Company operated a fleet sealing technology.
Siem Offshore is registered in the Cay- of 43 vessels at year end, including
man Islands and is listed on the Oslo partly-owned vessels, seven vessels in The Company holds 100% ownership in
Stock Exchange (OSE Symbol: SIOFF). lay-up and two AHTS vessels operated Overseas Drilling Limited (ODL), which
The Companys headquarters is located on behalf of a pool member. These two owns the scientific ocean drillship JOIDES
in Kristiansand, Norway and additional AHTS vessels are sister vessels to eight Resolution. The JOIDES Resolution is one
subsidiary offices are located in Bra- vessels owned by the Company, and all of the primary research vessels used to
zil, Germany, the Netherlands, Poland, ten vessels are operated in a pool. During drill core samples in the ocean floor for
Ghana, USA, Canada, Cayman Islands and 2015, the total fleet of OSVs conducted an international research program.
Australia. The Company is tax resident in operations in the North Sea, West Africa,
Norway. Middle East, Australia, the U.S. Gulf, In addition to the ownership and opera-
Canada and Brazil. tions of OSVs, the Companys wholly-
The Companys primary activity is to own owned Brazilian subsidiary, Siem Offshore
and operate offshore support vessels The Company holds 50% ownership in do Brasil S.A., provides specialized
(OSVs) for the offshore energy service Secunda Holdings Limited (Secunda). engineering to develop and implement
industry. The Company is also engaged as Secunda owns and operates a harsh- combat management systems for vessels
a contractor within the European offshore weather fleet of five offshore support ves- in the Brazilian navy. These activities were
wind farm market through its subsidi- sels and is a leader in support services for part of Siem Offshore do Brasil when it
ary, Siem Offshore Contractors with a platform supply, anchor handling, rescue was initially acquired by the Company.
primary focus on installation, post-lay standby and towage in its primary area of
ily denominated in USD, NOK, EUR and facilities. There is no assurance that the administrative expenses was USD 38.7
BRL. During 2015, the USD strengthened Company will not experience cash flow million (2014: USD 58.9 million) and the
by 18.5% to the NOK, 47.0% to the BRL shortfalls exceeding the Companys operating margin as a percentage of rev-
and 10.2% to EUR. The average recorded available funding sources or to remain in enue was 51% (2014: 56%). The contract
exchange rates were NOK/USD 0.1236, compliance with minimum cash require- backlog at 31 December 2015 was 60%
EUR/USD 1.1134 and BRL/USD 0.3002 ments or other covenants. Further, there for 2016, 31% for 2017 and 24% for 2018
(2014: NOK/USD 0.1575, EUR/USD is no assurance that the Company will (2014: 58% for 2015, 42% for 2016 and
1.3256 and BRL/USD 0.4240). be able to raise new equity or arrange 25% for 2017).
new credit facilities on favourable terms
The Company is exposed to changes in and in amounts necessary to conduct its The OSCV fleet earned operating
interest rates as approximately 34% of ongoing and future operations should this revenues of USD 111.3 million and had
the interest-bearing debt is based on be required. 94% utilisation (2014: USD 104.8 million
floating interest rates and primarily de- and 98%). The operating margin before
nominated in USD and NOK. The average Yard risk administrative expenses was USD 69.6
3-month USD LIBOR was 0.31583% p.a. The process for construction of new ves- million (2014: USD 71.2 million) and the
during 2015 (0.2337% p.a. in 2014) and sels is associated with numerous risks. operating margin as a percentage of rev-
the average 3-month NIBOR was 1.29% Among the most critical risk factors in enue was 63% (2014: 68%). The contract
p.a. during 2015 (1.70% p.a. in 2014). The relation to such construction is the risk backlog was 80% for 2016, 71% for 2017
Company held USD 270 million in interest of not receiving the vessels on time, at and 40% for 2018 (2014: 88% for 2015,
rate swap agreements at year-end. budget and with agreed specifications. In 83% for 2016 and 77% for 2017).
addition, there is the risk of yards expe-
Financial Risks riencing financial or operational difficul- The ten AHTS vessels operated by the
ties resulting in bankruptcy or otherwise Company earned operating revenues of
Interest risk adversely affecting the construction USD 53.6 million and had 55% utilisation
The Company is exposed to changes in process. The Company has obtained (2014: USD 142.5 and 84% utilization).
interest rates as approximately 34% of certain guarantees of financial compen- The operating margin before adminis-
the long-term interest bearing debt was sation including refund guarantees for trative expenses was USD (1.4) million
subject to floating interest rates at year- vessel under construction in Poland in (2014: USD 77.5 million) and the operat-
end 2015. The remaining part of the debt case of delays and non-delivery. Further, ing margin as a percentage of revenue
is subject to fixed interest rates. the Company has the right to cancel was (3) % (2014: 54%). The contract
contracts if delivery of vessels is signifi- backlog was 11% for 2016, 0% for 2017
Currency risk cantly delayed. However, no assurance (2014: 15% for 2015, 5% for 2016 and 0%
The Company is exposed to currency risk can be given that all risks have been fully for 2017).
as revenue and costs are denominated covered.
in various currencies. The Company The fleet of smaller Brazilian-flagged
is also exposed to currency risk due to Operations vessels earned operating revenue of
future yard instalments in relation to USD 21.3 million and had 86% utilisation
shipbuilding contracts and long-term debt Fleet, Performance and Employment (2014: USD 19.4 million and 91%). The
in various currencies. Forward exchange The fleet in operation included thirteen operating margin before administrative
contracts are entered into in order to PSVs, five OSCVs, ten AHTS vessels of expenses was USD 7.1 million (2014: USD
reduce the currency risk related to future which two are owned by a pool-partner, (3.5) million) and the operating margin as
cash flows. a fleet of seven crew/supply vessels a percentage of revenue was 33 % (2014:
operated in Brazil, one well-stimulation (18) %). The contract backlog was 57%
Liquidity risk vessel, one installation support vessel, for 2016, 57% for 2017 and 49% for 2018
The Company is financed by a combina- one scientific core drilling vessel and five (2014: 91% for 2015, 89% for 2016 and
tion of debt and equity. If the Company offshore support vessels in Canada in 89% for 2017).
fails to repay or refinance its credit facili- Secunda the 50% owned company.
ties, additional equity financing may be The Joides Resolution recorded operat-
required. There can be no assurance The PSV fleet earned operating rev- ing revenues of USD 26.2 million (2014:
that the Company will be able to repay enues of USD 76.5 million and had 75% USD 25.9 million) with an operating
its debts or extend the debt repayment utilisation (2014: USD 104.4 million margin before administrative expenses of
schedule through re-financing of credit and 94%). The operating margin before USD 14.5 million (2014: USD 12.9 million)
Idar Hillersy
Chief Executive Officer
(Sign.)
As a company incorporated in the Cayman This statement is structured in accord- At present, priorities for use of funds
Islands, Siem Offshore Inc. is an exempted ance with The Norwegian Code of Practice in order of importance are investment
company duly incorporated under the for Corporate Governance. opportunities in the business, repayment
laws of the Cayman Islands and subject to of debt and the return of capital to the
Cayman Island laws and regulations with Business shareholders in form of share buy-back or
respect to corporate governance. dividends.
Cayman Islands laws and regulation do
Cayman Islands corporate law is to a not require the objects clause of the Com- The Boards mandate to increase the
great extent based on English Law. In panies Memorandum and Articles of Asso- Companys share capital is limited only to
addition, due to the Companys listing on ciation to be clearly defined. The Company the extent of the authorized share capital
the Oslo Stock Exchange, certain aspects has however adopted clear objectives and of the Company with certain pre-emption
of Norwegian Securities law apply to the strategies for its business. rights for shareholders and in accordance
Company and there is a requirement to Siem Offshore aims to grow the company with the Companys Memorandum and
adhere to the Norwegian Code of Practice within offshore support vessels, both Articles of Association which comply with
for Corporate Governance. The Norwegian organically and through combination Cayman Island law. Under the Articles
Code of Practice for Corporate Govern- with other operators, in order to achieve of Association, the Board can issue new
ance is publicly available at www.nues.no economies of scale and stronger presence shares, convertible bonds or warrants at
in both Norwegian and English languages. in the market. any time within the limits of the author-
ized capital without the consent of the
Due to new provisions implemented in Siem Offshore aims to become a preferred general meeting but with pre-emption
the Norwegian Accounting Act, compli- supplier of marine services to the energy rights for shareholders. A General Meeting
ance with the regulations for Corporate industry based on quality and reliability has further authorized the Board to issue
Governance reporting is now a legal and to provide cost-efficient solutions new shares without pre-emption rights
requirement provided that it does not to its customers by understanding their to all shareholders up to a limit of 50%
conflict with the Cayman Islands laws and operation and applying technology and of Siem Offshore shares at the time the
regulations. The Company endeavours experience. authorization was given. The Board holds
to maintain high standards of corporate authorization from the Extraordinary
governance and is committed to ensuring The Company builds its business around a General meeting held on 14 August 2015
that all shareholders of the Company are motivated workforce with the appropriate to issue 157,978,620 new shares.
treated equally and the same information technical solutions. This creates sustain-
is communicated to all shareholders at able value for all shareholders. The authority gives the Board flexibility
the same time.Corporate Governance is Reference is made to the Board of Direc- to finance investments, acquisitions and
subject to annual assessment and review tors report for detailed information. other business combinations on short no-
by the Board of Directors. tice through the issue of shares or certain
Equity and Dividends other equity instruments in the Company.
The Board of Directors has reviewed this Furthermore, the Board considers the
statement. It is the opinion of the Board of The priorities for the use of Company granting of a new standing authority at the
Directors that the Company complies with funds are determined by the Board of time of holding an Annual General Meet-
the Norwegian Code of Practice for Corpo- Directors and recommendations of Man- ing rather than convening an Extraordi-
rate Governance. agement influenced by existing conditions. nary General Meeting at some future time
activities in every part of the Company of the Board of Directors in this report and on behalf of the Board. Notices to the Oslo
meet general financial and non-financial the notes to the accounts include informa- Stock Exchange and placements of notices
requirements, and are carried out in ac- tion about the remuneration of the Board and other information, including quarterly
cordance with the Companys common of Directors. and annual reports, may be found on the
norms and values. The executive manage- Companys website (www.siemoffshore.
ment of each subsidiary is responsible for Remuneration of the com). The financial calendar for 2016 may
risk management and internal control in Executive Management be found on the Companys website under
the subsidiary with a view to ensuring 1) Investor Relations.
optimizing of business opportunities, 2) The Company has a Compensation Com-
targeted, safe, high-quality and cost-effec- mittee which reviews and approves the Take-overs
tive operations, 3) reliable financial report- compensation of the CEO and the bonuses
ing, 4) compliance with current legisla- to all executive personnel. The Articles The shares in the Company are freely trad-
tion and regulations and 5) operations in of Association of the Company permit the able and the Articles of Association of the
accordance with the Companys governing Board to approve the granting of share Company does not hold specific defence
documents, including ethical and social options to employees. A long-term share mechanisms against take-over situations.
responsibility standards. The Companys option program for 5 key employees of In a take-over situation, the Board of Direc-
risk management system is fundamental the company was introduced in Q1 2013. tors will comply with relevant legislation.
to the achievement of these goals. An additional share option program was
implemented in Q2 2014 for 7 key employ- Auditor
Financial reporting process ees of the company. The remuneration of
The Company prepares and presents its the CEO and the share option scheme are The Auditor of the Company is elected at
financial statements in accordance with disclosed in the notes to the accounts. the Annual General Meeting which also
current IAS/IFRS rules. Financial informa- approves its remuneration. Details of the
tion from subsidiaries is received each The board of directors statement on the Companys remuneration of the external
month in a reporting package in stand- remuneration of executive personnel auditor are given in the notes to the ac-
ard format accommodated necessary is presented as a separate appendix to counts.
information for preparing the consolidated the agenda for the general meeting. The
financial statement for the Company. remuneration statement clearly states The auditor reports to the Audit Commit-
The reporting from the subsidiaries which aspects of the guidelines are tee twice a year at a minimum, but more
is extended in the year-end reporting advisory and which, if any, are binding. The often if necessary. During the latter half
process to meet various requirements for general meeting will vote separately on of the year, the external auditor presents
supplementary information. There are each of these aspects of the guidelines. to the Audit Committee his assessment
established routines to check the financial of risks, internal controls, risk areas and
data in the received reporting packages Information and improvement potential in control systems
to ensure the best quality for the consoli- Communications and his audit plan for the following year.
dated figures for the Company. The second report to the Audit Committee
The Company has a policy of treating all is the presentation of Year-End Audit. The
Training and further development of ac- its shareholders and other market partici- external auditor presents a summary of
counting experience within the Company pants equally, and communicates relevant the audit process, including comments on
is provided locally by participating on vari- and objective information on significant audited internal control procedures and key
ous external courses on a regular basis. developments which impact the Company issue in the financial reporting.
in a timely manner.
Remuneration of the The Audit Committee also receives an
Board of Directors The Company also seeks to ensure that annual independence reporting from the
its accounting and financial reporting are external auditor, confirming the external
The remuneration of the Board members to the standards of our investors, and the auditors independence with respect to
reflect their experience and responsibili- Company presents its financial state- the Company, within the meaning of the
ties, and is adopted by the annual general ments in accordance with the Internation- Norwegian Act on Auditing and Auditors.
meeting based on the recommendation al Financial Reporting Standards (IFRS). The confirmation also includes services
from the Board. The Board members do delivered to the Company other than man-
not have share options or profit-based re- The Audit Committee of the Board of Di- datory audit.
muneration. The responsibility statement rectors monitors the companys reporting
CURRENT ASSETS
- - Accounts receivable 2,29 46,147 74,753
4,169 17,343 Other short-term receivables 9,14,23,29 60,657 63,877
- - Inventories 32 7,739 7,481
- - Derivative financial instruments 15,28,29 1,451 1,041
269,293 222,579 Cash 2,10,29 148,753 117,623
273,463 239,922 Total current assets 264,747 264,774
- - Asset held for sale 24,25,29 3,459 -
1,086,664 1,039,778 Total assets 2,035,122 2,260,584
EQUITY
625,219 526,236 Paid-in capital 625,219 526,236
-22,303 -22,303 Other reserves -108,151 -45,491
249,671 258,675 Retained earnings 115,147 304,237
852,587 762,609 Shareholders equity 26 632,215 784,982
- - Non-controlling interest 33,293 38,666
852,587 762,609 Total equity 665,508 823,649
LIABILITIES
Non-current liabilities
207,852 174,881 Borrowings 2,12,14 1,007,925 1,087,757
19,208 28,453 CIRR Loan 12,29 88,002 28,453
4,258 4,885 Tax liabilities 11 5,483 6,368
1,418 1,786 Deferred CIRR 12 1,418 1,786
- - Pension liabilities 8 2,195 3,812
- - Other non-current liabilities 34,142 26,565
232,736 210,005 Total non-current liabilities 1,139,165 1,154,742
CURRENT LIABILITIES
144 53 Accounts payable 2,29 8,395 10,781
- - Borrowings 2,12,14,29 114,660 126,603
- - Derivative financial instruments 15,28,29 12,896 16,732
-150 -146 Taxes payable 11 3,496 5,005
1,347 67,255 Other current liabilities 13,14,23 91,001 123,072
1,341 67,162 Total current liabilities 230,448 282,193
234,077 277,167 Total liabilities 14 1,369,614 1,436,935
1,086,664 1,039,778 Total equity and liabilities 2,035,122 2,260,584
CONSOLIDATED
Total no. Share Share premium
(Amounts in USD 1,000) of shares capital reserves
Equity as of December 31, 2013 387,591,380 3,876 522,361
2015 2014
- - - - 1,336 590
- - - - 5,686 -
- - - - 1,336 6,276
PARENT COMPANY
Share Exchange
Total no. of Share premium rate Other Retained Sharehold-
(Amounts in USD 1,000) shares capital reserves differences reserves earnings ers equity
Equity as of December 31, 2013 387,591,380 3,876 522,360 -100 -22,203 324,612 828,546
Other items, CIRR 368 368
Net profit -64,816 -64,816
Dividend paid -6,533 -6,533
Share option program 5,044 5,044
Share issue costs - -
Effect of exchange rate differences - -
Equity as of December 31, 2014 387,591,380 3,876 522,360 -100 -22,203 258,675 762,609
Siem Marlin
Photographer: Jan Peter Lehne
an acquisition-by-acquisition basis, either of accounting and are initially recognized 1.6 Segment reporting
at fair value or at the non-controlling at cost. The Companys investment in
interests proportionate share of the rec- associates includes goodwill (net of any Operating segments are reported in a
ognised amounts of acquirees identifiable accumulated impairment loss) identified manner consistent with the internal
net assets.Acquisition-related costs are on acquisition. The share of earnings reporting provided to the chief operat-
expensed as incurred. If the business com- recorded in the consolidated financial ing decision-maker. The chief operating
bination is achieved in stages, fair value statements are based on the after-tax decision-maker, who is responsible for
of the acquirers previously held equity earnings of the associates. In the income allocating resources and assessing per-
interest in the acquiree is remeasured to statement, the share of earnings from formance of the operating segments, has
fair value at the acquisition date through associates is shown as a financial item. been identified as the steering committee
profit or loss. that makes strategic decisions.
The Companys share of its associates
Any contingent consideration to be trans- post-acquisition profits or losses is rec- The Company is organized into eight dif-
ferred by the Company is recognised at ognized in the income statement and its ferent segments, platform supply vessels
fair value at the acquisition date. Sub- share of post-acquisition movements in (PSVs), offshore subsea construction
sequent changes to the fair value of the reserves is recognized in other compre- Vessel (OSCVs), anchor-handling tug
contingent consideration that is deemed hensive Income. The cumulative post-ac- supply vessels (AHTS vessels), Brazilian
to be an asset or liability is recognised in quisition movements are adjusted against vessels (consisting of fast crew vessels
accordance with IAS 39 either in profit or the carrying amount of the investment. (FCVs), fast supply vessels (FSVs) and
loss or as a change to other comprehen- When the Companys share of losses in oil spill recovery vessels (OSRVs)), com-
sive income. Contingent consideration that an associate equals or exceeds its inter- bat management systems (CMS), Cable
is classified as equity is not remeasured est in the associate, including any other installation, Scientific core-drilling and
and its subsequent settlement is account- unsecured receivables, the Company does Other, in which the Company operates.
ed for within equity. not recognize further losses unless it has
incurred obligations or made payments on 1.7 Foreign currency translation
Goodwill is initially measured as the ex- behalf of the associate.
cess of the aggregate of the consideration (a) Functional and presentation
transferred and the fair value of non-con- Unrealized gains on transactions between currency
trolling interest over the net identifiable the Company and its associates are elimi- Items included in the financial statements
assets acquired and liabilities assumed. nated to the extent of the Companys in- of each of the Companys entities are
If this consideration is lower than the fair terest in the associates. Unrealized losses measured using the currency of the pri-
value of the net assets of the subsidiary are also eliminated unless the transaction mary economic environment in which the
acquired, the difference is recognised in provides evidence of an impairment of the entity operates (the functional currency).
profit or loss. asset transferred. Accounting policies of The consolidated financial statements are
associates have been reconciled where presented in USD, which is the Companys
Intercompany transactions, balances, necessary to ensure consistency with the functional and presentation currency.
income and expenses on transactions policies adopted by the Company.
between group companies are eliminated. (b) Transactions and balances
Profits and losses resulting from inter- 1.5 Classification of items in the Foreign currency transactions are trans-
company transactions that are recognised financial statements lated into the functional currency using
in assets are also eliminated. Accounting the exchange rates prevailing at the dates
policies of subsidiaries have been changed Assets designated for long-term owner- of the transactions. Foreign exchange
where necessary to ensure consistency ship or use and receivables due later gains and losses resulting from the set-
with the policies adopted by the Company. than one year after drawdown have been tlement of such transactions and from the
recorded as non-current assets. Other translation at year-end exchange rates of
(b) Associated companies assets are classified as current assets. monetary assets and liabilities denomi-
Associates are entities over which the Receivables are stated at par value less nated in foreign currencies are recognized
Company has significant influence but not provision for doubtful accounts. Liabilities in the income statement. The exchange
control, generally accompanying a share- due later than one year after the end of rates vs USD used in 2015 are shown in
holding of between 20% and 50% of the the accounting year are posted as non- the table below.
voting rights. Investments in associates current liabilities. Other liabilities are
are accounted for using the equity method classified as current liabilities.
pared to the assets carrying amount in period and the amortization method are value in use and the fair value less costs
the statement of financial position. If the reviewed at least at each financial year- to sell. Any impairment is recognised
carrying amount is higher, the difference end. Changes in the expected useful life immediately as an expense and is not
must be written off as an impairment loss. or the expected pattern of consumption subsequently reversed.
Fair value reduced by estimated sales of future economic benefits embodied in
costs is the amount achievable on sale to the asset is accounted for by changing 1.12 Financial assets
an independent third party. the amortization period or method, as
appropriate, and treated as a change in The Company classifies its financial as-
The recoverable amount is established accounting estimate. The amortization ex- sets in the following categories: Financial
individually for all assets, except for AHTS pense on intangible assets with finite lives assets at fair value through profit or loss,
vessels which operates in a pool and is is recognized in the income statement in Loans and receivables, and Available for
considered as one cash generating unit. the expense category consistent with the sale Financial assets. The classification
In assessing value in use, the estimated function of the intangible asset. depends on the purpose for which the
future cash flows are discounted to their financial assets were acquired. Manage-
present value using a pre-tax discount Intangible assets with infinite useful lives ment determines the classification of its
rate that reflects current market assess- are tested for impairment annually either financial assets at initial recognition and
ments of the time and the risk specific to individually or at the cash-generating unit re-evaluates this designation at every
the asset that is considered impaired. level. Such intangibles are not amortized. reporting date.
The useful life of an intangible asset
A previously recognized impairment loss with an infinite life is reviewed annually (a) Financial assets at fair value
is reversed if there has been a change to determine whether the infinite life as- through profit or loss
in the estimates used to determine the sessment continues to be supportable. If Financial assets at fair value through
recoverable amount. Reversal of previ- not, the change in the useful life assess- profit or loss are financial assets held for
ously recognized impairment is limited ment from infinite to finite is made on a trading. A financial asset is classified in
to the amount that the carrying value of prospective basis. Goodwill arises on the this category if acquired principally for
the asset would have been had the initial acquisition of subsidiaries, associates and the purpose of selling in the short term.
impairment charge not taken place. joint ventures and represents the excess Derivatives are also categorised as held
of the consideration transferred over Com- for trading unless they are designated as
1.11 Intangible assets panys interest in net fair value of the net hedges. Assets in this category are clas-
identifiable assets, liabilities and contin- sified as current assets if expected to be
Intangible assets that are acquired sepa- gent liabilities of the acquiree and the fair settled within 12 months; otherwise, they
rately are measured on initial recognition value of the non-controlling interest in the are classified as non-current.
at cost. The cost of intangible assets acquiree.
acquired in a business combination is (b) Loans and receivables
recognized at fair value at the date of For the purpose of impairment testing, Loans and receivables are non-derivative
acquisition. Following initial recognition, goodwill acquired in a business combi- financial assets with fixed or determinable
intangible assets are carried at cost less nation is allocated to each of the CGUs, payments that are not quoted in an ac-
any accumulated amortization and any or groups of CGUs, that is expected to tive market. They are included in current
accumulated impairment losses. benefit from the synergies of the combina- assets, except for those which maturities
tion. Each unit or group of units to which greater than 12 months after the reporting
Internally-generated intangible assets, the goodwill is allocated represents the date. These are classified as non-current
excluding capitalized development costs, lowest level within the entity at which the assets.
are not capitalized and expenditure is goodwill is monitored for internal man-
charged against profits in the year in agement purposes. Goodwill is monitored 1.13 Inventories
which the expenditure is incurred. The at the operating segment level.
useful lives of intangible assets are Lubricating oil and bunkers inventories
assessed to be either finite or infinite. Goodwill impairment reviews are un- are valued at the lower of historical cost
Intangible assets with finite lives are dertaken annually or more frequently and replacement cost as measurement of
amortized over the useful economic life if events or changes in circumstances net relisable value. The Company makes
and assessed for impairment whenever indicate a potential impairment. The car- inventory provisions based on an assess-
there is an indication that the intangible rying value of goodwill is compared to the ment of excess and obsolete inventories.
asset may be impaired. The amortization recoverable amount, which is the higher of
2.1 Financial risk factors risk. The Companys risk management is currency, and the Brazilian subsidiary
The Company is exposed to a variety exercised in line with guidelines approved where BRL is the functional currency.
of financial risks through its ordinary by the Board. Remaining subsidiaries use
operations and debt financing. Such risks NOK and EUR as functional currency.
include foreign exchange risk, interest rate 2.2 Foreign exchange risks
risk, credit risk and liquidity risk. To man- USD is the reporting currency for the The Company operates internationally
age these risks, management reviews and Company. Functional currency for the and is exposed to foreign exchange risks
assesses its primary financial and market Parent and vessel-operating subsidiaries arising from various currency exposures
risks. Once risks are identified, appropriate is USD, except for one of the Norwegian primary with respect to NOK, GBP, EUR
action is taken to mitigate the identified subsidiary where NOK is the functional and BRL.
Financial assets
Cash and cash equivalent 148,753 7,839 7,839 -7,839 -7,839
Derivaties 1,451 - - - -
Accounts receivable 46,147 2,162 2,162 -2,162 -2,162
Impact on financial assets before tax 196,351 10,000 10,000 -10,000 -10,000
Financial liabilities
Accounts payable 8,395 -823 -823 823 823
Derivatives 12,896 14,093 14,093 -14,093 -14,093
Borrowings 1,122,585 -51,906 -51,906 51,906 51,906
Impact on financial liabilities before tax 1,143,877 -38,635 -38,635 38,635 38,635
Income statement
Operating revenue 422,449 23,242 23,242 -23,242 -23,242
Operating expenses 303,901 -24,224 -24,224 24,224 24,224
Impact on operating result before tax 118,548 -982 -982 982 982
Total increase/decrease before tax - -29,617 -29,617 29,617 29,617
Financial assets in 2015 and 2014 include derivatives related to hedging of foreign exchange risks. The derivatives in the sensitivity table
include path-dependent options in which the value of the derivatives is influenced when the underlying reaches or fluctuates within,
below or above specific barrier levels. The change in value of these derivatives will impact the profit of the Company.
Financial liabilities in 2015 and 2014 consist of interest rate derivatives and are not influenced by movements in foreign exchange rates.
Financial assets
Cash and cash equivalent 117,623 3,614 3,614 -3,614 -3,614
Derivatives 1,041 - - - -
Accounts receivable 74,753 1,292 1,292 -1,292 -1,292
Impact on financial assets before tax 193,417 4,907 4,907 -4,907 -4,907
Financial liabilities
Accounts payable 10,781 -1,583 -1,583 1,583 1,583
Derivatives 16,732 18,402 18,402 -21,016 -21,016
Borrowings 1,214,360 -51,399 -51,399 51,399 51,399
Impact on financial liabilities before tax 1,241,873 -34,580 -34,580 31,966 31,966
Income statement
Operating revenue 491,312 20,149 20,149 -20,149 -20,149
Operating expenses 297,187 -18,284 -18,284 18,284 18,284
Impact on operating result before tax 194,125 1,866 1,866 -1,866 -1,866
Total increase/decrease before tax - -27,807 -27,807 25,193 25,193
Financial assets
Cash and cash equivalent 269,293 15,060 15,060 -15,060 -15,060
Accounts receivable - - - - -
Impact on financial assets before tax 269,293 15,060 15,060 -15,060 -15,060
Financial liabilities
Accounts payable 144 -14 -14 14 14
Derivatives - - - - -
Borrowings 207,852 -16,678 -16,678 16,678 16,678
Impact on financial liabilities before tax 207,996 -16,693 -16,693 16,693 16,693
Income statement
Operating revenue 145 15 15 -15 -15
Operating expenses 9,240 -885 -885 885 885
Impact on operating result before tax -9,095 -871 -871 871 871
Total increase/decrease before tax - -2,503 -2,503 2,503 2,503
Financial assets
Cash and cash equivalent 222,579 15,217 15,217 -15,217 -15,217
Accounts receivable - - - - -
Impact on financial assets before tax 222,579 15,217 15,217 -15,217 -15,217
Financial liabilities
Accounts payable 53 -1 -1 1 1
Derivatives - - - - -
Borrowings 174,881 -20,334 -20,334 20,334 20,334
Impact on financial liabilities before tax 174,934 -20,334 -20,334 20,334 20,334
Income statement
Operating revenue 405 - - - -
Operating expenses 12,521 -1,156 -1,156 1,156 1,156
Impact on operating result before tax -12,116 -1,156 -1,156 1,156 1,156
Total increase/decrease before tax - -6,273 -6,273 6,273 6,273
2.3 Credit risks, Concentration risks The exposure to credit risk for trade and cally, the loss percentage has been low.
The Companys credit risk is primarily other short-term receivables is measured Ongoing provisions are made and, on 31
attributable to its trade and other short- on an ongoing basis and credit evaluations December 2015, the provision for certain
term receivables and asset derivative are performed for customers identified accounts receivable which may not be
positions. The derivative counterparties to be risky. The Companys debtors are paid in full was USD 13.4 million for the
are large established financial institutions, mainly major oil companies and offshore Company (2014: USD 9.5 million) and USD
and the counterparty risk for the asset de- service companies, which are considered 0.3 million for the Parent (2014: USD 0.7
rivative positions are regarded as limited. to be creditworthy third parties. Histori- million).
The table below presents the concentration risks for 2015 and 2014
Currency
USD - - 24,529 61,830
NOK - - 2,351 1,947
EUR - - 14,233 5,606
GBP - - 3,252 2,386
BRL - - 1,783 2,984
Total accounts receivable - - 46,157 74,753
The maximum exposure to credit risk at the reporting date is the carrying value of each class of accounts receivable mentioned above.
2.4 Cash flow, interest risk or similar event relating to a subsidiary The Company has no significant interest-
and fair value of the Company, all creditors of such bearing assets other than cash and cash
The Company is financed by debt and subsidiary would be entitled to payment equivalents and therefore the Companys
equity. If the Company fails to repay or in full out of the assets of such subsidiary income and operating cash flows are
refinance its loan facilities, additional eq- before the Company, as a shareholder, substantially independent of changes
uity financing may be required. There can would be entitled to any payments. in market interest rates. Cash and
be no assurance that the Company will cash equivalents are invested for short
be able to repay its debts or extend re- Defaults by, or the insolvency of, a sub- maturity periods, generally from 1 day to
payment schedules through re-financing sidiary of the Company could result in the 3 months, which mitigates the potential
of its loan agreements or avoid net cash obligation of the Company to make pay- interest rate risk.
flow shortfalls exceeding the Companys ments under parent company guarantees
available funding sources or comply with issued in favour of such subsidiary. The following sensitivity tables demon-
minimum cash requirements. strate the impact on the Companys profit
The Company is moreover exposed to before tax and equity from a potential
Further, there can be no assurance that changes in interest rates, which may af- shift in interest rates, all other variables
the company will be able to raise new eq- fect the Companys financial results. held constant.
uity, or arrange new borrowing facilities, These risks are mainly related to the
on favourable terms and in amounts nec- Companys long term borrowings with
essary to conduct its ongoing and future floating interest rates.
operations, should this be required. Further details of the Companys borrow-
In the event of insolvency, liquidation ings are set out in Note 12.
Financial assets
Cash and cash equivalent 148,753 -1,488 -1,488 1,488 1,488
Impact on financial assets before tax 148,753 -1,488 -1,488 1,488 1,488
Financial liabilities
Borrowings 657,617 5,782 5,782 -5,770 -5,770
Impact on financial liabilities before tax 657,617 5,782 5,782 -5,770 -5,770
Total increase/decrease before tax - 4,294 4,294 -4,282 -4,282
Financial assets
Cash and cash equivalent 117,623 -1,176 -1,176 1,176 1,176
Impact on financial assets before tax 117,623 -1,176 -1,176 1,176 1,176
Financial liabilities
Borrowings 668,772 2,689 2,689 -2,320 -2,320
Impact on financial liabilities before tax 668,772 2,689 2,689 -2,320 -2,320
Total increase/decrease before tax - 1,513 1,513 -1,144 -1,144
Borrowings in the tables above (both for 2015 and 2014) include only borrowings with floating interest.
Above movements also include the effect of interest rate swaps entered into in order to hedge the floating interest risk. Market-to-mar-
ket effects in relation to the interest rate swaps impacts the profit and loss following a change of +/- 1% in the interest rate.
For more details, see Note 12.
Financial assets
Cash and cash equivalent 269,293 -2,693 -2,693 2,693 2,693
Impact on financial assets before tax 269,293 -2,693 -2,693 2,693 2,693
Financial liabilities
Borrowings 207,852 2,079 2,079 -2,079 -2,079
Impact on financial liabilities before tax 207,852 2,079 2,079 -2,079 -2,079
Total increase/decrease before tax - -614 -614 614 614
Financial assets
Cash and cash equivalent 222,579 -2,226 -2,226 2,226 2,226
Impact on financial assets before tax 222,579 -2,226 -2,226 2,226 2,226
Financial liabilities
Borrowings 174,881 1,749 1,749 -1,749 -1,749
Impact on financial liabilities before tax 174,881 1,749 1,749 -1,749 -1,749
Total increase/decrease before tax - -477 -477 477 477
The Companys financial assets are cial instruments are not evaluated at fair The fair value of the Companys non-
classified into the categories: assets at value: accounts receivable, cash and cash current liabilities subjected to fixed
fair value through the profit and loss, equivalents, other short-term receivables, interest rates is calculated by comparing
loans and receivables, and available for accounts payable and long-term liabilities the Companys terms and market terms
sale. Financial liabilities are classified as with floating interest. for liabilities with the same terms to
liabilities at fair value through the profit maturity and credit risk.
and loss, and other financial liabilities. Because of the short term to maturity, the
For further information about compari- value of cash and cash equivalents entered The following tables display the booked
son by category, see Note 29. into the Statements of Financial Position value and the fair value of financial as-
is almost the same as the fair value of sets and liabilities.
The value of forward exchange contracts these. Accordingly, the values of accounts
is set by comparing forward exchange receivable and accounts payable are almost
rate and the rate on the reporting the same as their fair values since they are
date. The Companys following finan- entered on normal conditions.
CONSOLIDATED
(Amounts in USD 1,000) 12/31/2015 12/31/2014
Book value Fair value Book value Fair value
Financial assets
CIRR loan deposit 88,002 92,159 28,453 30,114
Long-term receivables 51,598 51,598 23,432 23,432
Accounts receivable 46,147 46,147 74,753 74,753
Other short-term receivables 60,657 60,657 63,877 63,877
Financial assets held for sale 3,459 3,459 - -
Derivative financial instruments 1,451 1,041 1,041 1,041
Cash and cash equivalents 148,753 148,753 117,623 117,623
Total 400,066 403,814 309,179 310,840
Financial liabilities
Borrowings 1,122,585 1,162,291 1,214,360 1,250,847
CIRR loan 88,002 92,159 28,453 30,114
Other non-current liabilities 34,142 34,142 26,565 26,565
Accounts payable 8,395 8,395 10,781 10,781
Derivative financial instruments 12,896 12,896 16,732 16,732
Other current liabilities 91,001 91,001 123,072 123,072
Total 1,357,022 1,400,884 1,419,963 1,458,111
Financial assets
CIRR loan deposit 19,208 20,215 28,453 30,114
Long-term loan 25,867 25,867 30,053 30,053
Accounts receivable - - - -
Other short-term receivables 4,169 4,169 17,343 17,343
Cash and cash equivalents 269,293 269,293 222,579 222,579
Total 318,538 319,544 298,429 300,089
Financial liabilities
CIRR loan 19,208 20,215 28,453 30,114
Accounts payable 144 144 53 53
Other current liabilities 1,347 1,347 67,255 67,255
Total 20,698 21,706 95,761 97,422
2.5 Liquidity risk The Company aims to fix the majority of Historically the Company has man-
The Company monitors its cash flow its fleet on long-term contracts. Vessels aged to obtain necessary financing in a
from operations closely and optimizes not fixed on long-term contracts are timely manner on acceptable terms when
the working capital level of the individual exposed to the volatility in the North Sea needed.
companies and the Company as a whole. spot market.
The tables below summarize the maturity
The Company funds are used for invest- The Company will from time to time re- profile of the Companys financial liabili-
ment opportunities in the business, yard quire additional capital to take advantage ties including interests, and future com-
instalments, scheduled repayments and of business opportunities. mitments to the newbuilding program.
repayments of debt and for general
working capital purposes.
Siem Marlin
Photographer: Jan Peter Lehne
CONSOLIDATED
Less than 3 3 to 12 1 to 2 2 to 5
(Amounts in USD 1,000) months months years years Thereafter Total
CONSOLIDATED
Less than 3 3 to 12 1 to 2 2 to 5
(Amounts in USD 1,000) months months years years Thereafter Total
PARENT COMPANY
Less than 3 3 to 12 1 to 2 2 to 5
(Amounts in USD 1,000) months months years years Thereafter Total
No yard instalments falling due for the parent company as there were no vessels under construction at year-end 2015 and 2014.
CONSOLIDATED
(Amounts in USD 1,000) Long-term contracts
+1% movements -1% movements
December 31, 2015 Estimated total revenue Profit/(loss) Equity Profit/(loss) Equity
Total value of contracts 334,093
Progress reporting, effect from movement - 3,341 3,341 -3,341 -3,341
Margin estimate, effect from movement - 3,341 3,341 -3,341 -3,341
CONSOLIDATED
(Amounts in USD 1,000) Long-term contracts
+1% movements -1% movements
December 31, 2014 Estimated total revenue Profit/(loss) Equity Profit/(loss) Equity
Total value of contracts 150,166
Progress reporting, effect from movement - 1,502 1,502 -1,502 -1,502
Margin estimate, effect from movement - 1,502 1,502 -1,502 -1,502
IFRS requires management to make Revenue recognition be +/- USD 8.9 million in 2015 (2014: USD
estimates and judgments that affect the percentage-of-completion 14.9 million) if management had estimat-
reported amounts of assets and liabilities, off-shore cable contracts ed a 10% better/worse progress on the
as well as income and expenses in the contracts ongoing at year-end 2015.
financial statements. The final reported The Company uses the percentage-of-
outcomes may deviate from the original completion method in accounting for its Vessels
estimates. fixed price construction contracts related
to the segment Submarine Power Cable Economic useful life
Certain amounts included in, or that have Installation. The level of depreciation expense is
an effect on, the accounts and the as- dependent, in part, upon the estimated
sociated notes require estimation, which One significant estimate is an estimate useful life of the vessel. The useful life is
in turn entails that the Company must of the percent complete. Management estimated based on historical data, experi-
make assessments related to values and estimates completion based on an as- ence related to the vessel and similar
circumstances that are not known at sessment of certain technical criteria in vessels. The estimate is reviewed and up-
the point in time when the accounts are the project execution plan that have to dated annually. A change in the estimate
prepared. be met in order to achieve a certain level will affect depreciation prospectively in
of percentage of completion, as opposed current and future reporting periods.
A significant accounting estimate is an to using costs incurred as a measure of
estimate that is important to provide a completion. Residual value
complete picture of the Companys finan- The level of depreciation expense is
cial position, which at the same time is the The primary risk in the execution of dependent, in part, upon the estimated
result of difficult, subjective and complex projects relates to the offshore instal- residual value. Management estimates a
assessments performed by the manage- lation phase. Hence, profit margin is not vessels residual value using their knowl-
ment. Such estimates are often uncertain recorded until the progress of the project edge of the scrap value of vessels.
by nature. has reached a stage of minimum 25 per-
cent technical completion. The scrap value estimates are depend-
Management evaluates such estimates ent on the price of steel. The scrap value
continuously based on historical data and The project shall need to progress into the estimate is based on the expected value
experience, consultation with experts, cable-laying phase before the minimum at the end of the useful life of the vessel.
trend analysis and other factors that are 25 percent age of technical completion is Management performs an annual review
relevant for the individual estimate, in- reached. Prior to reaching a progress of and assessment of the vessel scrap value
cluding expectations of future events that minimum 25 percent technical comple- estimates. Residual value is subject to an
are believed to be reasonable under the tion, and subject to a foreseen positive annual reassessment.
circumstances. project margin, project revenue is accrued
to match the actual costs incurred at the Impairment of vessels
Estimates and assumptions that have estimated stage. On the reporting date, the Company has
a significant risk of causing a material assessed whether there are any indica-
adjustment to the carrying amounts of as- Periodic project margin is only recorded tions that it may be necessary to write
sets and liabilities within the next financial when the overall project margin is down a vessel. Indicators include external
year, as well as judgments made by man- forecasted to be positive, and when the broker estimates, significant changes in
agement, in the process of applying the execution of the project has reached such charter hire contracts, day rates, operat-
Companys accounting policies, that have level of technical completion beyond 25 ing costs or adverse market conditions.
the most significant effect on the amounts percent that the management is comfort-
recognized in the financial statements, are able to assess the financial outcome of When such indications exist, an impair-
discussed below. the project. ment test is performed in accordance with
Company policy.
The sensitivity of the recorded revenue on The recoverable value of the vessel is
long-term construction contracts would estimated, and if the recoverable amount
The Company identifies its reportable rine Power Cable Installation, Scientific (MPD), and certain other activities.
segments and disclose segment inform- Core Drilling and Siem WIS
ation under IFRS8 Operating Segments Siem Offshore Inc uses three measures
which requires Siem Offshore Inc to The PSV segment includes 12 Platform of segment results, Operating Revenue,
identify its segments according to the Supply Vessels. The OSCV segment in- Operating Margin and Net Profit.
organization and reporting structure used cludes four Offshore Subsea Construction
by management. Operating Segments are Vessels and two Multipurpose field and Intersegment sales and transfers reflect
components of a business that are evalu- ROV Support Vessels. The ATHS segment arms length prices as if sold or trans-
ated regularly by the chief operating deci- includes ten Anchor Handling and Tug ferred to third parties at the time of incep-
sion maker for the purpose of assessing Supply Vessels. The Segment of Other tion of the internal contract, which may
performance and allocating resources. Vessels in Brazil consists of one Oilspill cover several years. Transfers of business
The Companys chief operating decision Recovery Vessel and eight smaller Plat- or fixed assets within or between the seg-
maker is the management board, com- form Supply Vessels. Combat Manage- ments are reported without recognizing
prised of the CEO, CFO, COO, and CCO. ment Systems is the activity of supplying gains or losses. Results of activities not
software for a management system to considered part of Siem Offshore Inc.s
Generally, financial information is required the Brazilian Navy. main operations as well as unallocated
to be disclosed on the same basis that is revenues, expenses, liabilities and assets
used by the chief operating decision mak- Submarine Power Cable Installation com- are reported together with Other under
er. The Companys operating segments prises the activities of installation and the Caption Other and eliminations
represent separately managed business maintenance of subsea power cables for
areas with unique products serving dif- offshore windfarms. Scientific Core-Drill- The following tables include information
ferent markets. The reportable business ing is comprised of the activity of a scien- about the Companys operating segments.
areas are OSV with the segments PSV, tific drillship which performs coredrilling.
OSCV, AHTS Vessels and Other Vessels in The segment Other is comprised of the
Brazil, and Industrial with the segments ownership of Siem WIS that develops
Combat Management Systems, Subma- applications for managed pressure drilling
CONSOLIDATED
(Amounts in USD 1,000) 2015 2014
Other operating profit/(loss) includes, among others, gain of sale of interest rate derivatives (CIRR), gain/(loss)
on currency exchange forward contracts and general and administration expenses.
CONSOLIDATED
Land and Vessels under Vessels and Capitalised
(Amounts in USD 1,000) buildings construction equipment Drydocking project cost
Net book value on December 31, 2014 3,695 130,515 1,717,712 22,285 10,965
Net book value on December 31, 2015 291 185,064 1,363,982 27,422 5,381
The balance of capitalized project costs relate to specific contracts. The costs are amortized over the term of the specific charter contracts.
The vessels are divided into the following components and economical lives:
Net book value on December 31, 2014 17,318 116 8,503 25,937
Trademarks and licences refer to Siem WIS AS patented technology for the drilling industry. The figures include assets under develop-
ment and developed assets, and the depreciation refers to developed assets that are not yet commercialized.
Impairment of intangibles relates to Siem WIS AS and was recognized at USD 6,705 in 2015.
Impairment transactions in the current market, 2015 to reflect updated value-in-use cal-
In light of the turmoil in the oil service there is a large uncertainty related to culations made as per end of 4th quarter
industry impairment tests have been per- the received broker estimates. Value- 2015. Such reallocations have a zero
formed for all vessels and equipment and in-use calculations have therefore been effect on the total impairment recorded
intangible assets and the company has performed for all vessels to compare with in 2015.
identified possible impairment for such brokers values.
assets. Each vessel constitutes a cash If the pre-tax discount rate applied to the
generating unit and is tested separately Value-in-use calculations have been cash flow projections of this CGU had
for impairment except for AHTS vessels based on conservative terminal amounts. been 1% higher than managements esti-
which operates in a pool and is consid- The discount rate used in the value-in-use mates (8.59% - 10.62% instead of 7.59%
ered as one cash generating unit. calculation is a real average cost of capi- - 9.62%), the group would have had to
tal after tax ranging from 7.59%-9.62%. recognzse an impairment against vessels
Valuation has been received from ac- Impairment for certain Brazilian flagged of USD 167,9 million.
credited brokers for all vessels. Due to vessels of USD 29,000 made at year end
a limited number of sale and purchase 2014 has been reallocated at year end
Company (Amounts in USD 1,000) Registered office Ownership and voting share
The book value in Siem Offshore do Brasil SA was increased with USD 22.9 million, Siem Offshore Management AS reduced with USD
1.0 million and Siem Offshore Invest AS increased with USD 0.2 million in 2015.
The above companies are owned by the Parent Company. In addition, the subsidiaries own the following companies:
Engine Crew
Photographer: Tove Hertzberg
Figures for associated companies included in the consolidated accounts based on the equity accounting.
Siem Offshores share of booked equity 1,294 282 390 33 11,229 13,229
Added/reduced in the period
Change of ownership% or sale
Adjustments IFRS and fair value in excess of book value
for vessel and goodwill as of December 31 - 314 123 120 2,874 3,431
Net book value in Siem Offshore as of 1,294 596 513 153 14,103 16,660
December 31
Ownership interest 41.33% 41.33% 50% 5.00% 50% -
Of which:
Adjustments IFRS and fair value in excess of book value
for vessel and goodwill as of January 1 - 373 157 144 482 1,156
Capital increase, correction previous year - - - - 2,427 2,427
Adjustment for depreciation IFRS - - -9 - -274 -283
Amortization of fair value in excess of -1,443 -1,443
book value for vessels and goodwill
Effect of exchange rate differences - -59 -25 -24 1,682 1,574
Fair value in excess of book value for ves- - 314 123 120 2,874 3,431
sels and goodwill as of December 31
CONSOLIDATED
(Amounts in USD 1,000) 2015 2014
Financial assumptions:
Discount rate 2.70% 2.30%
Expected return on funds 2.70% 2.30%
Expected wage adjustment 2.50% 2.75%
Adjustment of the basic National Insurance amount 2.25% 2.50%
Expected pension increase 0.00% 0.00%
Note 9 - Receivables
Long-term receivables
3,997 3,807 Employee loans, see Note 19 3,997 4,076
21,870 26,246 Intercompany receivables - -
- - Loan to Group of Parent Company 17,069 18,278
- - Other long term receivables 1,462 1,078
- - Convertible Loan to customer (1) 29,070 -
25,867 30,053 Total long-term receivables 51,598 23,432
(1) The sale of Daya1 was partly financed by a Sellers credit from Siem Offhsore Inc. in the form of a Convertible Bond with
four years duration.
(2) Outstanding insurance claims refer to breakdown expenses qualifying for insurance cover. The amount is less own deduction.
USD 16.7 million of the Companys cash balance at year end was restricted funds of which USD 1.4 million was for tax withholdings
and USD 15.3 million represented security for bank guarantees and loans.
CONSOLIDATED
(Amounts in USD 1,000) 2015 2014
Temporary differences
Deferred tax Time frame
Participation in limited liability companies Long -2,701 -
Operating assets Long -34,497 -37,921
Special tax account Long - -
Pension funds/obligations Long -2,601 -3,812
Other short-term differences Short - -
Other long-term differences Long 4,605 2,352
Net temporary differences as of December 31 -35,194 -39,381
Deferred tax assets are recognized as intangible assets as it is probable through prospective earnings that it can be utilized.
The Company has decided to exit from the Norwegian Tonnage Tax Regime effective 1 January 2015. Formally the decision is be-
ing made as part of filing of the 2015 corporate tax return. The decision is being made to ensure that the Company is fully capable of
complying with current legislation. Additionally, exiting the Norwegian Tonnage Tax Regime will provide more flexibility to the Company.
The Norwegian Tonnage Tax Regime is a Ring-fence regime which is not flexible with regards to which assets and activities that can be
operated under the regime.
12/31/2015
Total tax CONSOLIDATED
(Amounts in USD 1,000) Tonnage tax regime Other tax regime Total tax liabilities
Long term tax liabilities falling due after 1 year - 5,483 5,483
Payable taxes falling due within 1 year 5 3,491 3,496
Tax liabilities 5 8,974 8,979
Overprovision in previous year relates to activity on Greenland for the subsidiary Overseas Drilling Limited.
Actual tax liability was decreased compared to budget by taking into consideration local tax legislation.
There is no tax amount related to the items under Other Comprehensive Income.
12/31/2014
Total tax CONSOLIDATED
(Amounts in USD 1,000) Tonnage tax regime Other tax regime Total tax liabilities
Long term tax liabilities falling due after 1 year - 6,368 6,368
Payable taxes falling due within 1 year 22 4,983 5,005
Tax liabilities 22 11,351 11,373
Note 12 - Borrowings
PARENT COMPANY
(Amounts in USD 1,000) December 31, 2015
Committed Drawn Drawn
(USD) Currency Facility amount amount currency amount USD
(1) Under the USD 53.4 million facility, part of the loan (USD 25.6 million) is fixed for a 6-year term to average interest rate of 7.58%.
Under the NOK 345.7 million facility, part of the loan (equivalent to USD 19.9 million) is fixed for an approximately 8-year term to
average interest rate of 5.36%.
Under the NOK 204 million facility a majority of the loan is fixed for a 4-year term to an average interest of 4.18%.
The Company has a portfolio of bank loans secured with mortgage in vessels. The creditor and guarantors are in general first class
commercial banks and state owned financial institutions with ratings on or above BBB- and AAA.
As of year end, the Company had issued two high yield unsecured bonds of NOK 600 million and NOK 700 million respectively. The high
yield unsecured bonds are listed on Oslo Stock Exchange, have no amortization and matures in 2018 and 2019.
1) Under the USD 62.8 million facility, part of the loan (USD 30.2 million) is fixed for a 7-year term to average interest rate of 7.58%. Un-
der the NOK 365.1millon facility, part of the loan (equivalent to USD 25.0 million) is fixed for an approximately 9-year term to average
interest rate of 5.36%.
Under the NOK 222 million facility a majority of the loan is fixed for a 5-year term to an average interest of 4.18%.
(2) The USD 234.1 million facility has a balloon repayment in 2015. The term for this debt facility shall either be renegotiated or auto-
matically extended subject to certain requirements regarding vessel employment.
Instalments per December 31, 2015 falling due over the next 5 years
PARENT COMPANY CONSOLIDATED
Other interest
(Amounts in USD 1,000) Mortgage debt bearing debt Total
- 2016 152,999 - 152,999
60,000 2017 197,290 - 197,290
68,112 2018 367,904 68,112 436,016
79,464 2019 72,893 79,464 152,357
- 2020 41,890 - 41,890
- Thereafter 159,158 - 159,158
207,576 Total 992,134 147,576 1,139,710
The book value of mortgaged assets consist of non-current tangible assets and portion of the accounts receivable and amounts to USD
1,623 million at year-end.
There are various financial covenants related to the Companys debt agreements. The main prevailing covenants are:
- Free cash in excess of USD 50 million
- Fleet Value Adjusted Equity Ratio in excess of 30%
- Book equity in excess of USD 200 million
- Certain ratio of Interest Coverage
- Certain ratio of FInancial Indebtedness to EBITDA
The amount of Financial Indebtednes shall be calculated by allocating new Financial Indebtedness to be incurred by the Company for
the long term debt financing of each future newbuilding on an accumulating basis by 1/12 each month after delivery of each such new-
building. The Fleet Value Adjusted Equity Ratio shall be based on broker estimates.
The Company and Parent Company are in compliance with the financial covenants as per December 31, 2015.
Based on Brokers estimates applied by the Company, the Free Value Adjusted Equity Ratio is 35 %.
Prior to ordering vessels from Norwegian yards, the Company applied for fixed 12-year interest rate options related to the long-term
financing of such vessels. The Company was granted options for each of the relevant vessels by the Norwegian Export Credit Agency
and the Company sold the rights to exercise such options to a first class international bank (the Bank).
Proceeds from the long-term loans drawn from the Norwegian Export Credit Agency were placed as corresponding deposits in the
Bank as financial security for the loans. The recognition of gains related to the sold options is recorded over the term of the respective
drawn loans.
In relation to the sale of a vessel in 2015 that had a fixed 12-year USD interest rate associated with its mortgage debt financing, pro-
ceeds from the sale, which were equivalent at that date to the remaining outstanding long-term loan from the Norwegian Export Credit
Agency, were placed on deposit as security for the Bank. The loan will continue until maturity and related interest and instalment pay-
ments will be serviced by the amount on deposit in the Bank according to the initial 12-year amortization profile.
Unearned CIRR
(Amounts in USD 1,000) 2015 2014
Beginning of the year 1,786 2,155
Recognized in the profit and loss account -368 -368
Net unearned CIRR as of December 31 1,418 1,786
Other accrued cost includes accrued commission, purchase orders and other accrued cost includes accrued commission cost and cost
related to purchase orders. Other current liabilities includes accrued salaries and incentive program, provision for operating expenses
and other short-term liabilities.
The Companys largest shareholder, Siem Europe S.a r.l, with a holding of 83 %, and its parent company, Siem Industries Inc.,
are defined as a related parties. The Company is obligated to Siem Industries Inc., for a fee of USD 300,000 for 2015 (2014
USD250,000). This fee is the remuneration for the services of the two of the Board members. This fee also covers office in the
Cayman Islands and administrative costs.
Details related to transactions, loans and remuneration to the executive Management and the board of directors are set out in Note
19. For the Parent, all subsidiaries listed in Note 6 are also defined as related parties.
For other related parties, the following transactions were carried out:
Above service is provided to companies in which a Board member has an interest. Kristian Siem is the Chairman of Siem
Industries Inc., which is controlled by a trust whose potential beneficiaries include members of Kristian Siems immediate family.
SiemIndustries holds an interest in Subsea 7.
Siem Offshore LLC, 100% owned by the Company, has charted vessel to Subsea 7 during 2015.
Service delivered from related parties consist of instalments according to shipbuilding contracts with Flensburger Schiffbau
Gesellschaft and cost for technical management, corporate management and delivered crew from O.H. Meling & Co AS. Siem
Offshore Rederi AS has two vessels under construction at Flensburger Schiffbau Gesellschaft, a company 100% owned by Siem
Europe S.a r.l. Management service and crew service are supported to Siem Meling Offshore DA, 51% owned by the Company, by
O.H. Meling & Co AS , owning 49 % of Siem Meling Offshore DA.
In Q3 2014, the vessel Siem Sailor was sold to a company controlled by O.H. Meling & Co AS at a price of NOK 295 million. The
purchaser of the vessel is the 49% owner of Siem Meling Offshore DA, and is controlled by O.H Meling & Co AS.
Loan to associates
At January 1 233 308
Drawings 18,278 -
Instalments -51 -22
Interest charged 511 8
Interest received -4 -8
Exchange rate variations -1,897 -53
At December 31 17,069 233
The Company holds a long-term loan to Rovde Industripark AS and a long-term loan to Siem Industries Inc. Siem Offshore Invest AS
owns 50% of Rovde Industripark AS.
Short-term loan
End of 2014 a short-term loan of USD 60 million was drawn by Siem Offshore Inc. under a credit facility provided by Siem Industries
Inc. In 2015 the parties agreed to change the terms of the loan from a short-term loan to a long-term loan. This is reflected in the
tables above as reclassification.The loan is on market term of interest.
In 2015 Siem Industries Inc. provided a short-term loan to Research Developement & Financial Consultant Ltd. The borrower is the 49%
owner of Siem Offshore Ghana International AS. The loan is on market term of interest.
Service from subsidiaries consists of administrative and corporate services provided by Siem Offshore Management AS. All terms used
for above transactions are at arms length.
Loan to subsidiaries
At January 1 21,748 23,637
Drawings - 2,500
Converted to shares - -4,412
Instalments - -
Interest charged 502 555
Interest received - -
Exchange rate variations -380 -532
At December 31 21,870 21,748
Note 16 - Guarantees
Contractual guarantees to Brazilian Navy are issued by Siem Offshore do Brasil SA.
Guarantees related to disputes and ongoing tax-cases have been raised per request from Brazilian tax authorities.
Contractual guarantees provided by Parent are security for clients of Siem Offshore Cotractors GmbH.
Note 17 - Commitments
Capital expenditures contracted for at the reporting date but not yet paid are as follows:
PARENT COMPANY Instalments falling due over the next 3 years CONSOLIDATED
12/31/2015 12/31/2014 (Amounts in USD 1,000) 12/31/2015 12/31/2014
2015 - 242,062
- - 2016 395,900 308,408
- - 2017 - -
- - Total 395,900 550,470
(1) Personnel expences are partly included in the Vessel Crew Expences and partly in the General and Administrative Expences, see
Note 18.
Government grants is a special Norwegian seaman payroll and tax refund given to Norwegian shipping companies. The average number
of employees in the Company was 949 for 2015 (2014: 1,073), including onshore and offshore employees.
Corporate management salaries and other benefits are presented in the table below:
Name Salary paid Pension premium Other benefits Share options held
1) Idar Hillersy replaced Terje Srensen as CEO with the effect from August 2015.
2) COO Svein Erik Mykland left the Company with the effect from December 2015.
Shares in the Company held by members of corporate management in 2015 were 1,538,161 (2014: 2,618,161).
The Board of Directors of Siem Offshore Inc. has authorized the award of two programs of Stock Options ten to seven
key employees of the Company. The total cost for the two programs is USD 2,527 for 2015. See Note 31 for more information.
Loan on December 31, 2015 (Amounts in USD 1,000) Amount Interest Terms
Loan to executive management 716 - Share loan (1).
Total 716 - -
Loan on December 31, 2014 (Amounts in USD 1,000) Amount Interest Terms
Loan to executive management 3,331 - Share loan (1).
Total 2,306 - -
The Remuneration paid to the Board of Directors in 2015 was USD 430K (2014: USD 440K).
Auditors remuneration
PARENT COMPANY CONSOLIDATED
2015 2014 (Amounts in USD 1,000) 2015 2014
96 99 Audit Fee 484 528
101 60 Audit Fee Other 226 202
11 21 Tax/Legal Assistance 41 116
6 - Other consultants, Fees 259 56
214 180 Total auditors remuneration 1,010 902
The Company has entered into different operating leases for office premises, office machines and communication
satellite equipment for the vessels. The leases also include a substitute vessel on a time charter party.
The lease period for the lease agreements varies and most of the leases contain an option for extension.
As of 31 December 2015, the Company had some commitments relating to lease agreements which fall due as follows:
Net present value of future commitments relating to lease agreements are calculated to be USD 3,473 for the Company There are no
lease agreement for the Parent. The interest rate in the calculation of net present value is 5 %.
Financial income
3,491 4,162 Interest income 4,223 4,188
- - Other financial income 6,961 4,903
3,491 4,162 Total financial income 11,184 9,091
Financial expenses
-12,210 -11,801 Interest expenses -51,149 -48,451
- - Loss intercompany closure - -5,063
-16 -903 Other financial expenses -3,529 -2,354
-12,225 -12,704 Total financial expenses -54,677 -55,868
Net currency gain/(loss) includes an unrealized gain of USD 27,675 calculated on monetary items, and a realized
loss of USD 11,935 related to intercompany transactions.
The net currency gain/(loss) for the Parent of USD 1,265 includes an intercompany currency loss of USD 1,379.
CONSOLIDATED
Recognized Accumulated per
(Amounts in USD 1,000) 2015 12/31/2015
Revenue 120,890 233,680
Cost 93,670 173,461
Total 27,220 60,219
Contracts in progress refer to activity within the Power Cable Installation Segment and Combat Management Systems
(CMS), see Note 4.
The activity within Power Cable installation segment included six projects in progress at year-end 2015. These projects
are in an various phases, and margin for 2015 is recognized only on projects with progress exceeding 25 %.
At year-end 2015, the activity within CMS had five projects in progress. The degree of completion varies from 13% to
94%. Margin for 2015 is recognized only on projects with progress exceeding 25%.
All projects in progress at year-end 2015 are estimated to generate a positive contribution over the total project period.
There are no contracts in progress in the Parent Company.
CONSOLIDATED
(Amounts in USD 1,000) 2015 2014
Purchase cost per January 1 - 18,212
Moved from Fixed asset 3,459 -
The years disposal at cost - -18,212
Purchase cost on December 31 3,459 -
Booked value for the vessel Siddis Skipper was transferred from fixed assets to asset held for sale in December 2013.
The vessel was sold on January 8, 2014.
Booked value for the vessel Siem Carrier was transferred from fixed assets to asset held for sale in December 2015.
2015
The net gain for the Company on sale of asses of USD 16.3 million consist of gain from the sale of the MRSV Daya 1 by USD 16.6 million, and a
loss on sale of other equipment of USD 0.3 million.
2014
The net gain for the Company on sale of assets of USD 18,7million consist of gain from the sales of the PSV Siem Skipper, Siem Sailor by USD
17,9 million and other USD 0,7 million.
Siem Europe S.a r.l. is the main shareholder of Siem Offshore Inc. and is controlled by a trust whose potential beneficiaries include
members of Kristian Siems immediate family. Kristian Siem, who is Director of the Company, is also the Chairman of Siem Industries
Inc., who is the parent compay of Siem Europe S.a r.l.
The contract period is for 6 months firm plus options and will commence in direct continuation from present contract.
The duration of the charter is for a term of five years plus options of 2 x 1 year, expected to commence in early 2017.
The vessel will operate as part of the Woodside Integrated Fleet working offshore Dampier, Western Australia.
Further details related to the currency derivative contracts are set out in Note 15.
Below is a comparison by category for carrying amounts and fair values of all of the Companys
financial instruments.
CONSOLIDATED
(Amounts in USD 1,000) Loans and Assets at fair value through Available for
December 31, 2015 receivables the profit and loss sale Total
(1) Prepayments do not qualify as a financial instrument and are not included in above amount. Excluded prepayments amount to
USD 32,905, see Note 9.
CONSOLIDATED
(Amounts in USD 1,000) Liabilities at fair value Other financial
December 31, 2015 through the profit and loss liabilities Total
(1) Non-financial liabilities do not qualify as a financial instrument and are not included in above amount. Excluded liabilities amount
to USD 12,802 consisting of USD 3,496 in Taxes Payable, USD 2,258 in Pension Liability, USD 3,552 in Social Security Payable and
USD 3,496 in Unearned Income. See Note 13 for information about Social Security Payable and Unearned Income.
CONSOLIDATED
(Amounts in USD 1,000) Loans and Assets at fair value through Available for
December 31, 2014 receivables the profit and loss sale Total
(1) Prepayments do not qualify as a financial instrument and are not included in above amount.
Excluded prepayments amount to USD 32,905, see Note 9.
CONSOLIDATED
(Amounts in USD 1,000) Liabilities at fair value Other financial
December 31, 2014 through the profit and loss liabilities Total
(1) Non-financial liabilities do not qualify as a financial instrument and are not included in above amount. Excluded liabilities amount to
USD 22.161 consisting of USD 10.438 in Taxes Payable, USD 2.778 in Pension Liability, USD 5.428 in Social Security Payable and USD 3.517
in Unearned Income. See Note 13 for information about Social Security Payable and Unearned Income.
PARENT COMPANY
(Amounts in USD 1,000) Loans and Assets at fair value through Available for
December 31, 2015 receivables the profit and loss sale Total
(1) Prepayments do not qualify as a financial instrument and are not included in above amount.
Excluded prepayments amount to USD 0, see Note 9.
PARENT COMPANY
(Amounts in USD 1,000) Liabilities at fair value Other financial
December 31, 2015 through the profit and loss liabilities Total
PARENT COMPANY
(Amounts in USD 1,000) Loans and Assets at fair value through Available for
December 31, 2014 receivables the profit and loss sale Total
(1) Prepayments do not qualify as a financial instrument and are not included in above amount.
Excluded prepayments amount to USD 3,480, see Note 9.
Reconciliation of net profit for the fiscal year to profit/(loss) before taxes, excluding interest.
Siem Pride
Photographer: Henrik Engeb
The Company has entered into two 2016: The significant inputs into the model
Share option agreeements with selected 60% of the total number beginning on were weighted average share price of
employees: January 18th 2016, less any options NOK 8.45 at the grant date, exercise
previously issued. price of NOK 8.45, volatility of 23%,
On the 13 january 2013, the Company dividend yield of 0%, an expected option
entered into a Share option agreement as 2017: life of 10 years and an annual risk-free
follows: 80% of the total number beginning on interest rate of 2.32% (4.13%).
January 18th 2017, less any options
The Board of Directors of Siem previously issued. The volatility measured at the standard
Offshore Inc. has authorized the award deviation of continuously compounded
of 14.000.000 share options to eight key 2018: share returns is based on statistical
employees of the Company. The exercise 100% of the total number beginning on analysis of daily share prices over the
price is NOK 8.45 per share.The exercise January 18th 2018, less any options last three years.
price of the granted options is equal to the previously issued. The exercise period
market price of the shares on the date of shall in no event be later than the date See note 19 for the total expense recog-
the grant. falling 10 years after the award date. The nised in the income statement for share
group has no legal or constructive obliga- options granted to certain employees.
2014: tion to repurchase or settle the options
20% of the total number beginning on in cash.No options were exercised during Value of employee services as per
January 18th 2014 2014 or 2015. December 31, 2015 are recognized
under Retained earnings at USD 3,125.
2015: The weighted average fair value of
40% of the total number beginning on options granted during the period deter-
January 18th 2015, less any options mined using the Black-Scholes valuation
previously issued. model was NOK 3.72 per option.
On the 02 April 2014, the Company 2018: 9,07, volatility of 25,92%, dividend yield of
entered into a Share option agreement 80% of the total number beginning on 0%, an expected option life of 10 years and
with selected employees. April 2nd 2018, less any options an annual risk-free interest rate of 2,90%.
previously issued.
The Board of Directors of Siem The volatility measured at the standard
Offshore Inc. has authorized the award 2019: deviation of continuously compounded
of 3,000,000 share options to ten key 100% of the total number beginning on share returns is based on statistical
employees of the Company. April 2nd 2019, less any options previ- analysis of daily share prices over the last
ously issued. five years.
The exercise price is NOK 9.07 per share.
The exercise period shall in no event be During 2015 three members of the op-
The exercise price of the granted options later than the date falling 10 years after tion program left the Company. They
is equal to the market price of the shares the award date. have been taken out of the progam and
on the date of the grant. previously expensesd option costs are
The group has no legal or constructive reversed.
The Options can be exercised as follows: obligation to repurchase or settle the
options in cash. The weighted average fair See note 19 for the total expense recog-
2017: value of options granted during the period nised in the income statement for share
60% of the total number beginning on determined using the Black-Scholes options granted to certain employees.
April 2nd 2017, less any options previously valuation model was NOK 3.65 per option.
issued. The significant inputs into the model were Value of employee services as per
weighted average share price of NOK 9,07 December 31, 2015 are recognized under
at the grant date, exercise price of NOK Retained earnings at USD 0.391.
*weighted average
Note 32 Inventories
Statement on Social Responsibility to health and safety in the workplace and or indirectly from business partners,
As a company incorporated in the Cay- prevention of pollution to the environment. against making commitment, recom-
man Islands, Siem Offshore Inc. (The The Company has implemented policies mending or promoting a certain conduct
Company) is an exempted company and control procedures to ensure that only or position by The Company or otherwise
duly incorporated under the laws of the proper transactions are entered into by seek to gain personal benefit in relation to
Cayman Islands and subject to Cayman The Company, that such transactions have The Companys business dealings.
Island laws and regulations with respect proper management approval, that such Likewise, the Company does not itself
to corporate governance. Cayman Islands transactions are properly accounted for in offer inducements to anyone associated
corporate law is to a great extent based the books and records of The Company, with business partners to promote a cer-
on English Law. In addition, due to The and the reports and financial statements tain conduct or position by such business
Company being a Norwegian Tax Resident, of The Company are prepared in a timely partner.
the Norwegian Accounting law applies to manner, understandable and fully, fairly
the Company. and accurately reflect such transactions. The Company and any of its people shall
not pay money or provide gifts, entertain-
According to the Norwegian Accounting The Company observes fair employment ment, hospitality or any other thing or ser-
Act $3-3c The Company should provide practices in every aspect of its business. vice of value to any Government Official.
a statement on social responsibility. The The Company conducts its business with This prohibition extends to payments to
statement should include which actions honesty and integrity and competes fairly consultants, agents or other intermediar-
are taken by The Company to integrate and ethically within the framework of the ies when the payer knows or has reason to
human rights, employees rights and so- law. The Company has entered into agree- believe that some part of the payment will
cial conditions, external environment and ments with well-known subcontractors for be used to bribe or otherwise influence a
the fight against corruption in its business the delivery of technical management and public official. Political contributions are
strategies, daily operations and in relation crew management services to some of the not authorized.
to its interested parties. Companys vessels.
The Board of Directors has reviewed this Corporate Social Responsibility
statement. It is the opinion of the Board The Company has also entered into The Company respects and promotes
of Directors that The Company com- shipbuilding contracts with high standard harmonious working relationship with the
plies with regulations in the Norwegian shipbuilding yards in Norway, Poland local communities where it operates, but
Accounting law with respect to Social and Germany. These subcontractors are refrains from participating in local politics.
Responsibility reporting. subject to review on an ongoing basis. The The Company seeks to foster a sustain-
Company expects that all of its business able business for its many stakeholders.
Code of Conduct partners have the same approach to busi- The Company is fully committed to
The Company has established a Code of ness dealing. comply with local laws and regulations
Conduct policy expressing its non-toler- throughout its global operations.
ance on corruption as well as dealing with Improper payments
ethical principles of the Company. The The Code of Conduct does also include The Company is committed to employ
Company is fully committed to perform policies on improper payments. The Com- local staff where applicable and possible
its business with integrity and transpar- pany does not tolerate any actions / pay- in all countries where it is operating and
ency throughout its global operations. As ments which could be viewed as improper conducting business. The Company is
stated in the Code of Conduct Policy it is payments. committed to providing equal opportunity
the policy of the Company to conduct its and fair treatment to all individuals on
business in accordance with all applicable No gift, hospitality or travel benefit may the basis of merit, without discrimination
laws and regulations and in an ethically be offered to or requested or accepted on the grounds of race, colour, religion,
responsible manner. from any third party if that benefit could national origin, sex, pregnancy, age, dis-
be seen to be disproportionately generous ability, marital status or other characteris-
Protection of health, safety and the or otherwise be seen as something which tics protected by applicable law.
prevention of pollution to the environment may induce or make the recipient feel
are primary goals of The Company. All of obliged to reciprocate by way of improp- The Company is dedicated in creating a
our employees and representatives must erly performing his or her function. high-quality working environment under
conduct their duties and responsibilities in which its people respect and trust each
compliance with The Companys policy on The Company and its directors, officers other such that everyone acts in an
Health, Safety and Environment, applica- and employees will not accept any gift, honest, friendly and proactive way with
ble law and industry standards relating hospitality or travel benefit either directly a responsible attitude and high moral
11 April 2016
Eystein Eriksrud, (born 1970) Michael Delouche (born 1957), In November 2004, he successfully com-
Chairman Board member pleted the International Uniform Certified
Mr Eriksrud joined the Board of Directors Mr. Delouche is the president and the Public Accountant Qualification Examina-
of Siem Offshore in May 2010 and became secretary of Siem Industries Inc. and is tion and has received a CPA Certificate
Chairman in May 2012. Mr Eriksrud is in charge of the Companys operations at from the State of Illinois. Mr. Wallace
the Deputy CEO of the Siem Industries the head office in George Town, Cayman also retired from the board of directors of
Group. Prior to joining Siem Industries in Islands. He is a director of Siem Shipping Ganger Rolf ASA and Bonheur ASA, Oslo,
October 2011, Mr Eriksrud was a partner Inc. Mr. Delouche received degrees in civil both publicly-traded shipping companies
in the Norwegian law firm Wiersholm engineering (structural) and business and with interests in offshore energy services
Mellbye & Bech, from 2005, working as a was previously an audit manager with and renewable energy. He is a Director of
business lawyer, particularly in the ship- KPMG Peat Marwick LLP. Mr. Delouche is Callon Petroleum Co , USA where he is
ping, offshore and oil service sectors. Mr a US citizen. Chairman of the Audit Committee. He was
Eriksrud was Group Company Secretary of inducted as a 2011 Industry Pioneer by the
the Kvaerner Group from 20002002 and David Mullen (born 1958), Offshore Energy Centre in Houston. Mr.
served as Group General Counsel of the Board member Wallace is a Canadian citizen.
Siem Industries Group from 20022005. Mr David Mullen, who has served as a
He is a candidate of jurisprudence from Director of the Company since 2008,
the University of Oslo. Mr Eriksrud has informed the Board that he will retire with
served on the boards of Privatbanken effect at the conclusion of the Annual
ASA and Tinfos AS as well as a number General Meeting. The Board expresses its
of other boards. He is the Chairman of sincere appreciation to Mr Mullen for his
Flensburger Schiffbau-Gesellschaft mbH service and dedication to the Company as
& Co. KG and Electromagnetic Geoser- a Director for many years.
vices ASA and a Director of Subsea 7 SA,
Siem Kapital AS, VSK Holdings Ltd, Venn John C. Wallace (born 1938),
Partners LLP, Siem Car Carriers AS, Siem Board member
Capital UK Ltd. and Siem Europe S. r.l. John C. Wallace is a Chartered Account-
Mr Eriksrud is a Norwegian citizen ant having qualified with Pricewaterhouse-
Coopers in Canada in 1963, after which he
Kristian Siem (born 1949), joined Baring Brothers & Co., Limited in
Board member London, England. Prior to his retirement
Mr. Siem is the Chairman of Subsea 7 SA in 2010, he served for over twenty-five
and is a Director of Siem Offshore Inc., years as Chairman of Fred. Olsen Ltd., a
Siem Shipping Inc. (former Star Reefers London-based corporation that he joined
Inc.), Flensburger Schiffbau Gesellschaft in 1968 and which specializes in the busi-
mbH, Norh Atlantic Smaller Companies ness of shipping, renewable energy and
Investment Trust plc. and London and property development. He received his B.
Frupor S.A., Portugal. Comm degree majoring in Accounting and
Mr. Siem is a Norwegian citizen. Economics from McGill University in 1959.
Siem Offshore Inc. will release financial figures on the following dates in 2016:
The Annual General Meeting of the company will be held on Friday6 May 2016.
Postal address
P.O. Box 425
N-4664 Kristiansand S, Norway
Telephone
+47 38 60 04 00
Telefax
+47 37 40 62 86
E-mail
siemoffshore@siemoffshore.com
www.siemoffshore.com