6-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 6-K

 

 

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

 

 

Date of Report: May 19, 2016

Commission file number 1-32479

 

 

TEEKAY LNG PARTNERS L.P.

(Exact name of Registrant as specified in its charter)

 

 

4th Floor, Belvedere Building

69 Pitts Bay Road

Hamilton, HM 08 Bermuda

(Address of principal executive office)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F  x            Form 40-F  ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1).

Yes  ¨            No   x

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7).

Yes  ¨            No   x

 

 

 


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

Attached as Exhibit 1 is a copy of an announcement of Teekay LNG Partners L.P. dated May 19, 2016.

SIGNATURES

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

 

   

TEEKAY LNG PARTNERS L.P.

Date: May 19, 2016

   

By:

 

/s/ Peter Evensen

   

Peter Evensen

   

Chief Executive Officer and Chief Financial Officer

   

(Principal Financial and Accounting Officer)


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TEEKAY LNG PARTNERS REPORTS

FIRST QUARTER 2016 RESULTS

Highlights

 

 

Generated distributable cash flow of $54.4 million, or $0.68 per common unit, in the first quarter of 2016.

 

 

Generated total cash flow from vessel operations of $114.4 million in the first quarter of 2016 compared to $119.0 million from the same period of the prior year.

 

 

Declared first quarter 2016 cash distribution of $0.14 per common unit.

 

 

In February 2016, the world’s first MEGI LNG carrier newbuilding, Creole Spirit, commenced its five-year, fixed-rate charter with Cheniere Energy.

 

 

In April 2016, Yamal LNG announced they have secured plant financing for the Yamal LNG Project.

 

 

Total liquidity of approximately $264 million as at March 31, 2016.

Hamilton, Bermuda, May 19, 2016 – Teekay GP L.L.C., the general partner of Teekay LNG Partners L.P. (Teekay LNG or the Partnership) (NYSE: TGP), today reported the Partnership’s results for the quarter ended March 31, 2016. During the first quarter of 2016, the Partnership generated distributable cash flow(1) of $54.4 million, or $0.68 per common unit, compared to $66.2 million, or $0.73 per common unit, in the same period of the prior year. The decrease in distributable cash flow was primarily due to lower revenues from the Partnership’s 52 percent-owned Malt LNG joint venture, lower revenues from two of the Partnership’s Suezmax tankers upon the charterer exercising its one-year extension options between September 2015 and January 2016, and lower capitalized distributions relating to equity financing of newbuildings as a result of the temporary reduction in cash distributions on the Partnership’s common units announced in December 2015. These decreases were partially offset by the Creole Spirit liquefied natural gas (LNG) carrier commencing its charter contract in late-February 2016.

On April 1, 2016, the Partnership declared a cash distribution of $0.14 per common unit for the quarter ended March 31, 2016. The cash distribution was paid on May 13, 2016 to all common unitholders of record on April 29, 2016.

CEO Commentary

“The Partnership continued to generate strong cash flows in the first quarter of 2016, delivering results that were in line with our expectations,” commented Peter Evensen, Chief Executive Officer of Teekay GP LLC. “While there continues to be volatility in the energy markets and a weak spot LNG shipping market, our business remains stable with approximately 97 percent of the Partnership’s LNG fleet fixed in 2016. In addition, the pace of LNG newbuilding orders remains low and long-term fundamentals in the LNG industry remain positive.”

Mr. Evensen continued, “In the second quarter of 2016, the Partnership will begin to benefit from a full quarter of cash flow from our first MEGI LNG carrier newbuilding, the Creole Spirit, which delivered in late-February and subsequently transported its first U.S. shale gas cargo to Europe from Cheniere’s Sabine Pass LNG export facility. The Partnership’s second MEGI LNG carrier newbuilding is now undergoing sea trials and is on-track to commence its five-year charter with Cheniere in the third quarter of 2016.”

 

(1)

Distributable cash flow is a non-GAAP financial measure used by certain investors to measure the financial performance of the Partnership and other master limited partnerships. Please see Appendix B for a reconciliation of this non-GAAP measure to the most directly comparable financial measure under United States generally accepted accounting principles (GAAP).

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Teekay LNG Partners L.P. Investor Relations Tel: +1 604 844-6654 www.teekaylng.com

4th Floor, Belvedere Building, 69 Pitts Bay Road, Hamilton, HM 08, Bermuda


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Mr. Evensen added, “The sponsors of the Yamal LNG project recently announced a significant milestone for the project in securing long-term plant financing. Further, our jointly-owned ARC7 Ice-Class LNG carrier newbuildings with China LNG Shipping reached a milestone of our own during April when steel was cut on our first vessel which is scheduled to deliver in the first quarter of 2018. Executing on Teekay LNG’s robust pipeline of profitable growth projects that are scheduled to deliver in 2016 through 2020 remains a top priority, and we continue to make significant progress on securing financing for these remaining newbuildings.”

Summary of Recent Events

Delivery Update on the First Two MEGI LNG Carrier Newbuildings for Cheniere Energy

In late-February 2016, Teekay LNG’s first MEGI LNG carrier newbuilding, Creole Spirit, commenced its five-year fee-based charter contract with Cheniere Energy. The Partnership’s second MEGI LNG carrier newbuilding, Oak Spirit, has commenced sea trials and is on schedule to begin its five-year fee-based contract with Cheniere Energy in the third quarter of 2016. Each vessel is expected to earn annual cash flow from vessel operations(1) and distributable cash flow of approximately $50 million and $30 million, respectively. In early-February 2016, Teekay LNG secured a 10-year, $360 million long-term lease facility, which will be used to finance both vessels.

Sale of the Bermuda Spirit and Hamilton Spirit Suezmax Tankers

During February and March 2016, Centrofin, the charterer of the Bermuda Spirit and Hamilton Spirit Suezmax tankers, exercised its options under the charter contract to purchase both vessels for a total purchase price of approximately $94 million. The Bermuda Spirit was sold on April 15, 2016 and the Hamilton Spirit was sold on May 17, 2016 and we used substantially all of the proceeds from these sales to repay existing term loans associated with these vessels.

As described in note 1 of the Consolidated Statements of (Loss) Income included in this release, an accounting loss of approximately $27 million was recognized in the three months ended March 31, 2016 as a result of Centrofin exercising its purchase options to acquire the two vessels. The accounting loss was mainly as a result of a timing difference between the different amortization periods applied to the vessels (25 years) and the $50 million of upfront payments received from Centrofin at the inception of the charter contracts (12 years).

Yamal LNG Financing and Project Update

In July 2014, Teekay LNG, through a 50/50 joint venture with China LNG Shipping (Holdings) Limited (China LNG), finalized agreements to provide six internationally-flagged Ice-Class LNG carriers for the Yamal LNG Project in Northern Russia. Our joint venture’s vessels, which are scheduled to deliver between the first quarter of 2018 and the first quarter of 2020, will operate under time-charter contracts until December 31, 2045, plus extension options. In April 2016, Yamal LNG announced it had secured approximately $16.2 billion equivalent in long-term external plant financing for the Yamal LNG Project from Chinese and Russian sources. Yamal LNG has announced that these loan facilities, combined with previous financing provided by the National Welfare Fund is the full external funding required for the Yamal LNG Project. As of March 31, 2016, the Yamal LNG Project is reported to be 51 percent complete, with the first LNG train being over 65 percent complete.

The Teekay LNG/China LNG joint venture is currently in discussions with lenders on the financing of its Ice-Class LNG carrier newbuildings.

 

(1)

CFVO is a non-GAAP financial measure used by certain investors to measure the financial performance of shipping companies. CFVO is not required by GAAP and should not be considered as an alternative to net income, equity income or any other indicator of the Partnership’s performance required by GAAP. Please see Appendix E for a reconciliation of CFVO from consolidated vessels (a non-GAAP measure) as used in this release to the most directly comparable GAAP financial measure.

 

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Financial Summary

The Partnership reported adjusted net income attributable to the partners(1) of $34.2 million for the quarter ended March 31, 2016, compared to $43.9 million for the same period of the prior year. Adjusted net income attributable to the partners excludes a number of specific items that had the net effect of increasing net loss attributable to partners by $71.3 million and increasing net income attributable to the partners by $19.1 million for the three months ended March 31, 2016 and 2015, respectively, primarily relating to unrealized losses on derivative instruments, foreign currency exchange gains and losses and loss on sale of vessels as detailed in Appendix A to this release. Including these items, the Partnership reported net loss attributable to the partners, on a GAAP basis, of $37.1 million for three months ended March 31, 2016 and net income attributable to the partners of $63.1 million for the three months ended March 31, 2015.

Adjusted net income attributable to the partners for the three months ended March 31, 2016 decreased from the same period in the prior year primarily due to a temporary deferral of a portion of the charter payments for the Partnership’s 52 percent-owned Marib Spirit and Arwa Spirit LNG carriers effective January 2016, lower charter rate on the redeployment of the Partnership’s 52 percent-owned Methane Spirit after its original time charter contract expired in March 2015 and lower charter rates upon the charterer exercising its one-year extension options between September 2015 to January 2016 for the European Spirit, African Spirit and Asian Spirit Suezmax tankers. These decreases were partially offset by the Creole Spirit LNG carrier commencing its charter contract in late-February 2016 and increased revenue days for the Magellan Spirit LNG carrier due to the disputed termination of its charter contract and unscheduled off-hire in the first quarter of 2015.

For accounting purposes, the Partnership is required to recognize the changes in the fair value of its outstanding derivative instruments that are not designated as hedges for accounting purposes and any ineffectiveness for derivative instruments designated as hedges for accounting purposes in net (loss) income. This method of accounting does not affect the Partnership’s cash flows or the calculation of distributable cash flow, but results in the recognition of unrealized gains or losses on derivative instruments on the consolidated statements of (loss) income as detailed in notes 3, 4, 5 and 6 to the Consolidated Statements of (Loss) Income included in this release.

 

(1)

Adjusted net income attributable to the partners is a non-GAAP financial measure. Please refer to Appendix A to this release for a reconciliation of this non-GAAP measure to the most directly comparable financial measure under GAAP and information about specific items affecting net (loss) income which are typically excluded by securities analysts in their published estimates of the Partnership’s financial results.

 

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Operating Results

The following table highlights certain financial information for Teekay LNG’s two segments: the Liquefied Gas Segment and the Conventional Tanker Segment (please refer to the “Teekay LNG’s Fleet” section of this release below and Appendices C through F for further details).

 

     Three Months Ended  
     March 31, 2016     March 31, 2015  
     (unaudited)     (unaudited)  
(in thousands of U.S. Dollars)    Liquefied
Gas
Segment
    Conventional
Tanker
Segment
    Total     Liquefied
Gas
Segment
    Conventional
Tanker
Segment
    Total  

Net voyage revenues(i)

     78,468       16,846       95,314       75,934       21,074       97,008  

Vessel operating expenses

     (15,232     (6,621     (21,853     (14,306     (7,328     (21,634

Depreciation and amortization

     (18,685     (4,926     (23,611     (18,306     (5,263     (23,569
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

CFVO from consolidated vessels(ii)

     63,132       10,548       73,680       60,704       12,001       72,705  

CFVO from equity accounted vessels(iii)

     40,749       —         40,749       46,304       —         46,304  

Total CFVO(ii)(iii)

     103,881       10,548       114,429       107,008       12,001       119,009   
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

(i)

Net voyage revenues represents voyage revenues less voyage expenses, which comprise all expenses relating to certain voyages, including bunker fuel expenses, port fees, cargo loading and unloading expenses, canal tolls, agency fees and commissions. Net voyage revenues is a non-GAAP financial measure used by certain investors to measure the financial performance of shipping companies. Please see Appendix C for a reconciliation of this non-GAAP measure as used in this release to the most directly comparable GAAP financial measure.

(ii)

Cash flow from vessel operations (CFVO) from consolidated vessels represents income (loss) from vessel operations before (a) depreciation and amortization expense, (b) loss on sale of vessels, (c) amortization of in-process contracts included in voyage revenues, and includes (d) adjustments for direct financing leases to a cash basis, realized gains or losses on the Toledo Spirit derivative contract and the revenue for two Suezmax tankers recognized on a cash basis. CFVO is a non-GAAP financial measure used by certain investors to measure the financial performance of shipping companies. CFVO is not required by GAAP and should not be considered as an alternative to net (loss) income, equity income or any other indicator of the Partnership’s performance required by GAAP. Please see Appendix E for a reconciliation of CFVO from consolidated vessels (a non-GAAP measure) as used in this release to the most directly comparable GAAP financial measure.

(iii)

The Partnership’s equity accounted investments for the three months ended March 31, 2016 and 2015 include the Partnership’s proportionate share of its equity accounted vessels’ CFVO. Please see Appendix F for a description and reconciliation of CFVO from equity accounted vessels (a non-GAAP measure) as used in this release to the most directly comparable GAAP financial measure.

 

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Liquefied Gas Segment

Cash flow from vessel operations from the Partnership’s Liquefied Gas segment, excluding equity accounted vessels, was $63.1 million in the first quarter of 2016, compared to $60.7 million in the same quarter of the prior year. The increase was primarily due to the Creole Spirit commencing its five-year charter contract with Cheniere Energy in late-February 2016, partially offset by scheduled off-hire relating to an in-water survey for the Catalunya Spirit in the first quarter of 2016.

Cash flow from vessel operations from the Partnership’s equity accounted vessels in the Liquefied Gas segment was $40.7 million in the first quarter of 2016 compared to $46.3 million in the same quarter of the prior year. The decrease was primarily due to a temporary deferral of a portion of the charter payments for the Marib Spirit and Arwa Spirit effective January 2016 and lower charter rates on the redeployment of the Methane Spirit after its original time-charter contract expired in March 2015. These vessels are all owned through the Partnership’s 52 percent interest in the Malt LNG joint venture with Marubeni Corporation. These decreases were partially offset by increased cash flows from the Partnership’s 50 percent interest in Exmar LPG BVBA as a result of two LPG carrier newbuildings that delivered in November 2015 and February 2016, net of the redelivery of one in-chartered vessel during the fourth quarter of 2015, and increased revenue days for the Partnership’s 52 percent-owned Magellan Spirit due to its disputed charter contract termination and unscheduled off-hire in the first quarter of 2015.

Conventional Tanker Segment

Cash flow from vessel operations from the Partnership’s Conventional Tanker segment decreased to $10.5 million in the first quarter of 2016, compared to $12.0 million in the same quarter of the prior year. The decrease was primarily related to an adjustment upon finalization of the Partnership’s 2015 profit share relating to the Teide Spirit recorded in the first quarter of 2016 and lower charter rates upon the charterer exercising its one-year extension options between September 2015 to January 2016 for the European Spirit, African Spirit and Asian Spirit.

Teekay LNG’s Fleet

The following table summarizes the Partnership’s fleet as of May 18, 2016:

 

     Number of Vessels  
    

Owned

Vessels

   

In-Chartered

Vessels

    Newbuildings     Total  

LNG Carrier Fleet

     30 (i)      —          20 (i)      50   

LPG/Multigas Carrier Fleet

     21 (ii)      2 (iii)      6 (iii)      29   

Conventional Tanker Fleet

     6        —          —          6   
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

     57        2        26        85   
  

 

 

   

 

 

   

 

 

   

 

 

 

 

(i)

The Partnership’s ownership interests in these vessels range from 20 percent to 100 percent.

(ii)

The Partnership’s ownership interests in these vessels range from 50 percent to 99 percent.

(iii)

The Partnership’s interest in these vessels is 50 percent.

Liquidity

As of March 31, 2016, the Partnership had total liquidity of $264.1 million (comprised of $114.1 million in cash and cash equivalents and $150.0 million in an undrawn credit facility).

 

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Availability of 2015 Annual Report

Teekay LNG Partners L.P. filed its 2015 Annual Report on Form 20-F with the U.S. Securities and Exchange Commission (SEC) on April 27, 2016. Copies are available on Teekay LNG’s website, under “Investors – Teekay LNG Partners L.P. – Financials & Presentations”, at www.teekay.com. Unitholders may request a printed copy of this annual report, including the complete audited financial statements free of charge by contacting Teekay LNG’s Investor Relations.

Conference Call

The Partnership plans to host a conference call on Friday, May 20, 2016 at 10:00 a.m. (ET) to discuss the results for the first quarter of 2016. All unitholders and interested parties are invited to listen to the live conference call by choosing from the following options:

 

 

By dialing (800) 505-9568 or (416) 204-9271, if outside North America, and quoting conference ID code 9220450.

 

 

By accessing the webcast, which will be available on Teekay LNG’s website at www.teekay.com (the archive will remain on the web site for a period of 30 days).

An accompanying First Quarter Earnings Presentation will also be available at www.teekay.com in advance of the conference call start time.

The conference call will be recorded and made available until Friday, June 3, 2016. This recording can be accessed following the live call by dialing (888) 203-1112 or (647) 436-0148, if outside North America, and entering access code 9220450.

About Teekay LNG Partners L.P.

Teekay LNG Partners is one of the world’s largest independent owners and operators of LNG carriers, providing LNG, LPG and crude oil marine transportation services primarily under long-term, fixed-rate charter contracts through its interests in 50 LNG carriers (including one LNG regasification unit and 20 newbuildings), 29 LPG/Multigas carriers (including two in-chartered LPG carriers and six newbuildings) and six conventional tankers. The Partnership’s interests in these vessels range from 20 to 100 percent. Teekay LNG Partners L.P. is a publicly-traded master limited partnership (MLP) formed by Teekay Corporation (NYSE: TK) as part of its strategy to expand its operations in the LNG and LPG shipping sectors.

Teekay LNG Partners’ common units trade on the New York Stock Exchange under the symbol “TGP”.

For Investor Relations

enquiries contact:

Ryan Hamilton

Tel: +1 (604) 609-6442

Website: www.teekay.com

 

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Teekay LNG Partners L.P.

Consolidated Statements of (Loss) Income

(in thousands of U.S. Dollars, except units outstanding)

 

     Three Months Ended  
     March 31,
2016
(unaudited)
    December 31,
2015
(unaudited)
    March 31,
2015
(unaudited)
 

Voyage revenues

     95,771       103,642       97,326  

Voyage expenses

     (457     (215     (318

Vessel operating expenses

     (21,853     (24,046     (21,634

Depreciation and amortization

     (23,611     (23,002     (23,569

General and administrative expenses

     (5,428     (5,666     (6,708

Loss on sale of vessels(1)

     (27,439     —         —    

Restructuring charges(2)

     —         (491     —    
  

 

 

   

 

 

   

 

 

 

Income from vessel operations

     16,983       50,222       45,097  

Equity income(3)

     9,498       23,588       18,058  

Interest expense(4)

     (13,997     (10,827     (10,104

Interest income

     602       539       734  

Realized and unrealized (loss) gain on non-designated derivative instruments(5)

     (38,089     9,957       (14,032

Foreign currency exchange (loss) gain(6)

     (10,118     5,712       25,930  

Other income

     419       355       443  
  

 

 

   

 

 

   

 

 

 

Net (loss) income before tax expense

     (34,702     79,546       66,126  

Income tax (expense) recovery

     (261     (2,431     225  
  

 

 

   

 

 

   

 

 

 

Net (loss) income

     (34,963     77,115       66,351  
  

 

 

   

 

 

   

 

 

 

Non-controlling interest in net (loss) income

     2,175       4,891       3,283  

General Partner’s interest in net (loss) income

     (743     1,444       8,642  

Limited partners’ interest in net (loss) income

     (36,395     70,780       54,426  

Weighted-average number of common units outstanding:

      

•       Basic

     79,557,872       79,528,595       78,514,335  

•       Diluted

     79,557,872       79,596,288       78,553,194  

Total number of common units outstanding at end of period

     79,571,820       79,551,012       78,537,584  
  

 

 

   

 

 

   

 

 

 

 

(1)

Loss on sale of vessels relates to Centrofin exercising its purchase options to acquire the Bermuda Spirit and Hamilton Spirit Suezmax tankers during the three months ended March 31, 2016. The Bermuda Spirit was sold to Centrofin on April 15, 2016 and the Hamilton Spirit was sold to Centrofin on May 17, 2016 for gross proceeds of $94 million. The Partnership received a total of $50 million from Centrofin prior to the commencement of the two charters and thus, the purchase option prices were lower than they would have otherwise been. Such amounts received from Centrofin were accounted for as deferred revenue (prepayment of future charter payments) instead of as a reduction in the purchase price of the vessels, and was amortized to revenues over the 12-year charter periods on a straight-line basis. Approximately $28 million of $50 million has been recognized to revenues since the inception of the charters, which approximates the $27 million loss on sale recognized in the first quarter of 2016.

(2)

Restructuring charges for the three months ended December 31, 2015 are primarily related to seafarer severance payments upon the charterer’s request to change the crew nationality from an Australian crew to an international crew on the Alexander Spirit. This restructuring charge was reimbursed by the charterer, which was included in voyage revenues.

 

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(3)

Equity income includes unrealized gains/losses on non-designated derivative instruments, any ineffectiveness for derivative instruments designated as hedges for accounting purposes and gains or losses on sales of vessels as detailed in the table below:

 

     Three Months Ended  
     March 31,      December 31,      March 31,  
     2016      2015      2015  

Equity income

     9,498        23,588        18,058  

Proportionate share of unrealized loss (gain) on non-designated derivative instruments

     3,978        (6,798      1,126  

Proportionate share of ineffective portion of hedge accounted interest rate swaps

     160        (357      394  

Proportionate share of loss on sale of vessel

     —          1,228        —    
  

 

 

    

 

 

    

 

 

 

Equity income excluding unrealized gains/losses on designated and non-designated derivative instruments and loss on sale of vessel

     13,636        17,661        19,578  
  

 

 

    

 

 

    

 

 

 

 

(4)

Included in interest expense is ineffectiveness for derivative instruments designated as hedges for accounting purposes, as detailed in the table below:

 

     Three Months Ended  
     March 31,      December 31,      March 31,  
     2016      2015      2015  

Ineffective portion on qualifying cash flow hedging instruments

     (1,398      —           —     
  

 

 

    

 

 

    

 

 

 

 

(5)

The realized (losses) gains on non-designated derivative instruments relate to the amounts the Partnership actually paid or received to settle non-designated derivative instruments and the unrealized (losses) gains on non-designated derivative instruments relate to the change in fair value of such non-designated derivative instruments, as detailed in the table below:

 

     Three Months Ended  
     March 31,      December 31,      March 31,  
   2016      2015      2015  

Realized (losses) gains relating to:

        

Interest rate swap agreements

     (6,643      (7,112      (7,305

Toledo Spirit time-charter derivative contract

     630        (3,185      (570
  

 

 

    

 

 

    

 

 

 
     (6,013      (10,297      (7,875
  

 

 

    

 

 

    

 

 

 

Unrealized (losses) gains relating to:

        

Interest rate swap agreements

     (20,657      13,933        (4,357

Interest rate swaption agreements

     (11,669      4,551        —    

Toledo Spirit time-charter derivative contract

     250        1,770        (1,800
  

 

 

    

 

 

    

 

 

 
     (32,076      20,254        (6,157
  

 

 

    

 

 

    

 

 

 

Total realized and unrealized (losses) gains on non-designated derivative instruments

     (38,089      9,957        (14,032
  

 

 

    

 

 

    

 

 

 

 

(6)

For accounting purposes, the Partnership is required to revalue all foreign currency-denominated monetary assets and liabilities based on the prevailing exchange rate at the end of each reporting period. This revaluation does not affect the Partnership’s cash flows or the calculation of distributable cash flow, but results in the recognition of unrealized foreign currency translation gains or losses in the Consolidated Statements of (Loss) Income.

Foreign currency exchange (loss) gain includes realized losses relating to the amounts the Partnership paid to settle the Partnership’s non-designated cross-currency swaps that were entered into as economic hedges in relation to the Partnership’s Norwegian Kroner (NOK) denominated unsecured bonds. The Partnership issued NOK 700 million, NOK 900 million, and NOK 1,000 million of unsecured bonds between May 2012 and May 2015. Foreign currency exchange (loss) gain also includes unrealized gains (losses) relating to the change in fair value of such derivative instruments, partially offset by unrealized (losses) gains on the revaluation of the NOK bonds as detailed in the table below:

 

     Three Months Ended  
     March 31,      December 31,      March 31,  
   2016      2015      2015  

Realized losses on cross-currency swaps

     (2,291      (2,472      (1,401

Unrealized gains (losses) on cross-currency swaps

     21,312        (7,934      (17,045

Unrealized (losses) gains on revaluation of NOK bonds

     (20,430      11,310        16,216  
  

 

 

    

 

 

    

 

 

 

 

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Teekay LNG Partners L.P.

Consolidated Balance Sheets

(in thousands of U.S. Dollars)

 

     As at March 31,     As at December 31,  
     2016     2015  
     (unaudited)     (unaudited)  

ASSETS

    

Current

    

Cash and cash equivalents

     114,145       102,481  

Restricted cash – current

     6,100       6,600  

Lease receivable

     94,392       —    

Accounts receivable

     12,235       22,081  

Prepaid expenses

     5,470       4,469  

Current portion of net investments in direct financing leases

     17,986       20,606  

Advances to affiliates

     15,524       13,026  
  

 

 

   

 

 

 

Total current assets

     265,852       169,263  
  

 

 

   

 

 

 

Restricted cash – long-term

     100,090       104,919  

Vessels and equipment

    

At cost, less accumulated depreciation

     1,444,950       1,595,077  

Vessels under capital leases, at cost, less accumulated depreciation

     292,145       88,215  

Advances on newbuilding contracts

     368,825       424,868  
  

 

 

   

 

 

 

Total vessels and equipment

     2,105,920       2,108,160  
  

 

 

   

 

 

 

Investment in and advances to equity accounted joint ventures

     892,492       883,731  

Net investments in direct financing leases

     640,836       646,052  

Other assets

     11,409       20,811  

Derivative assets

     3,016       5,623  

Intangible assets – net

     76,551       78,790  

Goodwill – liquefied gas segment

     35,631       35,631  
  

 

 

   

 

 

 

Total assets

     4,131,797       4,052,980  
  

 

 

   

 

 

 

LIABILITIES AND EQUITY

    

Current

    

Accounts payable

     2,345       2,770  

Accrued liabilities

     32,734       37,456  

Unearned revenue

     15,857       19,608  

Current portion of long-term debt

     135,551       197,197  

Current obligations under capital lease

     64,024       4,546  

Current portion of in-process contracts

     12,886       12,173  

Current portion of derivative liabilities

     39,229       52,083  

Advances from affiliates

     13,393       22,987  
  

 

 

   

 

 

 

Total current liabilities

     316,019       348,820  
  

 

 

   

 

 

 

Long-term debt

     1,851,788       1,802,012  

Long-term obligations under capital lease

     167,857       54,581  

Long-term unearned revenue

     11,319       30,333  

Other long-term liabilities

     70,118       71,152  

In-process contracts

     17,570       20,065  

Derivative liabilities

     210,128       182,338  
  

 

 

   

 

 

 

Total liabilities

     2,644,799       2,509,301  
  

 

 

   

 

 

 

Equity

    

Limited partners

     1,425,633       1,472,327  

General Partner

     47,833       48,786  

Accumulated other comprehensive loss

     (11,618     (2,051
  

 

 

   

 

 

 

Partners’ equity

     1,461,848       1,519,062  

Non-controlling interest (1)

     25,150       24,617  
  

 

 

   

 

 

 

Total equity

     1,486,998       1,543,679  
  

 

 

   

 

 

 

Total liabilities and total equity

     4,131,797       4,052,980  
  

 

 

   

 

 

 

 

(1)

Non-controlling interest includes: a 30 percent equity interest in the RasGas II joint venture (which owns three LNG carriers); a 31 percent equity interest in Teekay BLT Corporation (a joint venture which owns two LNG carriers); and a one percent equity interest in several of the Partnership’s ship-owning subsidiaries or joint ventures, which in each case represents the ownership interest not owned by the Partnership.

 

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Consolidated Statements of Cash Flows

(in thousands of U.S. Dollars)

 

     Three Months Ended  
     March 31,     March 31,  
     2016     2015  
     (unaudited)     (unaudited)  

Cash and cash equivalents provided by (used for)

    

OPERATING ACTIVITIES

    

Net (loss) income

     (34,963     66,351  

Non-cash items:

    

Unrealized loss on non-designated derivative instruments

     32,076       6,157  

Depreciation and amortization

     23,611       23,569  

Loss on sale of vessels

     27,439       —    

Unrealized foreign currency exchange loss (gain) and other

     9,366       (28,914

Equity income, net of dividends received of nil (2015 – $45,000)

     (9,498     26,942  

Ineffective portion on qualifying cash flow hedging instruments included in interest expense

     1,398       —    

Change in operating assets and liabilities

     (11,589     (6,097

Expenditures for dry docking

     (155     (511
  

 

 

   

 

 

 

Net operating cash flow

     37,685       87,497  
  

 

 

   

 

 

 

FINANCING ACTIVITIES

    

Proceeds from issuance of long-term debt

     3,364       38,967  

Scheduled repayments of long-term debt

     (29,792     (21,733

Prepayments of long-term debt

     (20,000     (40,000

Scheduled repayments and prepayment of capital lease obligations

     (6,681     (1,094

Decrease (increase) in restricted cash

     6,591       (12,146

Proceeds from equity offerings, net of offering costs

     —         6,753  

Cash distributions paid

     (11,364     (63,609

Dividends paid to non-controlling interest

     (23     —    
  

 

 

   

 

 

 

Net financing cash flow

     (57,905     (92,862
  

 

 

   

 

 

 

INVESTING ACTIVITIES

    

Additional capital contributions to equity accounted joint ventures

     (4,029     (1,533

Loan repayments from equity accounted joint ventures

     —         13,987  

Receipts from direct financing leases

     7,836       1,381  

Proceeds from sale-lease back

     179,434       —    

Expenditures for vessels and equipment

     (151,357     (61,699
  

 

 

   

 

 

 

Net investing cash flow

     31,884       (47,864
  

 

 

   

 

 

 

Increase (decrease) in cash and cash equivalents

     11,664       (53,229

Cash and cash equivalents, beginning of the period

     102,481       159,639  
  

 

 

   

 

 

 

Cash and cash equivalents, end of the period

     114,145       106,410  
  

 

 

   

 

 

 

 

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Appendix A – Specific Items Affecting Net (Loss) Income

(in thousands of U.S. Dollars)

Set forth below is a reconciliation of the Partnership’s unaudited adjusted net income attributable to the partners, a non-GAAP financial measure, to net (loss) income attributable to the partners as determined in accordance with GAAP. The Partnership believes that, in addition to conventional measures prepared in accordance with GAAP, certain investors use this information to evaluate the Partnership’s financial performance. The items below are also typically excluded by securities analysts in their published estimates of the Partnership’s financial results. Adjusted net income attributable to the partners is intended to provide additional information and should not be considered a substitute for measures of performance prepared in accordance with GAAP.

 

     Three Months Ended  
     March 31,  
     2016      2015  
     (unaudited)      (unaudited)  

Net (loss) income – GAAP basis

     (34,963      66,351  

Less:

     

Net income attributable to non-controlling interests

     (2,175      (3,283
  

 

 

    

 

 

 

Net (loss) income attributable to the partners

     (37,138      63,068  
  

 

 

    

 

 

 

Add (subtract) specific items affecting net income:

     

Unrealized foreign currency exchange loss (gain)(1)

     7,740        (27,262

Unrealized losses on non-designated derivative instruments(2)

     32,076        6,157  

Ineffective portion on qualifying cash flow hedging instruments included in interest expense(3)

     1,398        —    

Unrealized losses on non-designated and designated derivative instruments and other items from equity accounted investees(4)

     4,138        1,520  

Loss on sale of vessels(5)

     27,439        —    

Non-controlling interests’ share of items above(6)

     (1,502      436  
  

 

 

    

 

 

 

Total adjustments

     71,289        (19,149
  

 

 

    

 

 

 

Adjusted net income attributable to the partners

     34,151        43,919  
  

 

 

    

 

 

 

 

(1)

Unrealized foreign exchange losses (gains) primarily relate to the Partnership’s revaluation of all foreign currency-denominated monetary assets and liabilities based on the prevailing exchange rate at the end of each reporting period and unrealized losses (gains) on the cross-currency swaps economically hedging the Partnership’s NOK bonds and excludes the realized (losses) gains relating to the cross currency swaps for the NOK bonds.

(2)

Reflects the unrealized losses due to changes in the mark-to-market value of derivative instruments that are not designated as hedges for accounting purposes. See note 5 to the Consolidated Statements of (Loss) Income included in this release for further details.

(3)

Reflects the ineffectiveness for derivative instruments designated as hedges for accounting purposes. See note 4 to the Consolidated Statements of (Loss) Income included in this release for further details

(4)

Reflects the unrealized losses due to changes in the mark-to-market value of derivative instruments that are not designated as hedges for accounting purposes and any ineffectiveness for derivative instruments designated as hedges for accounting purposes within the Partnership’s equity-accounted investments. See note 3 to the Consolidated Statements of (Loss) Income included in this release for further details.

(5)

Loss on sale of vessels relates to Centrofin exercising its purchase options to acquire the Bermuda Spirit and Hamilton Spirit Suezmax tankers during the three months ended March 31, 2016. The Bermuda Spirit was sold to Centrofin on April 15, 2016 and the Hamilton Spirit was sold to Centrofin on May 17, 2016 for gross proceeds of $94 million. The Partnership received a total of $50 million from Centrofin prior to the commencement of the two charters and thus, the purchase option prices were lower than they would have otherwise been. Such amounts received from Centrofin were accounted for as deferred revenue (prepayment of future charter payments) instead of as a reduction in the purchase price of the vessels, and was amortized to revenues over the 12-year charter periods on a straight-line basis. Approximately $28 million of $50 million has been recognized to revenues since the inception of the charters, which approximates the $27 million loss on sale recognized in the first quarter of 2016.

(6)

Items affecting net (loss) income include items from the Partnership’s consolidated non-wholly-owned subsidiaries. The specific items affecting net (loss) income are analyzed to determine whether any of the amounts originated from a consolidated non-wholly-owned subsidiary. Each amount that originates from a consolidated non-wholly-owned subsidiary is multiplied by the non-controlling interests’ percentage share in this subsidiary to arrive at the non-controlling interests’ share of the amount. The amount identified as “non-controlling interests’ share of items listed above” in the table above is the cumulative amount of the non-controlling interests’ proportionate share of items listed in the table.

 

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Appendix B – Reconciliation of Non-GAAP Financial Measures Distributable Cash Flow (DCF)

(in thousands of U.S. Dollars, except units outstanding)

Distributable cash flow represents net income adjusted for depreciation and amortization expense, deferred income tax and other non-cash items, estimated maintenance capital expenditures, unrealized gains and losses from non-designated derivative instruments, ineffectiveness for derivative instruments designated as hedges for accounting purposes, distributions relating to equity financing of newbuilding installments, equity income, adjustments for direct financing leases to a cash basis, loss on sale of vessels and foreign exchange related items. Maintenance capital expenditures represent those capital expenditures required to maintain over the long-term the operating capacity of, or the revenue generated by, the Partnership’s capital assets. Distributable cash flow is a quantitative standard used in the publicly-traded partnership investment community to assist in evaluating a partnership’s ability to make quarterly cash distributions. Distributable cash flow is not required by GAAP and should not be considered as an alternative to net (loss) income or any other indicator of the Partnership’s performance required by GAAP. The table below reconciles distributable cash flow to net (loss) income.

 

     Three Months Ended  
     March 31,  
     2016      2015  
     (unaudited)  

Net (loss) income:

     (34,963      66,351  

Add:

     

Depreciation and amortization

     23,611        23,569  

Loss on sale of vessels

     27,439        —    

Partnership’s share of equity accounted joint ventures’ DCF net of estimated maintenance capital expenditures(1)

     20,573        25,209  

Direct finance lease payments received in excess of revenue recognized

     4,866        4,401  

Distributions relating to equity financing of newbuildings

     —          3,916  

Unrealized losses on non-designated derivative instruments

     32,076        6,157  

Ineffective portion on qualifying cash flow hedging instruments included in interest expense

     1,398        —    

Unrealized foreign currency exchange loss (gain)

     7,740        (27,262

Less:

     

Deferred income tax and other non-cash items

     (1,372      (1,068

Equity income

     (9,498      (18,058

Estimated maintenance capital expenditures

     (11,976      (11,662
  

 

 

    

 

 

 

Distributable Cash Flow before Non-controlling interest

     59,894        71,553  

Non-controlling interests’ share of DCF before estimated maintenance capital expenditures

     (5,490      (5,352
  

 

 

    

 

 

 

Distributable Cash Flow

     54,404        66,201  

Amount of cash distributions attributable to the General Partner

     (227      (8,653
  

 

 

    

 

 

 

Limited partners’ Distributable Cash Flow

     54,177        57,548  

Weighted-average number of common units outstanding

     79,557,872        78,514,335  
  

 

 

    

 

 

 

Distributable Cash Flow per limited partner unit

     0.68        0.73  
  

 

 

    

 

 

 

 

(1)

The estimated maintenance capital expenditures relating to the Partnership’s share of equity accounted joint ventures were $7.4 million and $7.0 million for the three months ended March 31, 2016 and 2015, respectively.

 

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Appendix C – Reconciliation of Non-GAAP Financial Measures

Net Voyage Revenues

(in thousands of U.S. Dollars)

Net voyage revenues represents voyage revenues less voyage expenses, which comprise all expenses relating to certain voyages, including bunker fuel expenses, port fees, cargo loading and unloading expenses, canal tolls, agency fees and commissions. Net voyage revenues is a non-GAAP measure used by certain investors to measure the financial performance of shipping companies. Net voyage revenues is not required by GAAP and should not be considered as an alternative to voyage revenues or any other indicator of the Partnership’s performance required by GAAP.

 

     Three Months Ended March 31, 2016  
     (unaudited)  
    

Liquefied Gas

Segment

     Conventional
Tanker Segment
     Total  

Voyage revenues

     78,585        17,186        95,771  

Voyage expenses

     (117      (340      (457
  

 

 

    

 

 

    

 

 

 

Net voyage revenues

     78,468        16,846        95,314  
  

 

 

    

 

 

    

 

 

 
     Three Months Ended March 31, 2015  
     (unaudited)  
    

Liquefied Gas

Segment

     Conventional
Tanker Segment
     Total  

Voyage revenues

     75,934        21,392        97,326  

Voyage expenses

     —           (318      (318
  

 

 

    

 

 

    

 

 

 

Net voyage revenues

     75,934        21,074        97,008  
  

 

 

    

 

 

    

 

 

 

 

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Appendix D – Supplemental Segment Information

(in thousands of U.S. Dollars)

 

     Three Months Ended March 31, 2016  
     (unaudited)  
    

Liquefied Gas

Segment

    

Conventional

Tanker

Segment

     Total  

Net voyage revenues (See Appendix C)

     78,468        16,846        95,314  

Vessel operating expenses

     (15,232      (6,621      (21,853

Depreciation and amortization

     (18,685      (4,926      (23,611

General and administrative expenses

     (4,362      (1,066      (5,428

Loss on sale of vessels

     —          (27,439      (27,439
  

 

 

    

 

 

    

 

 

 

Income (loss) from vessel operations

     40,189        (23,206      16,983  
  

 

 

    

 

 

    

 

 

 
     Three Months Ended March 31, 2015  
     (unaudited)  
    

Liquefied Gas

Segment

    

Conventional
Tanker

Segment

     Total  

Net voyage revenues (See Appendix C)

     75,934        21,074        97,008  

Vessel operating expenses

     (14,306      (7,328      (21,634

Depreciation and amortization

     (18,306      (5,263      (23,569

General and administrative expenses

     (5,325      (1,383      (6,708
  

 

 

    

 

 

    

 

 

 

Income from vessel operations

     37,997        7,100        45,097  
  

 

 

    

 

 

    

 

 

 

 

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Appendix E – Reconciliation of Non-GAAP Financial Measures

Cash Flow from Vessel Operations from Consolidated Vessels

(in thousands of U.S. Dollars)

Cash flow from vessel operations from consolidated vessels represents income (loss) from vessel operations before (a) depreciation and amortization expense, (b) loss on sale of vessels, (c) amortization of in-process contracts included in voyage revenues, and includes (d) adjustments for direct financing leases to a cash basis, realized gains or losses on the Toledo Spirit derivative contract, and the revenue for two Suezmax tankers recognized a cash basis. The Partnership’s direct financing leases for the periods indicated relate to the Partnership’s 69 percent interest in two LNG carriers, the Tangguh Sago and Tangguh Hiri, and the two LNG carriers acquired from Awilco LNG ASA. The Partnership’s cash flow from vessel operations from consolidated vessels does not include the Partnership’s cash flow from vessel operations from its equity accounted joint ventures. Cash flow from vessel operations is included because certain investors use cash flow from vessel operations to measure a company’s financial performance, and to highlight this measure for the Partnership’s consolidated vessels. Cash flow from vessel operations from consolidated vessels is not required by GAAP and should not be considered as an alternative to net (loss) income or any other indicator of the Partnership’s performance required by GAAP.

 

     Three Months Ended March 31, 2016  
     (unaudited)  
     Liquefied Gas
Segment
    

Conventional

Tanker Segment

     Total  

Income (loss) from vessel operations (See Appendix D)

     40,189        (23,206      16,983  

Depreciation and amortization

     18,685        4,926        23,611  

Loss on sale of vessels

     —          27,439        27,439  

Amortization of in-process contracts included in voyage revenues

     (608      (278      (886

Direct finance lease payments received in excess of revenue recognized

     4,866        —          4,866  

Realized gain on Toledo Spirit derivative contract

     —          630        630  

Cash flow adjustment for two Suezmax tankers(1)

     —          1,037        1,037  
  

 

 

    

 

 

    

 

 

 

Cash flow from vessel operations from consolidated vessels

     63,132        10,548        73,680  
  

 

 

    

 

 

    

 

 

 
     Three Months Ended March 31, 2015  
     (unaudited)  
    

Liquefied Gas

Segment

    

Conventional

Tanker Segment

     Total  

Income from vessel operations (See Appendix D)

     37,997        7,100        45,097  

Depreciation and amortization

     18,306        5,263        23,569  

Amortization of in-process contracts included in voyage revenues

     —          (278      (278

Direct finance lease payments received in excess of revenue recognized

     4,401        —          4,401  

Realized loss on Toledo Spirit derivative contract

     —          (570      (570

Cash flow adjustment for two Suezmax tankers(1)

     —          486        486  
  

 

 

    

 

 

    

 

 

 

Cash flow from vessel operations from consolidated vessels

     60,704        12,001        72,705  
  

 

 

    

 

 

    

 

 

 

 

(1)

The Partnership’s charter contracts for two of its Suezmax tankers, the Bermuda Spirit and Hamilton Spirit, were amended in 2012, which had the effect of reducing the daily charter rates by $12,000 per day for duration of 24 months ending September 30, 2014. The cash impact of the change in hire rates is not fully reflected in the Partnership’s statements of (loss) income and comprehensive (loss) income as the change in the lease payments is being recognized on a straight-line basis over the term of the lease. In addition, the charterer of these two Suezmax tankers exercised its purchase options on these two vessels as permitted under the charter contract agreements and as a result, the charter contracts have been reclassified as sales-type leases.

 

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Appendix F – Reconciliation of Non-GAAP Financial Measures

Cash Flow from Vessel Operations from Equity Accounted Vessels

(in thousands of U.S. Dollars)

Cash flow from vessel operations from equity accounted vessels represents the Partnership’s proportionate share of income from vessel operations from equity accounted vessels before (a) depreciation and amortization expense, (b) amortization of in-process revenue contracts, and includes (c) adjustments for direct financing leases to a cash basis. Cash flow from vessel operations from equity accounted vessels is included because certain investors use cash flow from vessel operations to measure a company’s financial performance, and to highlight this measure for the Partnership’s equity accounted joint ventures. Cash flow from vessel operations from equity accounted vessels is not required by GAAP and should not be considered as an alternative to equity income or any other indicator of the Partnership’s performance required by GAAP.

 

     Three Months Ended  
     March 31, 2016      March 31, 2015  
     (unaudited)      (unaudited)  
    

At

100%

     Partnership’s
Portion
(1)
    

At

100%

     Partnership’s
Portion
(1)
 

Net voyage revenues

     129,200        58,413         139,031        63,745   

Vessel operating expenses

     (41,581      (19,367      (39,686      (18,562

Depreciation and amortization

     (24,609      (12,311      (23,477      (11,904
  

 

 

    

 

 

    

 

 

    

 

 

 

Income from vessel operations of equity accounted vessels

     63,010        26,735         75,868        33,279   

Other items, including interest expense and realized and unrealized gain (loss) on derivative instruments

     (42,242      (17,237      (36,791      (15,221
  

 

 

    

 

 

    

 

 

    

 

 

 

Net income / equity income of equity accounted vessels

     20,768        9,498         39,077        18,058   
  

 

 

    

 

 

    

 

 

    

 

 

 

Income from vessel operations

     63,010        26,735         75,868        33,279   

Depreciation and amortization

     24,609        12,311         23,477        11,904   

Direct finance lease payments received in excess of revenue recognized

     8,786        3,186         8,584        3,134   

Amortization of in-process revenue contracts

     (2,899      (1,483      (3,959      (2,013
  

 

 

    

 

 

    

 

 

    

 

 

 

Cash flow from vessel operations from equity accounted vessels

     93,506        40,749         103,970        46,304   
  

 

 

    

 

 

    

 

 

    

 

 

 

 

(1)

The Partnership’s equity accounted vessels for the three months ended March 31, 2016 and 2015 include: the Partnership’s 40 percent ownership interest in Teekay Nakilat (III) Corporation, which owns four LNG carriers; the Partnership’s ownership interest ranging from 49 percent to 50 percent in the Excalibur and Excelsior joint ventures, which owns one LNG carrier and one regasification unit, respectively; the Partnership’s 33 percent ownership interest in four LNG carriers servicing the Angola LNG project; the Partnership’s 52 percent ownership interest in Malt LNG Netherlands Holding B.V., the joint venture between the Partnership and Marubeni Corporation, which owns six LNG carriers; the Partnership’s 50 percent ownership interest in Exmar LPG BVBA, which owns and in-charters 23 vessels, including six newbuildings, as at March 31, 2016, compared to 24 vessels owned and in-chartered, including eight newbuildings, as at March 31, 2015; the Partnership’s 30 percent ownership interest in two LNG carrier newbuildings and 20 percent ownership interest in two LNG carrier newbuildings for BG Group acquired in June 2014; and the Partnership’s 50 percent ownership interest in six LNG carrier newbuildings in the joint venture between the Partnership and China LNG Shipping (Holdings) Limited established in July 2014.

 

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Forward Looking Statements

This release contains forward-looking statements (as defined in Section 21E of the Securities Exchange Act of 1934, as amended) which reflect management’s current views with respect to certain future events and performance, including statements regarding: expected profitability of existing growth projects; the timing of newbuilding vessel deliveries and project start-up and the commencement of related contracts; the stability and growth of the Partnership’s business and future cash flows, including the cash flow impact relating to the two MEGI LNG carrier newbuildings commencing charters to Cheniere during 2016; the percentage of the Partnership’s LNG fleet that is subject to fixed-rate charters in 2016; fundamentals in the liquefied gas industry; the impact of the long-term plant financing for the Yamal LNG Project on the financing of the Partnership’s ARC7 Ice-Class LNG carrier newbuildings; the financing of the Partnership’s remaining newbuildings; and the charter payment deferral on the Partnership’s two 52 percent-owned LNG carriers on charter to the Yemen LNG project. The following factors are among those that could cause actual results to differ materially from the forward-looking statements, which involve risks and uncertainties, and that should be considered in evaluating any such statement: potential shipyard and project construction delays, newbuilding specification changes or cost overruns; changes in production of LNG or LPG, either generally or in particular regions; changes in trading patterns or timing of start-up of new LNG liquefaction and regasification projects significantly affecting overall vessel tonnage requirements; changes in applicable industry laws and regulations and the timing of implementation of new laws and regulations; the potential for early termination of long-term contracts of existing vessels in the Teekay LNG fleet; the inability of charterers to make future charter payments; the inability of the Partnership to renew or replace long-term contracts on existing vessels; factors affecting the outcome of the Partnership’s dispute over the Magellan Spirit; the Partnership’s and the Partnership’s joint ventures’ ability to raise financing for its existing newbuildings and projects; factors affecting the resumption of the LNG plant in Yemen; the inability of the Partnership to collect the deferred charter payments from the Yemen LNG project; and other factors discussed in Teekay LNG Partners’ filings from time to time with the SEC, including its Report on Form 20-F for the fiscal year ended December 31, 2015. The Partnership expressly disclaims any obligation to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Partnership’s expectations with respect thereto or any change in events, conditions or circumstances on which any such statement is based.

 

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