DHT Holdings Inc (DHT) 2012 Q1 法說會逐字稿

Good day, and welcome to the DHT Holdings first quarter earnings conference call. Today's conference is being recorded.

At this time I would like to hand the call over to your host today, Mr. Eirik Uboe, CFO. Please go ahead, sir.

Thank you. Before we get started with today's call I'd like to make the following remarks. This conference call is also being broadcast on our website at www.dhtankers.com and a replay of this conference call will be available on the website. In addition a form 6-K evidenced in this news release will be filed with the SEC.

As a reminder, this conference call contains forward-looking statements that are governed by the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995.

These forward-looking statements, which include statements regarding DHT's prospects, the outlook for tanker markets in general, expectations regarding daily charter hire rates and vessel utilizations, forecast over the economic activity, oil prices and oil trading patterns, expectations regarding seasonal fluctuations in tanker demand, anticipated levels of new building and scrapping and projected dry-dock schedules involve risks and uncertainties that are more fully described in our filings made with the SEC.

Actual results may differ materially from the expectations reflected in these forward-looking statements.

And with that, I'll turn the call over to Svein Moxnes Harfjeld, the Chief Executive Officer of DHT Holdings.

Thank you, Eirik, and welcome to the first quarter 2012 earnings call for DHT. Also here with me is Trygve Munthe, President of DHT.

I will then walk you through the highlights of the quarter and then we will take questions after that.

We obtained an EBITDA of $15 million in the quarter and a net income of $6.3 million, equaling to earnings per share of $0.10. We will pay a dividend of $0.02 per common share and $3.40 per preferred share, and this will be for the quarter and payable on May 23 for shareholders of record as of May 16.

During the quarter we had two of our VLCCs in the Tankers International Pool and they generated an average TC equivalent earning of $23,000 per day. The 10 other vessels were on time charter or bareboat charters during the quarter.

An important event was that we strengthened our balance sheet through an equity offering and a private placement totaling proceeds to the Company of $76.5 million. We have received the funds from the offering, and this has been a very exciting exercise for DHT.

A portion of these proceeds will be used to prepay debt. That will be approximately $13.6 million and, through this, we are creating a very significant runway for the Company in 2012, 2013 and 2014 for the Company. The balance will be used for general purposes and to grow the Company.

The equity offering expired on April 27, and, as mentioned, closed on May 2 with the proceeds having been received by the Company. 58% of the offered shares were subscribed for by DHT's existing shareholders, and, including the private placement, Anchorage will now have an ownership in DHT of approximately 32%. Judd Arnold from Anchorage will go on the board of DHT.

We are very excited about this offering and we have a like mindset of Anchorage and are very well aligned on the strategic objectives and how we want to go about building DHT.

In connection with the offering, as I mentioned $13.6 million will be used to prepay debt installments and this pertains to the facilities with DVB and DNB.

Following the agreement made with RBS in the fourth quarter of 2011, we repaid $12 million under that credit facility during the first quarter.

A fleet appraisal conducted subsequent to March 31 identified a value-to-loan ratio of 110%, while the ratio required under the credit facility is 120%. We expect to remedy this shortfall during the second quarter of 2012.

Our VLCC DHT Regal was redelivered from its time charter in March 2012, and it commenced its third special survey and dry dock subsequently. The vessel will enter the Tankers International Pool upon completion of this dry dock, which is happening as we speak.

As communicated in the first quarter, we have sold the Aframax Overseas Rebecca. She was sold for demolition and is being delivered also as we speak. The sale resulted in a loss of $0.9 million in connection with this, and the proceeds of the sale will be used to prepay debt under the RBS facility.

The Aframax Overseas Ania is expected to be redelivered from its time charter in the middle of May, and we are considering various alternatives for that vessel, including disposal, in line with what we did for the Overseas Rebecca.

And, with that, we welcome questions from the audience. Moderator?

(Operator Instructions). Jon Chappell, Evercore Partners.

My first question has to do with the RBS facility, and your comments about remedying the shortfall in the second quarter. What's the magnitude of the shortfall? Are you going to pay that down with the funds from the offering? And are you going to go above and beyond the current shortfall, just to give yourself a little bit more leeway if asset prices continue to fall?

The shortfall, if being remedied by prepayment, would equal $18 million. So there are also other ways to manage this, and we are currently in discussions with the bank, how to remedy.

What would some of the other alternatives be?

I'd rather not go into that in detail, but, as this is currently being discussed, we will, of course, communicate this to the market in due course if there are other means of remedying down prepaying $18 million.

Okay. And now if we just assume that you use $18 million from the offering to remedy the situation and get you back in line with the covenants for the RBS facility, how much firepower or liquidity do you have then, to resume a growth phase of the Company?

This we have stated all along. This exercise with the exit offering is a significant recapitalization of the Company, and has really turned the table, whereby we will be able to play offence again.

We have not made a specific commitment as to how much of those funds will be made available for growth, but I think we have indicated that approximately 50% could be considered for growth opportunities during 2012.

Okay. And do you think 2012's a likely timeframe? Or do you want to see more stabilization in asset prices before dipping back into the market?

I think it's, as we've said numerous times, it's very difficult to pinpoint the trough exactly. But we believe that values are today at attractive levels, but that's not to say that we think they're going to shoot back up any time real soon. So we will be diligent and patient, and continue to inspect what we consider quality secondhand vessels. And when the right opportunity presents itself, we are prepared to strike.

Okay.

It's also important to note that this is not an end game. So this is a process, and our ambition is to continue to grow DHT, and this offering has provided us with some growth capital, and we will take one step at a time.

Okay. And then just one final question on the offering. I know that existing shareholders had the ability to over-subscribe. Were all over-subscriptions met?

Yes.

Okay. Thanks Svein, thanks, Trygve.

Blaine Marder, Loeb Capital Management.

What are you guys thinking in terms of the Board level and strategically and contingency planning in terms of your ex-corporate parent, if they were to experience liquidity issues, or if they were to file? What are you thinking in terms of contingency planning if those ships had to, indeed, hit the market?

I think this equity offering, on a general note, as we stated, is a significant re-capitalization of the Company, and this should put us in a position to weather the storm; whether that also would be to include losing some of the fixed revenues that we have.

So the Company is certainly planning for a challenging market in general, although we're not planning for our customers to not honor their obligations as such.

Okay. Is this weighing (multiple speakers) --?

But, in general, I think we have a prudent capital structure of the Company, and that is the reflection of a tough tanker market in general.

Might you wait to do an asset purchase until you see if they can weather the storm themselves?

I think we are, of course, following the company in question, and I think they have demonstrated their intent; they have filed a shelf and what not. But it's not for us to communicate specific analysis of this company. So, for us, it seems that the company is very serious about their business, and how to go so head on to -- in this challenging market as for everybody else.

Thank you.

Hilary Shane, Ods Capital.

If you subscribe to the rights offering, are you going to get your shares prior to the dividend? Because there's obviously an ex-dividend date of May 11 coming up, and obviously if you subscribe you'd hope to get that dividend.

That is correct. So if you subscribe in the offering you will be entitled to the dividend declared for the first quarter.

And when do you anticipate people getting shares into their account?

They are being issued as we speak.

They are, terrific. So it would seem in the next day or two. Wonderful. Congratulations, and good luck with the new capital.

(Operator Instructions). Jeff Rudner, UBS.

Congratulations on a successful rights offering and a very nice quarter. Going back to the rights offering, some additional questions, if I might. According to the press release, you mention that 58% of the existing shareholders subscribed to the rights offering.

Yes, correct.

Okay. Does that mean that people who over-subscribe were able to get almost one-for-one on what their over-subscription was?

So the 58% includes over-subscriptions.

It includes the over-subscriptions. Okay.

Next question. If I remember correctly, the rights offering was for 200 shares and one preferred share, which would ultimately be converted into another 200 common shares. And if I remember correctly, you said you had to get the authorization for the additional common shares?

That is correct.

Okay. When do you anticipate that happening?

So we are planning for the Annual General Meeting in the Company to take place towards the end of the second half of this year -- no, no, the first half, sorry, end of June. So we are envisaging for the proxy statements to be distributed then four weeks ahead of that. And that will put up the agenda where this will be one of the items for the shareholders to offer.

I am sorry I missed that last part. [In other words you're] having the -- the authorization will take place at the annual meeting before the end of the first half and when would you anticipate the conversion from the preferred shares into the additional 200 common shares taking place?

The conversion rate is fixed and that will happen as soon as practically possible, after the AGM are possibly approving the increased number of shares.

Okay. Thank you very much.

Doug Smith, Everest Group

Wanted to ask about the dividend that was declared on the preferred shares, and I noticed that the declared dividend was less than the dividend would be on the equivalent number of common shares to which it would be converted.

And my question is, why did you -- what was the thinking behind setting the dividend rate at a discount to the equivalent common share?

This was part of the whole equity offering with the preferred stock and communicated in the prospectus supplement in relation to that offering, that dividends on the preferred shares would be 85% of dividends on the common shares. So that's the ratio if you like, that has been fixed for 2012. So it will be 85% of dividend declared on the common shares.

(Operator instructions). [Steve Antonis], private investor.

I have two questions. One, can you provide some more color on the 58% acceptance on the offering? What percentage of investors actually took up their offering, and, therefore, what percentage of the dollars was the primary subscription? What was the over-subscription amount?

And the second question relates to, can you give an update on anything you're thinking or discussions you're having regarding the New York Stock Exchange notice on stock trading below the $1 level? Thank you.

Your first question, the split was approximately 50/50 regular subscribers and over-subscriptions.

And when it comes to the notice we have received from the New York Stock Exchange, we intend to also remedy this and that will be also part of the AGM in June. Typical way of remedy would be to seek approval for a reverse stock split. So that is currently being considered by the Company.

Do you receive any color or feedback from investors who chose not to participate in the offering? And, if so, can you share that with us, please?

No, we have not.

Thank you very much.

(Operator instructions). [Bob Butler, FLR].

Congratulations on a successful right offering. What effect do you anticipate that the reverse stock split, if adopted, would have on the present share price?

I think that's simple mathematics. If you take five existing shares and combine them into one new share, we would expect that the share price becomes a multiple by 5, as an example.

As an example.

And I think the other element of this is that following the rights offering, and then assuming that we get the approval to increase the outright number of shares, we will have a fairly large share count.

So following a reverse split, at whatever multiple that ends up being concluded at, we will also then consider the share count that will be following such a split, so it will still create ample liquidity in the market for people to trade in our stock.

Also, sir, one last question. I perhaps missed this. Were all over-subscriptions honored completely?

Yes, that's correct.

Thank you, sir. And congratulations again.

Thank you. As we have no further questions, gentlemen, I'd like to turn the conference back over to you for any additional or closing remarks.

Again, thank you very much for attending the first quarter 2012 earnings call for DHT and showing interest in our Company. Highly appreciate it. Thank you very much for your attendance. Have a good day.

Thank you. That will conclude today's conference call. Thank you for your participation, ladies and gentlemen. You may now disconnect.