11/4/2021

speaker
Operator
Conference Operator

Good day and welcome to TK Corporation's third quarter 2021 earnings results conference call. During the call, all participants will be in a listen-only mode. As a reminder, this call is being recorded. Now, for opening remarks and introductions, I would like to turn the call over to the company. Please go ahead.

speaker
Ryan
Director of Investor Relations

Before we begin, I would like to direct all participants to our website at www.tk.com, where you'll find a copy of the third quarter of 2021 earnings presentation. Today's president and CEOs, Kenneth Bidd and TK's CFO, Vince Locke, will review this presentation during today's conference call. Please allow me to remind you that our discussion today contains forward-looking statements. Actual results may differ materially from results projected by those forward-looking statements. Additional information concerning factors that could cause actual results to materially differ from those in the forward-looking statements is contained in the third quarter of 2021 earnings release and presentations available on our website. Please note that due to the pending merger between TKLNG and Stonepeaks, we are strictly limited in our ability to comment on the planned transactions, and therefore, we will not be holding a Q&A session after the call today. For additional information about the merger, please see TKLNG's proxy statement filed at the SEC on November 2 relating to the pending merger. With that, I'll now turn the call over to Vince to begin.

speaker
Vince Locke
Chief Financial Officer

Thanks, Ryan. Good morning, everyone. And thank you for joining us today for TK Corporation's third quarter 2021 earnings conference call. Before I hand the call over to Kenneth, I will briefly review our financial results for the quarter. Starting with our recent highlights on slide three of the presentation, In the third quarter, we reported a consolidated adjusted profit of 95,000, up slightly from 30,000 in the prior quarter. We also generated total adjusted EBITDA of 165 million, down from 172 million in the previous quarter. Stronger results from our marine services business in Australia and lower vessel operating expenses offset weaker tanker rates and a heavy dry dock schedule in our tanker business during the quarter. while our gas business performed as expected. Looking ahead and viewing the TK consolidated entity in its current configuration, we are expecting our fourth quarter results to be better than the third quarter, mainly due to improving spot tanker rates and fewer dry docking days for both our gas and tanker fleets, partially offset by higher vessel operating expenses, mainly due to timing of repairs and maintenance. For guidance on our fourth quarter results, please refer to the appendix of this presentation. As announced on October 4th, TGP and Stone Peak entered into a merger agreement whereby Stone Peak will acquire all the issued and outstanding common units and general partner units for $17 per unit in cash, representing an enterprise value of $6.2 billion and common unit equity value of $1.5 billion. TK Parent will be selling its entire position in TGP, including our GP interests, for gross proceeds of approximately $640 million. In addition, as part of the transaction, TK will transfer the ownership of various management services companies that currently deliver the operations for TGP and certain of its joint ventures, along with various personnel, while maintaining the required industry-leading capabilities for the remaining TK group. TGP's preferred units will remain outstanding after the merger. On October 27th, TGP held a bondholder meeting to approve certain amendments required to complete the merger. And we are pleased to report that TGP received sufficient bondholder consents for both of its outstanding Norwegian bonds, which mature in 2023 and 2025. The merger can remain subject to certain other closing conditions including approval by the holders of a majority of TGP's outstanding common units. A special meeting of common unit holders to vote on the transaction is scheduled for December 1st, and the transaction is targeted to close on or soon after December 31st, 2021. Kenneth will discuss this transaction in more detail later in the presentation. Lastly, in September, TK Parent secured a contract with the Australian Government Department of Defense to provide marine services for five Australian government vessels for a firm period of six years with options to extend for up to an additional 10 years. TK has had a presence in Australia since 1997, and we are proud to be a partner with this strategic customer where we will now provide services for nine Australian government vessels, which provides a solid foundation to further grow this business. With that, I will now turn the call over to Kenneth.

Disclaimer

This conference call transcript was computer generated and almost certianly contains errors. This transcript is provided for information purposes only.EarningsCall, LLC makes no representation about the accuracy of the aforementioned transcript, and you are cautioned not to place undue reliance on the information provided by the transcript.

Q3TK 2021

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Investor presentation