Annual Report 2011 - PGS
Annual Report 2011 - PGS
Annual Report 2011 - PGS
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Board of Directors’ report<br />
the revolving credit facility from 2012 to 2015.<br />
The purpose of the extension is to secure a<br />
longer term liquidity reserve. Margin on the<br />
new revolving credit facility is 225 basis points,<br />
compared with 175 basis points on the previous<br />
facility. As of December 31, <strong>2011</strong>, $470.5 million<br />
remained outstanding on the Term Loan B,<br />
while the revolving credit facility was undrawn.<br />
We issued $400 million of convertible notes<br />
in December 2007. The coupon interest rate<br />
on the convertible bond is 2.7 percent and the<br />
conversion price is NOK 216.19 per <strong>PGS</strong> share.<br />
As of December 31, <strong>2011</strong> we had repurchased<br />
$209.4 million of the nominal value of the<br />
convertible notes, with $190.5 million of<br />
nominal value still outstanding.<br />
In November <strong>2011</strong>, we issued $300 million<br />
of Senior Notes due in 2018. The facility was<br />
priced with a coupon of 7.375 percent and<br />
issued at 98.638 percent of the principal<br />
amount. The net proceeds are expected to be<br />
used for general corporate purposes and to<br />
repurchase and repay the outstanding principal<br />
amount of the convertible notes on or prior to<br />
maturity in December 2012.<br />
By extending the maturity of the revolving<br />
credit facility and issuing $300 million of Senior<br />
Notes, the maturity of our debt was extended<br />
from 2.8 years at the beginning of <strong>2011</strong> to 3.9<br />
years as of year-end <strong>2011</strong>.<br />
Total interest-bearing debt, including capital<br />
leases, but excluding deferred loan costs,<br />
amounted to $954.5 million as of December<br />
31, <strong>2011</strong>, compared with $790.2 million as of<br />
December 31, 2010.<br />
Net interest-bearing debt (interest-bearing debt<br />
less cash and cash equivalents, restricted cash,<br />
and interest-bearing investments) was $394.2<br />
million as of December 31, <strong>2011</strong>, compared with<br />
$279.2 million as of December 31, 2010.<br />
<strong>PGS</strong>’ interest-bearing debt comprises the<br />
following primary components:<br />
As of December 31<br />
<strong>2011</strong> 2010<br />
(In USD million)<br />
Secured:<br />
Term loan B, due 2015 470.5 470.5<br />
USD 300 million Senior Notes,<br />
due 2018 300.0 ---<br />
Convertible notes:<br />
Convertible notes, due 2012 183.8 319.6<br />
Total 954.5 790.2<br />
Investments<br />
In <strong>2011</strong>, total MultiClient cash investments,<br />
excluding capitalized interest, amounted to<br />
$203.9 million, compared with $166.7 million in<br />
2010, an increase of $37.2 million. The increase<br />
is primarily due to a higher general cost<br />
inflation, especially higher fuel cost as a result<br />
of the higher oil price in <strong>2011</strong>. More MultiClient<br />
activity in high cost regions also contributed to<br />
increased MultiClient cash investments in <strong>2011</strong>,<br />
compared to 2010.<br />
Capital expenditures totaled $279.9 million in<br />
<strong>2011</strong>, compared with $223.5 million in 2010,<br />
an increase of $56.4 million or 25 percent. The<br />
increase is largely attributable to accelerated<br />
GeoStreamer investments, more vessel<br />
upgrades and yard expenses, and higher capital<br />
expenditures related to vessel new builds.<br />
Financial Market Risk<br />
<strong>PGS</strong> is exposed to certain market risks,<br />
including adverse changes in interest rates and<br />
foreign currency exchange rates, as discussed<br />
below.<br />
Interest Rate Risk<br />
We enter into financial instruments, such as<br />
interest rate swaps, to manage the impact of<br />
interest rate fluctuations.<br />
As of December 31, <strong>2011</strong>, our debt structure<br />
included $470.5 million in floating interest<br />
rate debt, with interest based on three month<br />
LIBOR rates, plus a margin. The fixed interest<br />
rate debt had a book value of $483.7 million.<br />
To reduce the adverse effects of any interest<br />
rate increases, the Company has a portfolio of<br />
interest rate swaps (IRS) with a total nominal<br />
value of $500.0 million, of which $200.0<br />
million is forward starting replacing maturing<br />
swaps. The fair value of the IRS portfolio was<br />
minus $25.5 million as of December 31, <strong>2011</strong>.<br />
The swaps are for periods of six months to<br />
3 ¼ years. Taking into account the effect of<br />
interest rate swaps, for every (hypothetical)<br />
one percentage point increase in LIBOR,<br />
the annual net interest expense of our debt,<br />
including finance leases, would decrease by<br />
approximately $1.0 million, given our cash<br />
holdings as of December 31, <strong>2011</strong>.<br />
Currency exchange risk<br />
We conduct business primarily in US dollars<br />
(USD), but also in various other currencies,<br />
including Brazilian real, Euro (EUR), Singapore<br />
dollar, Nigerian naira, British pound (GBP),<br />
and Norwegian kroner (NOK). We are subject<br />
to foreign currency exchange rate risk on cash<br />
flows related to sales, expenses, financing, and<br />
investment transactions in currencies other<br />
than the US dollar.<br />
We predominantly sell our products and<br />
services in US dollars, and to a small extent<br />
in other currencies. In addition to USD,<br />
a significant proportion of our operating<br />
expenses are incurred in GBP and NOK. Less<br />
substantial amounts are incurred in Singapore<br />
<strong>PGS</strong> <strong>Annual</strong> <strong>Report</strong> <strong>2011</strong> 61