Exhibit 99.3
GASLOG PARTNERS LP
INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
| |
| Page |
F-2 | |
F-3 | |
F-4 | |
F-5 | |
Notes to the unaudited condensed consolidated financial statements | F-6 |
F-1
GasLog Partners LP
Unaudited condensed consolidated statements of financial position
As of December 31, 2020 and June 30, 2021
(All amounts expressed in thousands of U.S. Dollars, except unit data)
| | | | | | |
|
| |
| December 31, |
| June 30, |
| | Note | | 2020 | | 2021 |
Assets |
|
|
|
| | |
Non-current assets |
|
|
|
| | |
Other non-current assets | | | | 186 | | 88 |
Tangible fixed assets |
| 4 |
| 2,206,618 | | 2,174,891 |
Right-of-use assets | | | | 516 | | 602 |
Total non-current assets |
|
|
| 2,207,320 | | 2,175,581 |
Current assets |
|
|
|
| | |
Trade and other receivables |
| |
| 16,265 | | 13,948 |
Inventories |
|
|
| 3,036 | | 3,146 |
Prepayments and other current assets |
| |
| 2,691 | | 2,171 |
Short-term investments |
|
|
| — | | 2,500 |
Cash and cash equivalents |
|
|
| 103,736 | | 119,816 |
Total current assets |
|
|
| 125,728 | | 141,581 |
Total assets |
|
|
| 2,333,048 | | 2,317,162 |
Partners’ equity and liabilities |
|
|
|
| | |
Partners’ equity |
| |
|
| | |
Common unitholders (47,517,824 units issued and outstanding as of December 31, 2020 and 50,722,201 units issued and outstanding as of June 30, 2021) |
| 5 |
| 594,901 | | 637,843 |
General partner (1,021,336 units issued and outstanding as of December 31, 2020 and 1,077,494 units issued and outstanding as of June 30, 2021) |
| 5 |
| 11,028 | | 11,949 |
Preference unitholders (5,750,000 Series A Preference Units, 4,600,000 Series B Preference Units and 4,000,000 Series C Preference Units issued and outstanding as of December 31, 2020 and June 30, 2021) | | 5 | | 347,889 | | 347,889 |
Total partners’ equity |
|
|
| 953,818 | | 997,681 |
Current liabilities |
|
|
|
| | |
Trade accounts payable |
|
|
| 13,578 | | 13,222 |
Due to related parties |
| 3 |
| 7,525 | | 1,466 |
Derivative financial instruments—current portion |
| 11 |
| 8,185 | | 7,632 |
Other payables and accruals |
| 7 |
| 50,679 | | 55,447 |
Borrowings—current portion |
| 6 |
| 104,908 | | 105,065 |
Lease liabilities-current portion | | | | 332 | | 363 |
Total current liabilities |
|
|
| 185,207 | | 183,195 |
Non-current liabilities |
|
|
|
| | |
Derivative financial instruments—non-current portion |
| 11 |
| 12,152 | | 7,136 |
Borrowings—non-current portion |
| 6 |
| 1,180,635 | | 1,128,079 |
Lease liabilities-non-current portion | | | | 112 | | 197 |
Other non-current liabilities |
|
|
| 1,124 | | 874 |
Total non-current liabilities |
|
|
| 1,194,023 | | 1,136,286 |
Total partners’ equity and liabilities |
|
|
| 2,333,048 | | 2,317,162 |
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
F-2
GasLog Partners LP
Unaudited condensed consolidated statements of profit or loss and total comprehensive income
For the three and six months ended June 30, 2020 and 2021
(All amounts expressed in thousands of U.S. Dollars, except per unit data)
| | | | | | | | | | |
|
| |
| For the three months ended |
| For the six months ended | ||||
|
| Note |
| June 30, 2020 |
| June 30, 2021 |
| June 30, 2020 |
| June 30, 2021 |
| | | | | | | | | | |
Revenues |
| 8 |
| 84,448 | | 70,352 |
| 175,801 |
| 157,440 |
Voyage expenses and commissions |
|
|
| (2,782) | | (1,852) |
| (6,670) |
| (3,931) |
Vessel operating costs | | 10 | | (16,895) | | (20,044) | | (35,988) | | (37,851) |
Depreciation |
| 4 |
| (20,675) | | (20,798) |
| (41,273) |
| (41,484) |
General and administrative expenses |
| 9 |
| (4,421) | | (3,488) |
| (8,592) |
| (6,559) |
Impairment loss on vessels | | | | (18,841) | | — | | (18,841) | | — |
Profit from operations |
|
|
| 20,834 | | 24,170 |
| 64,437 |
| 67,615 |
Financial costs |
| 12 |
| (13,067) | | (9,115) |
| (28,580) |
| (18,531) |
Financial income |
| |
| 77 | | 11 |
| 276 |
| 23 |
Gain/(loss) on derivatives |
| 12 |
| 369 | | (403) |
| (13,751) |
| 916 |
Total other expenses, net |
|
|
| (12,621) | | (9,507) |
| (42,055) |
| (17,592) |
Profit and total comprehensive income for the period |
|
|
| 8,213 | | 14,663 |
| 22,382 |
| 50,023 |
| | | | | | | | | | |
Earnings per unit, basic and diluted: |
| 13 |
| | | | | | | |
Common unit, basic |
|
|
| 0.01 | | 0.14 |
| 0.15 |
| 0.71 |
Common unit, diluted |
|
|
| 0.01 | | 0.14 |
| 0.14 |
| 0.68 |
General partner unit |
|
|
| 0.01 | | 0.14 |
| 0.15 |
| 0.72 |
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
F-3
GasLog Partners LP
Unaudited condensed consolidated statements of changes in partners’ equity
For the six months ended June 30, 2020 and 2021
(All amounts expressed in thousands of U.S. Dollars, except unit data)
| | | | | | | | | | | | | | | | |
| | | | | | | | | | Class B | | Preference | | Total | ||
| | General partner | | Common unitholders | | unitholders | | unitholders | | Partners’ | ||||||
|
| Units |
| Amounts |
| Units |
| Amounts |
| Units |
| Units |
| Amounts |
| equity |
Balance as of January 1, 2020 |
| 1,021,336 |
| 11,271 |
| 46,860,182 |
| 606,811 |
| 2,490,000 | | 14,350,000 | | 347,889 |
| 965,971 |
Equity offering costs |
| — |
| — |
| — |
| (114) |
| — | | — | | — |
| (114) |
Settlement of awards vested during the period | | — | | — | | 68,432 | | — | | — | | — | | — | | — |
Repurchases of common units |
| — |
| — |
| (191,490) |
| (996) |
| — | | — | | — |
| (996) |
Distributions declared |
| — |
| (702) |
| — |
| (32,019) |
| — | | — | | (15,164) |
| (47,885) |
Share-based compensation, net of accrued distribution |
| — |
| 11 |
| — |
| 482 |
| — | | — | | — |
| 493 |
Partnership’s profit and total comprehensive income (Note 13) |
| — |
| 155 |
| — |
| 7,063 |
| — | | — | | 15,164 |
| 22,382 |
Balance as of June 30, 2020 |
| 1,021,336 |
| 10,735 |
| 46,737,124 |
| 581,227 |
| 2,490,000 | | 14,350,000 | | 347,889 |
| 939,851 |
| | | | | | | | | | | | | | | | |
Balance as of January 1, 2021 | | 1,021,336 | | 11,028 | | 47,517,824 | | 594,901 | | 2,075,000 | | 14,350,000 | | 347,889 | | 953,818 |
Net proceeds from public offerings of common units and issuances of general partner units (Note 5) | | 56,158 | | 205 | | 3,195,401 | | 9,593 | | — | | — | | — | | 9,798 |
Settlement of awards vested during the period | | — | | — | | 8,976 | | — | | — | | — | | — | | — |
Distributions declared (Note 5) | | — | | (20) | | — | | (950) | | — | | — | | (15,164) | | (16,134) |
Share-based compensation, net of accrued distribution | | — | | 4 | | — | | 172 | | — | | — | | — | | 176 |
Partnership’s profit and total comprehensive income (Note 13) | | — | | 732 | | — | | 34,127 | | — | | — | | 15,164 | | 50,023 |
Balance as of June 30, 2021 | | 1,077,494 | | 11,949 | | 50,722,201 | | 637,843 | | 2,075,000 | | 14,350,000 | | 347,889 | | 997,681 |
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
F-4
GasLog Partners LP
Unaudited condensed consolidated statements of cash flows
For the six months ended June 30, 2020 and 2021
(All amounts expressed in thousands of U.S. Dollars)
| | | | | | |
| | |
| For the six months ended | ||
| | | | June 30, | | June 30, |
|
| Note |
| 2020 |
| 2021 |
| | | | (restated)(1) | | |
Cash flows from operating activities: |
| |
|
|
|
|
Profit for the period |
| |
| 22,382 |
| 50,023 |
Adjustments for: |
| |
| |
| |
Depreciation |
| 4 |
| 41,273 |
| 41,484 |
Impairment loss on vessels | | | | 18,841 | | — |
Financial costs |
| 12 |
| 28,580 |
| 18,531 |
Financial income |
| |
| (276) |
| (23) |
Loss/(gain) on derivatives (excluding realized loss on forward foreign exchange contracts held for trading) |
| 12 |
| 13,342 |
| (916) |
Share-based compensation |
| 9 |
| 659 |
| 167 |
|
| |
| 124,801 |
| 109,266 |
Movements in working capital |
| |
| (14,743) |
| 3,751 |
Net cash provided by operating activities | | | | 110,058 | | 113,017 |
Cash flows from investing activities: |
| |
| |
| |
Payments for tangible fixed assets additions | | | | (12,027) | | (12,241) |
Financial income received |
| |
| 307 |
| 23 |
Purchase of short-term investments |
| |
| — |
| (2,500) |
Net cash used in investing activities |
| |
| (11,720) |
| (14,718) |
Cash flows from financing activities: |
| |
| |
| |
Borrowings drawdowns |
| 6 |
| 25,940 |
| — |
Borrowings repayments |
| 6 |
| (55,805) |
| (54,838) |
Interest paid | | | | (28,834) | | (21,384) |
Payments of cash collateral for interest rate swaps |
| |
| (15,000) |
| — |
Release of cash collateral for interest rate swaps |
| |
| — |
| 280 |
Payment of loan issuance costs | | | | (189) | | — |
Proceeds from public offerings of common units and issuances of general partner units (net of underwriting discounts and commissions) | | 5 | | — | | 10,205 |
Repurchases of common units | | | | (996) | | — |
Payment of offering costs | | | | (15) | | (124) |
Distributions paid |
| 5 |
| (47,885) |
| (16,134) |
Payments for lease liabilities | | | | (228) | | (224) |
Net cash used in financing activities |
| |
| (123,012) |
| (82,219) |
(Decrease)/increase in cash and cash equivalents |
| |
| (24,674) |
| 16,080 |
Cash and cash equivalents, beginning of the period |
| |
| 96,884 |
| 103,736 |
Cash and cash equivalents, end of the period |
| |
| 72,210 |
| 119,816 |
| | | | | | |
Non-cash investing and financing activities: |
| |
|
|
|
|
Capital expenditures included in liabilities at the end of the period |
| |
| 10,501 |
| 10,523 |
Financing costs included in liabilities at the end of the period | | | | 142 | | — |
Offering costs included in liabilities at the end of the period |
| |
| 113 |
| 283 |
Liabilities related to leases at the end of the period |
|
|
| 72 |
| — |
(1) | Restated so as to reflect a change in accounting policy introduced on January 1, 2021, with respect to the reclassification of interest paid and movements of cash collateral for interest rate swaps (Note 2). |
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
F-5
GasLog Partners LP
Notes to the unaudited condensed consolidated financial statements
For the six months ended June 30, 2020 and 2021
(All amounts expressed in thousands of U.S. Dollars, except unit data)
1. Organization and Operations
GasLog Partners LP (“GasLog Partners” or the “Partnership”) was formed as a limited partnership under the laws of the Marshall Islands on January 23, 2014, as a wholly owned subsidiary of GasLog Ltd. (“GasLog” or the “Parent”) for the purpose of initially acquiring the interests in three liquefied natural gas (“LNG”) carriers (or the “Initial Fleet”) that were contributed to the Partnership by GasLog in connection with the initial public offering of its common units (the “IPO”).
As of June 30, 2021, GasLog holds a 33.3% ownership interest in the Partnership (including 2.0% through its general partner interest). As a result of its 100% ownership of the general partner, and the fact that the general partner elects the majority of the Partnership’s directors in accordance with the Partnership Agreement, GasLog has the ability to control the Partnership’s affairs and policies.
The Partnership’s principal business is the acquisition and operation of LNG vessels, providing LNG transportation services on a worldwide basis primarily under multi-year charters. GasLog LNG Services Ltd. (“GasLog LNG Services” or the “Manager”), a related party and a wholly owned subsidiary of GasLog, incorporated under the laws of Bermuda, provides technical and commercial services to the Partnership. As of June 30, 2021, the Partnership owned 15 LNG vessels.
The accompanying unaudited condensed consolidated financial statements include the financial statements of GasLog Partners and its subsidiaries, which are 100% owned by the Partnership. No new subsidiaries were established or acquired in the six months ended June 30, 2021.
2. Basis of Presentation
These unaudited condensed consolidated financial statements have been prepared in accordance with International Accounting Standard (“IAS”) 34 Interim Financial Reporting as issued by the International Accounting Standards Board (“IASB”). Certain information and footnote disclosures required by IFRS for a complete set of annual financial statements have been omitted, and, therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the Partnership’s annual consolidated financial statements for the year ended December 31, 2020, filed on an Annual Report on Form 20-F with the Securities Exchange Commission on March 2, 2021.
The unaudited condensed consolidated financial statements have been prepared on the historical cost basis, except for the revaluation of derivative financial instruments. The same accounting policies and methods of computation have been followed in these unaudited condensed consolidated financial statements as applied in the preparation of the Partnership’s consolidated financial statements for the year ended December 31, 2020, with the exception of a reclassification in the consolidated statements of cash flows that is described below. On July 27, 2021, the Partnership’s board of directors authorized the unaudited condensed consolidated financial statements for issuance.
Until December 31, 2020, interest paid and movements of cash collateral were presented in the consolidated statement of cash flows under cash provided by operating activities. IAS 7 Cash Flow Statement does not dictate how interest cash flows should be classified, but rather allows an entity to determine the classification appropriate to its business. The standard permits entities to present payments for interest under either operating or financing activities, provided that the elected presentation is applied consistently from period to period. In 2021, management, after reviewing the Exposure Draft General Presentation and Disclosures issued by the IASB in December 2019, elected to reclassify interest paid including cash paid for interest rate swaps held for trading and the movements of cash collateral related to the Partnership’s interest rate swaps under cash used in financing activities, in conformity with the proposal of the Exposure Draft to reduce presentation alternatives and classify interest paid as a cash flow arising from financing activities. Management believes that the revised classification provides more relevant information to users, as it better reflects management’s view of the financing nature of these transactions. Comparative figures have been retrospectively adjusted to reflect this change in policy in the statement of cash flows, as follows:
| | | | | | |
| | Six months ended June 30, 2020 | ||||
|
| As previously reported |
| Adjustments |
| As restated |
Net cash provided by operating activities |
| 66,224 |
| 43,834 |
| 110,058 |
Net cash used in investing activities |
| (11,720) |
| — |
| (11,720) |
Net cash used in financing activities |
| (79,178) |
| (43,834) |
| (123,012) |
Decrease in cash and cash equivalents |
| (24,674) |
| — |
| (24,674) |
The critical accounting judgments and key sources of estimation uncertainty were disclosed in the Partnership’s annual consolidated financial statements for the year ended December 31, 2020 and remain unchanged.
The unaudited condensed consolidated financial statements are expressed in thousands of U.S. Dollars (“USD”), which is the functional currency of the Partnership and each of its subsidiaries because their vessels operate in international shipping markets, in which revenues and expenses are primarily settled in USD and the Partnership’s most significant assets and liabilities are paid for and settled in USD.
As of June 30, 2021, the Partnership’s current assets totaled $141,581 while current liabilities totaled $183,195, resulting in a negative working capital position of $41,614. Current liabilities include an amount of $25,305 of unearned revenue in relation to vessel hires received in
F-6
advance (which represents a non-cash liability that will be recognized as revenues in July 2021 as the services are rendered). In considering going concern, management has reviewed the Partnership’s future cash requirements, covenant compliance and earnings projections, incorporating the negative impact of the COVID-19 pandemic on near-term market rates.
Management monitors the Partnership’s liquidity position throughout the year to ensure that it has access to sufficient funds to meet its forecast cash requirements, including debt service commitments, and to monitor compliance with the financial covenants within its loan facilities. Management anticipates that the Partnership’s primary sources of funds for at least twelve months from the date of this report will be available cash, cash from operations and existing debt facilities. Management believes that these anticipated sources of funds, as well as its ability to access the capital markets if needed, will be sufficient for the Partnership to meet its liquidity needs and comply with its banking covenants for at least twelve months from the date of this report and therefore it is appropriate to prepare the financial statements on a going concern basis. Additionally, the Partnership may enter into new debt facilities in the future, as well as public equity or debt instruments, although there can be no assurance that the Partnership will be able to obtain additional debt or equity financing on terms acceptable to the Partnership, which will also depend on financial, commercial and other factors, as well as a significant recovery in capital market conditions and a sustainable improvement in the LNG charter market, that are beyond the Partnership’s control.
Adoption of new and revised IFRS
(a) Standards and interpretations adopted in the current period
In August 2020, the IASB issued the Phase 2 amendments to IFRS 9 Financial Instruments, IFRS 7 Financial Instruments: Disclosures, IFRS 4 and IFRS 16 in connection with the Phase 2 of the interest rate benchmark reform. The amendments address the issues arising from the implementation of the reforms, including the replacement of one benchmark with an alternative one. The amendment is effective for annual periods beginning on or after January 1, 2021. Management anticipates that this amendment will not have a material impact on the Partnership’s consolidated financial statements.
There were no other IFRS standards or amendments that became effective in the current period which were relevant to the Partnership or material with respect to the Partnership’s financial statements.
(b) Standards and amendments in issue not yet adopted
In January 2020, the IASB issued a narrow-scope amendment to IAS 1 Presentation of Financial Statements, to clarify that liabilities are classified as either current or non-current, depending on the rights that exist at the end of the reporting period. Classification is unaffected by the expectations of the entity or events after the reporting date (for example, the receipt of a waiver or a breach of covenant). The amendment also defines the “settlement” of a liability as the extinguishment of a liability with cash, other economic resources or an entity’s own equity instruments. The amendment will be effective for annual periods beginning on or after January 1, 2022 and should be applied retrospectively in accordance with IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors. Earlier application is permitted. Management anticipates that this amendment will not have a material impact on the Partnership’s financial statements.
At the date of authorization of these unaudited condensed consolidated financial statements, there were no other IFRS standards and amendments issued but not yet adopted with an expected material effect on the Partnership’s financial statements.
3. Related party transactions
The Partnership has the following balances with related parties, which have been included in the unaudited condensed consolidated statements of financial position:
| | | | |
Amounts due to related parties |
| |
| |
| | December 31, 2020 | | June 30, 2021 |
Due to GasLog LNG Services (a) |
| 7,361 |
| 1,392 |
Due to GasLog (b) |
| 164 |
| 74 |
Total |
| 7,525 |
| 1,466 |
(a) | The balances represent mainly payments made by GasLog LNG Services on behalf of the Partnership. |
(b) | The balances represent mainly payments made by GasLog on behalf of the Partnership. |
Loans due to related parties
The main terms of the revolving credit facility of $30,000 with GasLog (the “Sponsor Credit Facility”) have been disclosed in the annual consolidated financial statements for the year ended December 31, 2020. Refer to Note 6 “Borrowings”.
As of December 31, 2020 and June 30, 2021, the amount outstanding under the Sponsor Credit Facility was nil.
F-7
The main terms of the Partnership’s related party transactions, including the commercial management agreements, administrative services agreement and ship management agreements with GasLog and GasLog LNG Services, have been disclosed in the annual consolidated financial statements for the year ended December 31, 2020. Refer to Note 13 “Related Party Transactions”.
The Partnership had the following transactions with such related parties, which have been included in the unaudited condensed consolidated statements of profit or loss for the three and six months ended June 30, 2020 and 2021:
| | | | | | | | | | | | |
| | | | | | For the three months ended | | For the six months ended | ||||
Company |
| Details |
| Account |
| June 30, 2020 |
| June 30, 2021 |
| June 30, 2020 |
| June 30, 2021 |
GasLog/ GasLog LNG Services(i) |
| Commercial management fees |
| General and administrative expenses | | 1,350 |
| 1,350 |
| 2,700 |
| 2,700 |
GasLog |
| Administrative services fees(ii) |
| General and administrative expenses | | 1,959 |
| 1,177 |
| 3,919 |
| 2,354 |
GasLog LNG Services |
| Management fees |
| Vessel operating costs | | 1,932 |
| 1,932 |
| 3,864 |
| 3,864 |
GasLog LNG Services | | Other vessel operating costs | | Vessel operating costs | | 20 | | — | | 30 | | 10 |
GasLog |
| Commitment fee under Sponsor Credit Facility |
| Financial costs | | 76 |
| 76 |
| 152 |
| 151 |
GasLog | | Realized loss on interest rate swaps held for trading (Note 12) | | Gain/(loss) on derivatives | | 832 | | 1,373 | | 1,125 | | 2,692 |
GasLog |
| Realized loss on forward foreign exchange contracts held for trading (Note 12) |
| Gain/(loss) on derivatives | | 234 |
| — |
| 409 |
| — |
(i) | Effective July 21, 2020 and October 1, 2020, the commercial management agreements between the vessel-owning entities and GasLog were novated to GasLog LNG Services as the provider of commercial management services. |
(ii) | Effective January 1, 2021, the administrative services fee was reduced to $314 per vessel per year, from $523 effective since January 1, 2020. |
4. Tangible Fixed Assets
The movement in tangible fixed assets (i.e. vessels and their associated depot spares) is reported in the following table:
| | | | | | |
| | | | Other tangible | | Total tangible fixed |
|
| Vessels |
| assets |
| assets |
Cost | | | | | | |
As of January 1, 2021 |
| 2,873,829 | | 2,719 | | 2,876,548 |
Additions |
| 9,503 | | — | | 9,503 |
Fully amortized dry-docking component | | (8,626) | | — | | (8,626) |
As of June 30, 2021 |
| 2,874,706 | | 2,719 | | 2,877,425 |
| | | | | | |
Accumulated depreciation |
| | | | | |
As of January 1, 2021 |
| 669,930 | | — | | 669,930 |
Depreciation expense |
| 41,230 | | — | | 41,230 |
Fully amortized dry-docking component | | (8,626) | | — | | (8,626) |
As of June 30, 2021 |
| 702,534 | | — | | 702,534 |
| | | | | | |
Net book value |
| | | | | |
As of December 31, 2020 |
| 2,203,899 | | 2,719 | | 2,206,618 |
As of June 30, 2021 |
| 2,172,172 | | 2,719 | | 2,174,891 |
All vessels have been pledged as collateral under the terms of the Partnership’s credit facilities.
As of June 30, 2021, the Partnership concluded that there were no events or circumstances triggering the existence of potential impairment or reversal of impairment of its vessels.
F-8
5. Partners’ Equity
The Partnership’s cash distributions for the six months ended June 30, 2021 are presented in the following table:
| | | | | | | | | | |
Declaration date |
| Type of units |
| Distribution per unit |
| Payment date |
| Amount paid | ||
January 27, 2021 |
| Common | | $ | 0.01 | | February 11, 2021 | |
| 485 |
February 19, 2021 |
| Preference (Series A, B, C) | | $ | 0.5390625, $0.5125, $0.53125 | | March 15, 2021 | |
| 7,582 |
April 28, 2021 |
| Common | | $ | 0.01 | | May 13, 2021 | |
| 485 |
May 13, 2021 |
| Preference (Series A, B, C) | | $ | 0.5390625, $0.5125, $0.53125 | | June 14, 2021 | |
| 7,582 |
|
| | | | | | Total | | $ | 16,134 |
On April 6, 2021, GasLog Partners issued 8,976 common units in connection with the vesting of 5,984 Restricted Common Units (“RCUs”) and 2,992 Performance Common Units (“PCUs”) under its 2015 Long-Term Incentive Plan (the “2015 Plan”).
In addition, under the Partnership’s ATM Common Equity Offering Programme (“ATM Programme”), there was an issuance of 3,195,401 additional common units in the six months ended June 30, 2021, for total net proceeds of $9,593. During this period, the Partnership also issued 56,158 general partner units to its general partner in order for GasLog to retain its 2.0% general partner interest for net proceeds of $205.
6. Borrowings
| | | | |
| | December 31, | | June 30, |
|
| 2020 |
| 2021 |
Amounts due within one year |
| 109,673 |
| 109,673 |
Less: unamortized deferred loan issuance costs |
| (4,765) |
| (4,608) |
Borrowings - current portion |
| 104,908 |
| 105,065 |
Amounts due after one year |
| 1,195,241 |
| 1,140,403 |
Less: unamortized deferred loan issuance costs |
| (14,606) |
| (12,324) |
Borrowings - non-current portion |
| 1,180,635 |
| 1,128,079 |
Total |
| 1,285,543 |
| 1,233,144 |
The main terms of the credit facilities, including financial covenants, and the Sponsor Credit Facility have been disclosed in the annual consolidated financial statements for the year ended December 31, 2020. Refer to Note 6 “Borrowings”.
In the six months ended June 30, 2021, the Partnership repaid $54,838 in accordance with the repayment terms under its credit facilities. In connection with the de-listing of the Parent’s common shares from the New York Stock Exchange completed in June 2021, supplemental agreements have been signed with certain of the Partnership’s lenders with respect to clauses relating to its Parent, GasLog. All costs relating to such amendments have been covered by GasLog directly.
GasLog Partners was in compliance with its financial covenants as of June 30, 2021.
7. Other Payables and Accruals
An analysis of other payables and accruals is as follows:
| | | | |
| | December 31, | | June 30, |
|
| 2020 |
| 2021 |
Unearned revenue |
| 25,828 |
| 25,305 |
Accrued off-hire |
| 1,802 |
| 6,748 |
Accrued purchases |
| 4,187 |
| 7,999 |
Accrued interest |
| 10,855 |
| 10,281 |
Other accruals |
| 8,007 |
| 5,114 |
Total |
| 50,679 |
| 55,447 |
8. Revenues
The Partnership has recognized the following amounts relating to revenues:
| | | | | | | | |
| | For the three months ended | | For the six months ended | ||||
|
| June 30, 2020 |
| June 30, 2021 |
| June 30, 2020 |
| June 30, 2021 |
Revenues from long-term time charters |
| 63,925 |
| 42,881 |
| 131,570 |
| 92,915 |
Revenues from spot time charters |
| 20,523 |
| 27,471 |
| 44,231 |
| 64,525 |
Total |
| 84,448 |
| 70,352 |
| 175,801 |
| 157,440 |
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The Partnership defines long-term time charters as charter party agreements with an initial duration of more than five years (excluding any optional periods), while all charter party agreements of an initial duration of less than (or equal to) five years (excluding any optional periods) are classified as spot time charters.
9. General and Administrative Expenses
An analysis of general and administrative expenses is as follows:
| | | | | | | | |
| | For the three months ended | | For the six months ended | ||||
|
| June 30, 2020 |
| June 30, 2021 |
| June 30, 2020 |
| June 30, 2021 |
Administrative services fees (Note 3) |
| 1,959 |
| 1,177 |
| 3,919 |
| 2,354 |
Commercial management fees (Note 3) |
| 1,350 |
| 1,350 |
| 2,700 |
| 2,700 |
Share-based compensation | | 362 | | 94 | | 659 | | 167 |
Other expenses |
| 750 |
| 867 |
| 1,314 |
| 1,338 |
Total |
| 4,421 |
| 3,488 |
| 8,592 |
| 6,559 |
10. Vessel Operating Costs
An analysis of vessel operating costs is as follows:
| | | | | | | | |
| | For the three months ended | | For the six months ended | ||||
| | June 30, 2020 | | June 30, 2021 | | June 30, 2020 | | June 30, 2021 |
Crew costs |
| 8,780 |
| 9,675 |
| 17,619 |
| 18,647 |
Technical maintenance expenses |
| 4,142 |
| 5,848 |
| 10,079 |
| 10,214 |
Other operating expenses |
| 3,973 |
| 4,521 |
| 8,290 |
| 8,990 |
Total |
| 16,895 |
| 20,044 |
| 35,988 |
| 37,851 |
11. Derivative Financial Instruments
The fair value of the Partnership’s derivative liabilities is as follows:
| | | | |
| | December 31, | | June 30, |
|
| 2020 |
| 2021 |
Derivative liabilities carried at fair value through profit or loss (FVTPL) |
|
|
|
|
Interest rate swaps |
| 20,337 |
| 14,768 |
Total |
| 20,337 |
| 14,768 |
Derivative financial instruments, current liability |
| 8,185 |
| 7,632 |
Derivative financial instruments, non-current liability |
| 12,152 |
| 7,136 |
Total |
| 20,337 |
| 14,768 |
Interest rate swap agreements
The Partnership enters into interest rate swap agreements which convert the floating interest rate exposure into a fixed interest rate in order to hedge a portion of the Partnership’s exposure to fluctuations in prevailing market interest rates. Under the interest rate swaps, the counterparty effects quarterly floating-rate payments to the Partnership for the notional amount based on the three-month USD London Interbank Offered Rate (“LIBOR”), and the Partnership effects quarterly payments to the counterparty on the notional amount at the respective fixed rates.
Interest rate swaps held for trading
The principal terms of the Partnership’s interest rate swaps held for trading as of December 31, 2020 have been disclosed in the annual audited consolidated financial statements for the year ended December 31, 2020. Refer to Note 17 “Derivative Financial Instruments”.
The derivative instruments of the Partnership were not designated as cash flow hedging instruments as of June 30, 2021. The change in the fair value of the interest rate swaps for the three and six months ended June 30, 2021 amounted to a gain of $1,962 and a gain of $5,569, respectively (for the three and six months ended June 30, 2020, a gain of $1,034 and a loss of $12,148, respectively), which was recognized in profit or loss in the period incurred and is included in Gain/(loss) on derivatives. During the three and six months ended June 30, 2021, the gain of $1,962 and $5,569, respectively (Note 12), was attributable to changes in the USD LIBOR yield curve, which was used to calculate the present value of the estimated future cash flows, resulting in a decrease in derivative liabilities from interest rate swaps held for trading.
Forward foreign exchange contracts
The Partnership uses non-deliverable forward foreign exchange contracts to mitigate foreign exchange transaction exposures in Euros (“EUR”) and Singapore Dollars (“SGD”). Under these non-deliverable forward foreign exchange contracts, the counterparties settle the difference between the
F-10
fixed exchange rate and the prevailing rate on the agreed notional amounts on the respective settlement dates. All forward foreign exchange contracts are considered by management to be part of economic hedge arrangements but have not been formally designated as such.
Forward foreign exchange contracts held for trading
During the six months ended June 30, 2021, the Partnership did not enter any new forward foreign exchange contracts and the change in the fair value of forward foreign exchange contracts for the three and six months ended June 30, 2021 was nil. The change in the fair value of such contracts for the three and six months ended June 30, 2020 amounted to a gain of $401 and a loss of $69, respectively, which was recognized in profit or loss in the period incurred and is included in Gain/(loss) on derivatives (Note 12).
12. Financial Costs and Gain/(loss) on Derivatives
An analysis of financial costs is as follows:
| | | | | | | | |
| | For the three months ended | | For the six months ended | ||||
|
| June 30, 2020 |
| June 30, 2021 |
| June 30, 2020 |
| June 30, 2021 |
Amortization and write-off of deferred loan issuance costs |
| 1,480 | | 1,215 |
| 2,985 |
| 2,439 |
Interest expense on loans |
| 11,466 | | 7,716 |
| 24,900 |
| 15,599 |
Lease expense | | 9 | | 4 | | 19 | | 9 |
Commitment fees |
| 78 | | 76 |
| 208 |
| 151 |
Other financial costs including bank commissions |
| 34 | | 104 |
| 468 |
| 333 |
Total financial costs |
| 13,067 | | 9,115 |
| 28,580 |
| 18,531 |
An analysis of (gain)/loss on derivatives is as follows:
| | | | | | | | |
| | For the three months ended | | For the six months ended | ||||
|
| June 30, 2020 |
| June 30, 2021 |
| June 30, 2020 |
| June 30, 2021 |
Unrealized (gain)/loss on interest rate swaps held for trading (Note 11) |
| (1,034) |
| (1,962) |
| 12,148 |
| (5,569) |
Unrealized (gain)/loss on forward foreign exchange contracts held for trading (Note 11) | | (401) | | — | | 69 | | — |
Realized loss on interest rate swaps held for trading |
| 832 |
| 2,365 |
| 1,125 |
| 4,653 |
Realized loss on forward foreign exchange contracts held for trading | | 234 | | — | | 409 | | — |
Total (gain)/loss on derivatives |
| (369) |
| 403 |
| 13,751 |
| (916) |
13. Earnings per Unit (“EPU”)
The Partnership calculates earnings per unit by allocating reported profit for each period to each class of units based on the distribution policy for available cash stated in the Partnership Agreement.
Basic earnings per unit is determined by dividing profit for the period, after deducting preference unit distributions, by the weighted average number of units outstanding during the period. Diluted earnings per unit is calculated by dividing the profit of the period attributable to common unitholders by the weighted average number of potential ordinary common units assumed to have been converted into common units, unless such potential ordinary common units have an antidilutive effect.
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Earnings per unit is presented for the period in which the units were outstanding, with earnings calculated as follows:
| | | | | | | | |
| | For the three months ended | | For the six months ended | ||||
|
| June 30, 2020 |
| June 30, 2021 |
| June 30, 2020 |
| June 30, 2021 |
Profit for the period and Partnership’s profit |
| 8,213 | | 14,663 |
| 22,382 |
| 50,023 |
Adjustment for: | | | | | | | | |
Paid and accrued preference unit distributions | | (7,582) | | (7,582) | | (15,164) | | (15,164) |
Partnership’s profit attributable to: |
| 631 | | 7,081 |
| 7,218 |
| 34,859 |
Common unitholders |
| 617 | | 6,933 |
| 7,063 |
| 34,127 |
General partner |
| 14 | | 148 |
| 155 |
| 732 |
Weighted average number of units outstanding (basic) |
| | | |
| |
| |
Common units |
| 46,713,991 | | 48,161,285 |
| 46,739,034 |
| 47,841,332 |
General partner units |
| 1,021,336 | | 1,021,953 |
| 1,021,336 |
| 1,021,646 |
Earnings per unit (basic) |
| | | | | | | |
Common unitholders |
| 0.01 | | 0.14 |
| 0.15 |
| 0.71 |
General partner |
| 0.01 | | 0.14 |
| 0.15 |
| 0.72 |
Weighted average number of units outstanding (diluted) |
| | | | | | | |
Common units* |
| 49,460,033 | | 50,425,047 |
| 49,402,714 |
| 50,016,601 |
General partner units |
| 1,021,336 | | 1,021,953 |
| 1,021,336 |
| 1,021,646 |
Earnings per unit (diluted) |
| | | |
| |
| |
Common unitholders |
| 0.01 | | 0.14 |
| 0.14 |
| 0.68 |
General partner |
| 0.01 | | 0.14 |
| 0.15 |
| 0.72 |
* Includes unvested awards with respect to the 2015 Plan and Class B units. After the conversion of the first tranche of 415,000 Class B units on July 1, 2020, the remaining 2,075,000 Class B units will become eligible for conversion on a one-for-one basis into common units at GasLog’s option in five tranches of 415,000 units per annum on July 1 of 2021 (Note 15), 2022, 2023, 2024 and 2025.
14. Commitments and Contingencies
Future gross minimum lease payments receivable in relation to non-cancellable time charter agreements for vessels in operation as of June 30, 2021 are as follows (30 off-hire days are assumed when each vessel will undergo scheduled dry-docking; in addition, early redelivery of the vessels by the charterers or any exercise of the charterers’ options to extend the terms of the charters are not accounted for):
| | | |
Period |
| June 30, 2021 | |
Not later than one year | |
| 200,081 |
Later than one year and not later than two years | | | 133,425 |
Later than two years and not later than three years | |
| 83,232 |
Later than three years and not later than four years | |
| 50,280 |
Later than four years and not later than five years | | | 41,879 |
Total | | $ | 508,897 |
In September 2017 and July 2018, GasLog LNG Services entered into maintenance agreements with Wartsila Greece S.A. in respect of eight of the Partnership’s LNG carriers. The agreements ensure dynamic maintenance planning, technical support, security of spare parts supply, specialist technical personnel and performance monitoring.
In March 2019, GasLog LNG Services entered into an agreement with Samsung Heavy Industries Co., Ltd. (“Samsung”) in respect of eleven of the Partnership’s LNG carriers. The agreement covers the supply of ballast water management systems on board the vessels by Samsung and associated field, commissioning and engineering services for a firm period of six years. As of June 30, 2021, ballast water management systems had been installed on seven out of the eleven vessels.
Various claims, suits and complaints, including those involving government regulations, arise in the ordinary course of the shipping business. In addition, losses may arise from disputes with charterers, environmental claims, agents and insurers and from claims with suppliers relating to the operations of the Partnership’s vessels. Currently, management is not aware of any such claims or contingent liabilities requiring disclosure in the consolidated financial statements.
15. Subsequent Events
On July 1, 2021, GasLog Partners issued 415,000 common units in connection with GasLog’s option to convert the second tranche of its Class B units issued upon the elimination of incentive distributions rights in June 2019.
On July 26, 2021, the board of directors of GasLog Partners approved and declared a quarterly cash distribution of $0.01 per common unit for the quarter ended June 30, 2021. The cash distribution is payable on August 12, 2021 to all unitholders of record as of August 9, 2021. The aggregate amount of the declared distribution will be $518 based on the number of units issued and outstanding as of June 30, 2021.
F-12
On July 26, 2021, the board of directors of GasLog Partners approved and declared a distribution on the Series A Preference Units of $0.5390625 per preference unit, a distribution on the Series B Preference Units of $0.5125 per preference unit and a distribution on the Series C Preference Units of $0.53125 per preference unit. The cash distributions are payable on September 15, 2021 to all unitholders of record as of September 8, 2021.
F-13