FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of March, 2001
CENARGO INTERNATIONAL PLC
(Translation of registrant's name into English)
Puttenham Priory
Puttenham
Surrey GU3 1AR
United Kingdom
(Address of principal executive offices)
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 whether the registrant by furnishing
the information contained in this Form is also thereby furnishing
the information to the commission pursuant to Rule 12g3-2(b)
under the Securities Exchange Act of 1934.
Yes No X
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
Enclosed is a copy of (i) a press release of Cenargo
International plc (the "Company") issued on March 13, 2001
relating to the Company's first quarter results and (ii) the
Company's quarterly report for the period ended December 31, 2000
containing a Management's Discussion and Analysis of Financial
Condition and Results of Operation.
2
CENARGO INTERNATIONAL PLC
FIRST QUARTER RESULTS
Cenargo International plc (the 'Company') today announced a first
quarter EBITDA of 3.0 million pound sterling on revenues of 30
million pound sterling, compared to an EBITDA of 5.0 million
pound sterling on revenues of 25.8 million pound sterling in the
corresponding period in the previous year.
Review of Business
Shipowning Irish Sea Logistics
and Chartering Ferries Ferrimaroc and Other Total
000s pound sterling
Three months to
December 31, 2000
Revenue 3,867 18,639 1,604 5,901 30,011
EBITDA 707 2,262 (343) 369 2,995
Tangible assets 4,059 82,349 10,833 5,931 103,172
Capital expenditures - - - - -
Three Months to
December 31, 1999
Revenue 20,782 1,189 3,837 25,808
EBITDA (874) 6,009 (334) 176 4,977
Tangible assets 7,374 122,773 10,468 5,461 146,076
Capital expenditures - 5,368 - 4,025 9,393
Irish Sea
All the Company's four services on the Irish Sea performed strongly during
October and November 2000 with the normal fall off in volumes in December for
Christmas and New Year. The period was adversely affected by very heavy gales
particularly during November which adversely affected the reliability of the
two Heysham RoRo services. The two Liverpool RoPax services performed very
reliably mainly due to the greater size and power of the vessels concerned.
The ETU's (equivalent trailer units) carried during the quarter were as
follows:
LIVERPOOL - BELFAST 31,765
LIVERPOOL - DUBLIN 28,374
HEYSHAM - BELFAST 31,265
HEYSHAM - DUBLIN 16,198
Work has now started on the Liverpool river berth and we expect
the first of the two heads to be completed by end 2001 and the
second head by end Quarter 1, 2002.
3
The Company has introduced rate increases across all its
customers. Generally speaking these have been accepted without
too much loss of business. We expect the overall increase to be
approximately 3% which should improve results from March 2001
onwards.
The Company continues to rationalise costs in its Irish Services
following the acquisition of Norse Irish Ferries. Annualised
overhead savings of approximately 0.5 million pound sterling have
already been achieved. The two vessels chartered in on the
Liverpool - Belfast services were purchased on March 9, 2001 (see
below). Substantial savings will result.
Logistics
The logistics' division results continue to improve. Further
significant business has been won and will lead to improving
results.
Ferrimaroc
Ferrimaroc, the passenger, car and freight service operated by
the Company between Southern Spain and Eastern Morocco, has had a
better quarter than last year post the summer. The competitors'
pool has not been able to mount a credible service since the end
of the summer season. As a result, the Company's losses have been
significantly less than budgeted. Market share in January 2001
was over 53% Southbound and over 71% Northbound. Discussions
continue with the competitors' pool.
Shipowning and Chartering
EBITDA of 0.7 million pound sterling includes 1.0 million pound
sterling from the chartering out of vessels, less Head Office
costs of 0.3 million pound sterling.
Purchase of Vessels
At the time of the purchase of Norse Irish Ferries Ltd ("NIF")
the Company operated two RoPax vessels built in 1997 on
timecharter. Following lengthy negotiations the shipyard has
agreed to sell the vessels to Cenargo for $62.75 million. The
purchase was completed March 9, 2001. Bank financing was arranged
in Sterling and Euros. The financing is repayable over seven
years down to a balloon of approximates 50% of the bank financing
which totalled $58.45 million. Interest is 1.85% over LIBOR
(Sterling) or EURIBOR (Euros).
4
Cash and Cash Equivalents
The Company's cash at December 31, 1999 was 8.5 million pound
sterling. This is after taking into account the interest payment
to bondholders in December 2000.
Forward Looking Statements
This release contains forward looking statements (as defined in
Section 21E of the Securities Act 1934, as amended) which reflect
management's current view with respect to certain future events
and performances, including statements relating to Irish Sea
freight and passenger ferry volumes and rates, logistics and
cash. The following factors are among those that could cause
actual results to differ materially from forward looking
statements which involve risks and uncertainties, and that should
be considered in evaluating any such statements: changes in the
political environment in Northern Ireland and the Republic of
Ireland, Spain and Morocco, changes in the ability to provide a
regular scheduled service on the Irish Sea and the Company's
Mediterranean service.
The Company does not intend to hold a conference call in relation
to the Quarter 1 results. The Company will be glad to answer
bondholders' questions on the above results. Please call Paul
Gregory on 011-44-1483-241000 or email pgregory@cenargo.com.
5
Unaudited Consolidated Statements of Income
Three Months Ended December 31, 2000, 1999
(Expressed in 000 pound sterling)
2000 1999
Operating revenues
Charterhire income 3,867 -
Ferry service income 20,243 21,971
Logistics and other income 5,901 3,837
---------------- ---------------
30,011 25,808
---------------- ---------------
Operating expenses
Vessel and other operating costs 25,124 17,981
Depreciation 1,927 1,692
Amortisation of drydocking 563 342
Goodwill amortisation 303 278
General and administrative exps 1,929 2,337
Foreign exchange (gain) loss (35) 596
---------------- ---------------
29,811 23,226
---------------- ---------------
Operating income 200 2,583
Other income (expense)
Interest income 190 164
Interest expense (3,088) 3,123)
Breakage costs on termination of capital leases - (760)
Gain on disposal of assets 2 82
---------------- ---------------
2,896 (3,637)
---------------- ---------------
Income (loss) before income taxes (2,696) (1,054)
Income taxes 950 277
Minority Interests - (12)
Net income (loss) (1,746) (789)
---------------- ---------------
Additional financial information
EBITDA 2,995 4,977
EBITDA to interest expense, net
(excluding finance lease breakage costs) 1.0x 1.7x
6
Unaudited Consolidated Balance Sheets
As of December 31, 2000, 1999
(Expressed in 000 pound sterling)
2000 1999
Assets
Current assets
Cash and cash equivalents 5,397 4,460
Cash held in escrow and blocked deposits 3,124 365
Trade accounts receivable 20,560 18,749
Other receivables 2,145 1,487
Due from joint ventures 7 82
Inventories 1,090 1,150
Prepaid expenses and accrued income 3,445 3,766
---------------- ---------------
35,768 30,059
Land and buildings 11,891 11,605
Vessels and equipment 91,281 88,552
Vessels under construction - 44,199
Loans to joint ventures 2,487 2,533
Other investments 352 351
Goodwill, net 20,403 19,193
Deferred charges, net 6,991 5,068
Pension fund debtor 3,467 3,341
---------------- ---------------
Total assets 172,640 204,901
---------------- ---------------
Liabilities and shareholders' equity
Current liabilities
Current maturities of long-term debt 836 985
Capital lease obligations 257 368
Trade accounts payable 11,370 6,051
Accrued expenses 4,277 2,992
Accrued interest - ship mortgage notes 507 441
Other creditors 2,063 2,918
---------------- ---------------
19,310 13,755
---------------- ---------------
Long-term liabilities
Long-term debt 2,867 45,863
Ship mortgage notes 115,645 107,146
Capital lease obligations 1,292 1,968
Other creditors 204 1,236
Deferred taxation 9,749 7,849
---------------- ---------------
Total liabilities 149,067 177,817
---------------- ---------------
7
Shareholders' equity
Share capital 12 12
Accumulated other comprehensive income:
cumulative translation adjustment (2,820) 114
Retained earnings 26,381 26,958
---------------- ---------------
Total shareholders' equity 23,573 27,084
---------------- ---------------
Total liabilities and shareholders' equity 172,640 204,901
---------------- ---------------
8
Unaudited Consolidated Statements of Cash Flows
Three Months Ended December 31, 2000, 1999
(Expressed in 000 pound sterling)
2000 1999
Operating Activities
Net income (loss) (1,746) (806)
Amortisation of drydocking and deferred charges 777 482
Amortisation of ship mortgage notes discount 47 43
Depreciation 1,666 1,728
(Gain) loss on disposition of fixed assets (2) (83)
Foreign exchange (gain) loss (401) (243)
Goodwill amortisation 303 284
(Increase) decrease in pension debtor - (34)
(Increase) decrease in trade debtors (988) (63)
(Increase) decrease in other debtors (4,165) 2,029
(Increase) decrease in stock (63) (36)
(Increase) decrease in prepayments
and accrued income 3,561 (3,273)
Increase (decrease) in trade creditors 5,204 99
Increase (decrease) in other creditors (2,886) 326
Increase (decrease) in accrued expenses (1,778) (5,032)
Increase (decrease) in deferred tax liability (950) (282)
---------------- ---------------
Net cash (used) in operating activities (1,421) ( 4,861)
---------------- ---------------
Investing activities
Additions to vessels and equipment - (257)
Additions to vessels under construction - (5,368)
Additions to land and buildings - (3,767)
Purchase of subsidiary companies,
net of cash acquired - (21,807)
Proceeds from sale of capital assets 2 83
---------------- ---------------
2 (31,116)
---------------- ---------------
Financing activities
Proceeds from long-term debt - 5,368
Repayment of long-term debt - (46)
Due to joint ventures 372 283
Repayments of capital leases (469) (8,159)
Deferred charges paid - (115)
9
---------------- ---------------
(97) (2,669)
---------------- ---------------
Net increase (decrease) in cash
and cash equivalents (1,516) (38,645)
Cash and cash equivalents at beginning of period 10,037 43,528
---------------- ---------------
Cash and cash equivalents at end of period 8,521 4,882
---------------- ---------------
10
CENARGO INTERNATIONAL PLC
QUARTERLY REPORT
DECEMBER 31, 2000
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
GENERAL
Cenargo, an English company, is a diversified international
transportation group specialising in European freight and
passenger ferry services, international ship owning and
chartering, the movement of surface and airfreight and the
management of freight logistics.
RESULTS OF OPERATIONS
Three months ended December 31, 2000 compared to three months
ended December 31, 1999.
Operating Revenues
Operating revenues increased in the first quarter ended December
31, 2000 (the '2000 quarter') by 4.2 million pound sterling to 30
million pound sterling compared to 25.8 million pound sterling in
the first quarter ended December 31, 1999 (the '1999 quarter').
Increase comprises a 3.9 million pound sterling increase in
charter hire revenues, a 1.7 million pound sterling decrease in
ferry service revenues and a 2.0 million pound sterling increase
in logistics and other revenues. The decrease in ferry service
revenues was mainly due to the inclusion of 2.8 million pound
sterling compensation from the Spanish Government in the 1999
period. Increase in charter hire revenue represents hire on two
RoPax vessels delivered in fiscal 2000 now chartered out. The
increase in logistics and other revenue was mainly due to the
increased volumes particularly from the Eaglescliffe site.
Operating Expenses
Vessel and other operating costs increased in the 2000 quarter by
7.1 million pound sterling to 25.1 million pound sterling
compared to 18.0 million pound sterling in the 1999 quarter, as
the result of the inclusion of the operating costs of RoPax 3 and
4 delivered Quarter 2 and 4 of fiscal 2000, and increased volumes
in the Logistics', Irish Sea businesses and Ferrimaroc.
Depreciation for the 2000 quarter has increased by 0.2 million
pound sterling to 1.9 million pound sterling compared to 1.7
million pound sterling in the 1999 quarter. This is principally
due to initial equipment on RoPax 3 and 4 delivered in fiscal
2000 and extra equipment in the Logistics businesses.
Amortisation of drydocking for the 2000 quarter increased by 0.2
million pound sterling to 0.5 million pound sterling from 0.3
million pound sterling in the 1999 quarter representing increased
amortisation of drydocking on the company's fleet.
1
General administrative expenses for the 2000 quarter decreased by
0.4 million pound sterling to 1.9 million pound sterling compared
to 2.3 million pound sterling in the 1999 quarter primarily due
to the benefits of cost rationalisation by the Company.
Foreign exchange loss for the 2000 quarter has decreased by 0.6
million pound sterling compared to a loss of 0.6 million pound
sterling in the 1999 quarter mainly as a result of reporting in
Sterling.
Primarily as a result of these developments the total operating
expenses increased by 6.6 million pound sterling to 29.8 million
pound sterling for the 2000 quarter compared to $23.2 million for
the 1999 quarter.
Net Operating Income
As a result of the foregoing factors, net operating income
decreased by 2.4 million pound sterling to 0.2 million pound
sterling for the 2000 quarter compared to 2.6 million pound
sterling for the 1999 quarter.
Other Income/Expenses
Interest income was 0.2 million pound sterling for the 2000 and
1999 quarter.
Interest expense for the 2000 and 1999 quarter was 3.1 million
pound sterling. The breakage costs on termination of capital
leases in the 1999 quarter relates to the termination of capital
leases for the vessels River Lune and Saga Moon which were
purchased by the Company in October 1999 from escrowed funds.
Net Income (loss)
As a result of the foregoing of net income decreased by 1.7
million pound sterling to a net loss of 2.7 million pound
sterling for the 2000 quarter compared to net loss of 1.0 million
pound sterling for the 1999 quarter. EBITDA generated was 3.0
million pound sterling for the 2000 quarter compared to 5.0
million pound sterling for the 1999 quarter.
LIQUIDITY AND CAPITAL RESOURCES
Total shareholders equity at December 31, 2000 was 23.6 million
pound sterling compared to 27.4 million pound sterling at
December 31, 1999. The decrease of 3.8 million pound sterling is
represented by a net loss for the twelve months of 1.0 million
pound sterling and a cumulative translation adjustment of 2.8
million pound sterling on translation of sterling based
subsidiary companies, mainly in the period to 30 September 2000
2
when the Company was reporting in US dollars. From 1 October 2000
the Company will be reporting in Sterling which is the principal
functional currency of the Company.
Long term debt at December 31, 1999 consists of $172.7 million of
9% First Priority Ship Mortgage Notes. Sterling equivalent 115.6
million pound sterling.
At December 31, 2000 the Company had cash and cash equivalents of
8.5 million pound sterling compared with 4.9 million pound
sterling at December 31, 1999. Of the 8.5 million pound sterling
at December 31, 2000 3.1 million pound sterling is held in escrow
mainly as collateral in connection with the operating lease for
RoPax 4 ("Midnight Merchant"). The Company's free cash at
December 31, 2000 of 5.4 million pound sterling was after taking
into account the semi-annual interest payment on the Notes of
$8.5 million in December 2000.
SEGMENT ANALYSIS
Irish Sea
All the Company's four services on the Irish Sea performed
strongly during October and November 2000 with the normal fall
off in volumes in December for Christmas and New Year. The period
was adversely affected by very heavy gales particularly during
November which adversely affected the reliability of the two
Heysham RoRo services. The two Liverpool RoPax services performed
very reliably mainly due to the greater size and power of the
vessels concerned.
The ETU's (equivalent trailer units) carried during the quarter
were as follows:
LIVERPOOL - BELFAST 31,765
LIVERPOOL - DUBLIN 28,374
HEYSHAM - BELFAST 31,265
HEYSHAM - DUBLIN 16,198
Work has now started on the Liverpool river berth and we expect
the first of the two heads to be completed by end 2001 and the
second head by end Quarter 1, 2002.
The Company has introduced rate increases across all its
customers. Generally speaking these have been accepted without
too much loss of business. We expect the overall increase to be
approximately 3% which should improve results from March 2001
onwards.
The Company continues to rationalise costs in its Irish Services
following the acquisition of Norse Irish Ferries. Annualised
3
overhead savings of approximately 0.5 million pound sterling have
already been achieved. The two vessels chartered in on the
Liverpool - Belfast services were purchased on March 9, 2001 (see
below). Substantial savings will result.
Logistics
The logistics' division results continue to improve. Further
significant business has been won and will lead to improving
results.
Ferrimaroc
Ferrimaroc, the passenger, car and freight service operated by
the Company between Southern Spain and Eastern Morocco, has had a
better quarter post the summer. The competitors' pool has not
been able to mount a credible service since the end of the summer
season. As a result, the Company's losses have been significantly
less than budgeted. Market share in January 2001 was over 53%
Southbound and over 71% Northbound. Discussions continue with the
competitors' pool.
Shipowning and Chartering
EBITDA of 0.7 million pound sterling includes 1.0 million pound
sterling from the chartering out of vessels, less Head Office
costs of 0.3 million pound sterling.
PURCHASE OF VISENTINI VESSELS
At the time of the acquisition of Norse Irish Ferries Limited
("NIF") in October 1999, NIF's operations were based on two 1997
build RoPax vessels which were chartered in. Following lengthy
negotiations the two vessels are now to be purchased by the
Company for $62.75 million. Bank finance of $58.45 million has
been concluded. The loan is repayable in equal semi annual
instalments over 7 years down to a balloon of $30.0. The finance
is mainly secured by a first mortgage on the vessels. Interest
is at 1.85% over LIBOR for the Sterling part of the finance and
1.85% over EURIBOR for the Euro part of the finance. Annual
savings of $6-7 million per annum compared to present charter in
costs will result
EUROPEAN MONETARY UNION - EURO
On January 1 1999, eleven member countries of the European Union
established fixed conversion rates between their existing
sovereign currencies, and adopted the Euro as their new common
currency. The Euro is currently trading on currency exchanges
and the legacy currencies will remain legal tender in
participating countries for a transition period between January
4
1, 1999 and January 1, 2002. During the transition period, non-
cash payments can be made in the Euro and parties can elect to
pay for goods and services and transact business using either
Euro or a legacy currency. Between January 1, 2002 and July 1,
2002 the participating countries will introduce Euro notes and
coins and will withdraw all legacy currencies so that they will
no longer be available.
Although the United Kingdom is currently not participating in the
Euro the Company's businesses trade extensively within the Euro
Zone. The Company will continue to evaluate all pricing,
currency risk, accounting, tax, governmental, legal and
regulatory issues as guidance becomes available. Based on
current information the Company does not expect that Euro
conversion will have a material adverse affect on its business or
financial condition.
FORWARD LOOKING STATEMENTS
This release contains forward looking statements (as defined in
Section 21E of the Securities Act 1934, as amended) which reflect
management's current views with respect to certain future events
and performance, including statements relating to multi purpose
vessel charters and Irish sea freight ferry volumes and rates,
logistics and cash. 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 statements:
changes in the political environment in Northern Ireland and
Eire, Spain and Morocco, changes in the level of competition in
the Irish Sea and Mediterranean, changes in the ability to
provide a regular scheduled service on the Irish sea and the
company's Mediterranean service.
5
CENARGO INTERNATIONAL PLC
Unaudited Consolidated Statements of Income
Three Months Ended December 31, 2000, 1999
(Expressed in 000 pound sterling)
2000 1999
Operating revenues
Charterhire income 3,867 -
Ferry service income 20,243 21,971
Logistics and other income 5,901 3,837
______________ _____________
30,011 25,808
______________ _____________
Operating expenses
Vessel and other operating costs 25,124 17,981
Depreciation 1,927 1,692
Amortisation of drydocking 563 342
Goodwill amortisation 303 278
General and administrative exps 1,929 2,337
Foreign exchange (gain) loss (35) 596
______________ _____________
29,811 23,226
______________ _____________
Operating income 200 2,583
Other income (expense)
Interest income 190 164
Interest expense (3,088) (3,123)
Breakage costs on termination of capital
leases - (760)
Gain on disposal of assets 2 82
______________ _____________
2,896 (3,637)
______________ _____________
Income (loss) before income taxes (2,696) (1,054)
Income taxes 950 277
Minority Interests - (12)
______________ _____________
Net income (loss) (1,746) (789)
______________ _____________
6
Additional financial information
EBITDA 2,995 4,977
EBITDA to interest expense, net (excluding
finance lease breakage costs) 1.0x 1.7x
7
Unaudited Consolidated Balance Sheets
As of December 31, 2000, 1999
(Expressed in 000 pound sterling)
2000 1999
Assets
Current assets
Cash and cash equivalents 5,397 4,460
Cash held in escrow and blocked deposits 3,124 365
Trade accounts receivable 20,560 18,749
Other receivables 2,145 1,487
Due from joint ventures 7 82
Inventories 1,090 1,150
Prepaid expenses and accrued income 3,445 3,766
______________ _____________
35,768 30,059
Land and buildings 11,891 11,605
Vessels and equipment 91,281 88,552
Vessels under construction - 44,199
Loans to joint ventures 2,487 2,533
Other investments 352 351
Goodwill, net 20,403 19,193
Deferred charges, net 6,991 5,068
Pension fund debtor 3,467 3,341
______________ _____________
Total assets 172,640 204,901
______________ _____________
Liabilities and shareholders' equity
Current liabilities
Current maturities of long-term debt 836 985
Capital lease obligations 257 368
Trade accounts payable 11,370 6,051
Accrued expenses 4,277 2,992
Accrued interest - ship mortgage notes 507 441
Other creditors 2,063 2,918
______________ _____________
19,310 13,755
______________ _____________
Long-term liabilities
Long-term debt 2,867 45,863
Ship mortgage notes 115,645 107,146
Capital lease obligations 1,292 1,968
Other creditors 204 1,236
Deferred taxation 9,749 7,849
______________ _____________
Total liabilities 149,067 177,817
______________ _____________
8
Shareholders' equity
Share capital 12 12
Accumulated other comprehensive income:
cumulative translation adjustment (2,820) 114
Retained earnings 26,381 26,958
______________ _____________
Total shareholders' equity 23,573 27,084
______________ _____________
Total liabilities and shareholders' equity 172,640 204,901
______________ _____________
9
Unaudited Consolidated Statements of Cash Flows
Three Months Ended December 31, 2000, 1999
(Expressed in 000 pound sterling)
2000 1999
Operating Activities
Net income (loss) (1,746) (806)
Amortisation of drydocking and deferred
charges 777 482
Amortisation of ship mortgage notes discount 47 43
Depreciation 1,666 1,728
(Gain) loss on disposition of fixed assets (2) (83)
Foreign exchange (gain) loss (401) (243)
Goodwill amortisation 303 284
(Increase) decrease in pension debtor - (34)
(Increase) decrease in trade debtors (988) (63)
(Increase) decrease in other debtors (4,165) 2,029
(Increase) decrease in stock (63) (36)
(Increase) decrease in prepayments and accrued
income 3,561 (3,273)
Increase (decrease) in trade creditors 5,204 99
Increase (decrease) in other creditors (2,886) 326
Increase (decrease) in accrued expenses (1,778) (5,032)
Increase (decrease) in deferred tax liability (950) (282)
______________ _____________
Net cash (used) in operating activities (1,421) ( 4,861)
______________ _____________
Investing activities
Additions to vessels and equipment - (257)
Additions to vessels under construction - (5,368)
Additions to land and buildings - (3,767)
Purchase of subsidiary companies, net of cash
acquired - (21,807)
Proceeds from sale of capital assets 2 83
______________ _____________
2 (31,116)
______________ _____________
Financing activities
Proceeds from long-term debt - 5,368
Repayment of long-term debt - (46)
Due to joint ventures 372 283
Repayments of capital leases (469) (8,159)
Deferred charges paid - (115)
______________ _____________
(97) (2,669)
______________ _____________
10
Net increase (decrease) in cash and cash
equivalents (1,516) (38,645)
Cash and cash equivalents at beginning of
period 10,037 43,528
______________ _____________
Cash and cash equivalents at end of period 8,521 4,882
______________ _____________
11
Notes to Unaudited Consolidated Financial Statements
December 31, 2000, 1999
1. Interim accounting policy
In the opinion of management of Cenargo International Plc
(the "Company") the accompanying unaudited consolidated
financial statements include all adjustments, consisting only
of normal recurring adjustments, necessary to present fairly
in accordance with accounting principles generally accepted
in the U.S. the financial position of the Company and the
results of operations and cash flows for the three months
ended December 31, 2000 and 1999. Although the Company
believes that the disclosure in these financial statements is
adequate to make the information presented not misleading,
certain information and footnote information normally
included in interim financial statements prepared in
accordance with generally accepted accounting principles has
been condensed or omitted pursuant to the rules and
regulations of the Securities and Exchange Commission.
Results of operations for the three months ended December 31,
2000 and 1999 are not necessarily indicative of what
operating results may be for the full year.
2. Changes in shareholder's equity
Cumulative Ordinary
translation share Retained
adjustment capital earnings
___________ _________ _________
Balance at September 30, 1999 260 12 27,747
Net income (loss) (146) - (789)
_________ _________ _________
Balance at December 31, 1999 114 12 26,958
========= ========= =========
b
Balance at September 30, 2000 (2,643) 12 28,127
Net income (loss) (177) - (1,746)
_________ _________ _________
Balance at December 31, 2000 (2,820) 12 26,381
========= ========= =========
12
3. Contingent liabilities and assets
(a) The company insures the legal liability risks for its
shipping activities with the Steamship Mutual, UK Mutual
and North of England mutual protection and indemnity
associations. As a member of mutual associations, the
company is subject to calls payable to the associations
based on the company's claims record in addition to the
claims record of all other members of the associations.
A contingent liability exists to the extent that the
claims records of the members of the associations in the
aggregate show significant deterioration which result in
additional calls on the members.
(b) The Company has entered a claim for damaged in the
amount of Spanish Pesetas 3,800,000 against Ministeria
de Comunicaciones, Transportes y Medio Ambiente now
Ministreria De Fomento relating to the company being
prevented from operating a ferry service between Spain
and Morocco. The Company continues to pursue the case.
The Company under an agreement with the Spanish
Government has received two billion pesetas on delivery
of RoPax three and four as partial settlement of the
claim.
4. Segment Information
The Company has adopted FASB Statement No. 131, "Disclosures
about Segments of Business Enterprise and Related
Information". The Company is managed in four operating
segments: International Ship owning and Operating, Irish Sea
Ferries, Ferrimaroc and Logistics and Other Activities. The
International Shipowning and Operating segment includes
certain central overhead costs, central financing costs and
other general corporate income and expenditure.
The Company utilises EBITDA as a measure of segmental
performance. The Company defines EBITDA as net income (loss)
before taxes, interest expense, interest income,
depreciation, provision for impairment in value of vessels,
amortisation of dry-docking and special survey costs,
amortisation of goodwill, gain or loss from joint ventures
and minority interest.
13
Certain financial information is presented below: amounts are
in thousands of Pound Sterling
International
Shipowning Irish Sea Logistics
and Chartering Ferries Ferrimaroc and Other Total
______________ _________ __________ _________ _____
Three Months to December 31, 2000
Revenue 3,867 18,639 1,604 5,901 30,011
EBITDA 707 2,262 (343) 369 2,995
Tangible assets 4,059 82,349 10,833 5,931 103,772
Capital expenditures - - - - -
Three months to December 31, 1999
Revenue - 20,782 1,189 3,837 25,808
EBITDA (874) 6,009 (334) 176 4,977
Tangible assets 7,374 122,773 10,468 5,461 146,076
Capital expenditures - 5,368 - 4,025 9,393
EBITDA for all reportable segments differs from consolidated
income (loss) before income taxes reported in the
consolidated statements of income as follows: amounts are in
thousands of US Dollars:
Three months Ended December 31
2000 1999
EBITDA 2,995 4,977
Reconciling items:
Depreciation (1,927) (1,692)
Amortisation of goodwill (563) (278)
Amortisation of drydocking (303) (342)
Net interest expense (2,898) (3,719)
___________ ___________
(Loss) income before income taxes (2,696) (1,054)
___________ ___________
14
FLEET LIST AT DECEMBER 31, 2000
Year
Vessel Name Vessel Type Capacity Built Flag
MERCHANT BRAVERY C RoRo 40 cars 1978 Bahamas
100 trailer units
MERCHANT BRILLIANT C RoRo 40 cars 1979 Bahamas
100 trailer units
MERCHANT VENTURE C RoRo 55 trailer units 1979 British (Isle
of Man)
RIVER LUNE C RoRo 49 cars 1983 Bahamas
93 trailer units
SAGA MOON C RoRo 50 cars 1984 British
72 trailer units (Gibraltar)
SPHEROID RoRo 53 trailer units 1971 British (Isle
of Man)
MISTRAL C Passenger/Car 2,386 passengers 1981 Bahamas
Ferry 700 cars
SCIROCCO C Passenger/Car 1,315 passengers 1974 Bahamas
Ferry 296 cars
30 trailer units
DAWN MERCHANT C RoPax 250 passengers 1998 British (Isle
136 trailer units of Man)
BRAVE MERCHANT C RoPax 250 passengers 1999 British (Isle
136 trailer units of Man)
NORTHERN MERCHANT* RoPax 250 passengers 2000 British
136 trailer units
MIDNIGHT MERCHANT* RoPax 250 passengers 2000 Bahamas
136 trailer units
LAGAN VIKING** RoPax 330 passengers 1997 Italian
180 trailer units
MERSEY VIKING** RoPax 330 passengers 1997 Italian
180 trailer units
15
C Collateral vessel securing 9% Ship Mortgage Notes
* Operated under an operating lease.
** Operated under time charters expiring in September 2001 and January 2002
CENARGO INTERNATIONAL PLC
HEAD OFFICE
Puttenham Priory Puttenham Surrey GU3 1AR
Telephone + 44 1483 241000 Facsimile + 44 1483 241010
16
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.
CENARGO INTERNATIONAL PLC
(registrant)
Dated: March 23, 2001 By: /s/ Michael Hendry
___________________
Michael Hendry
Chairman
17
02442005.AB6