<PAGE>1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------------------------------
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
------------------------------------
For the quarterly period ended December 31, 1997
TEEKAY SHIPPING CORPORATION
(Exact name of Registrant as specified in its charter)
Euro Canadian Centre, Fourth Floor
Marlborough Street & Navy Lion Road, P.O. Box SS-6293,
Nassau, The Bahamas
(Address of principal executive office)
------------------------------------
[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
----- -----
[If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b):82- ]
================================================================================
Page 1 of 21
<PAGE>2
TEEKAY SHIPPING CORPORATION AND SUBSIDIARIES
REPORT ON FORM 6-K FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 1997
INDEX
-----
PART I: FINANCIAL INFORMATION PAGE
----
Item 1. Financial Statements
Consolidated Statements of Income
and Retained Earnings for the three and nine months
ended December 31, 1997 and 1996.............................3
Consolidated Balance Sheets -
December 31, 1997 and March 31, 1997.........................4
Consolidated Statements of Cash Flows
for the nine months ended December 31, 1997
and 1996.....................................................5
Notes to Consolidated Financial
Statements...................................................6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations................14
PART II: OTHER INFORMATION...................................................19
SIGNATURES....................................................................21
2
<PAGE>3
TEEKAY SHIPPING CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
AND RETAINED EARNINGS
(in thousands of U.S. dollars, other than share data)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
December 31, December 31,
1997 1996 1997 1996
---- ---- ---- ----
$ (Unaudited) $ $ (Unaudited) $
--- ----------- --- --- ----------- --
<S> <C> <C> <C> <C>
NET VOYAGE REVENUES
Voyage revenues 107,084 97,302 305,063 281,475
Voyage expenses 26,392 27,154 78,406 76,707
- ----------------------------------------------------------------------------------------------------------
Net voyage revenues 80,692 70,148 226,657 204,768
- ----------------------------------------------------------------------------------------------------------
OPERATING EXPENSES
Vessel operating expenses 17,685 18,194 54,269 53,605
Time-charter hire expense 3,316 118 7,372 3,462
Depreciation and amortization 23,460 22,894 71,054 67,041
General and administrative 5,276 4,579 14,965 13,673
- ----------------------------------------------------------------------------------------------------------
49,737 45,785 147,660 137,781
- ----------------------------------------------------------------------------------------------------------
Income from vessel operations 30,955 24,363 78,997 66,987
- ----------------------------------------------------------------------------------------------------------
OTHER ITEMS
Interest expense (13,463) (15,507) (42,243) (46,339)
Interest income 1,870 1,637 5,762 4,790
Other income (loss) (note 7) 9,246 (598) 12,377 (1,072)
- ----------------------------------------------------------------------------------------------------------
(2,347) (14,468) (24,104) (42,621)
- ----------------------------------------------------------------------------------------------------------
Net income 28,608 9,895 54,893 24,366
Retained earnings, beginning of the period 396,248 366,137 382,178 363,690
- ----------------------------------------------------------------------------------------------------------
424,856 376,032 437,071 388,056
Dividends declared and paid (6,171) (6,048) (18,386) (18,072)
- ----------------------------------------------------------------------------------------------------------
Retained earnings, end of the period 418,685 369,984 418,685 369,984
- ----------------------------------------------------------------------------------------------------------
Earnings per common share (note 6)
- basic $ 0.99 $ 0.35 $ 1.92 $ 0.87
- diluted 0.99 0.35 1.90 0.86
Weighted average number of
common shares outstanding (note 6) 28,768,227 28,193,291 28,600,028 28,086,886
- ----------------------------------------------------------------------------------------------------------
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
3
<PAGE>4
TEEKAY SHIPPING CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands of U.S. dollars)
<TABLE>
<CAPTION>
As at As at
December 31, March 31,
1997 1997
---- ----
$ $
---- ----
(Unaudited)
-----------
<S> <C> <C>
ASSETS
Current
Cash and cash equivalents 116,133 117,523
Marketable securities (note 2) 1,000
Accounts receivable
-trade 24,298 25,745
-other 448 1,066
Prepaid expenses and other assets 14,338 14,666
- --------------------------------------------------------------------------------
Total current assets 156,217 159,000
- --------------------------------------------------------------------------------
Marketable securities (note 2) 26,337
Vessels and equipment (notes 5 and 8)
At cost, less accumulated depreciation of $478,319
(March 31, 1997 - $457,779) 1,231,726 1,187,399
Advances on vessels 7,242 8,938
- --------------------------------------------------------------------------------
Total vessels and equipment 1,238,968 1,196,337
- --------------------------------------------------------------------------------
Investment 6,335
Other assets 9,846 11,166
- --------------------------------------------------------------------------------
1,431,368 1,372,838
================================================================================
LIABILITIES AND STOCKHOLDERS' EQUITY
Current
Accounts payable 13,611 16,315
Accrued liabilities 34,090 26,982
Current portion of long-term debt (notes 5 and 9) 72,051 36,283
- --------------------------------------------------------------------------------
Total current liabilities 119,752 79,580
- --------------------------------------------------------------------------------
Long-term debt (notes 5 and 9) 632,253 663,443
- --------------------------------------------------------------------------------
Total liabilities 752,005 743,023
- --------------------------------------------------------------------------------
Stockholders' equity
Capital stock (note 6) 260,678 247,637
Retained earnings 418,685 382,178
- --------------------------------------------------------------------------------
Total stockholders' equity 679,363 629,815
- --------------------------------------------------------------------------------
1,431,368 1,372,838
================================================================================
</TABLE>
Commitments and contingencies (note 8)
The accompanying notes are an integral part of the consolidated financial
statements.
4
<PAGE>5
TEEKAY SHIPPING CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands of U.S. dollars)
<TABLE>
<CAPTION>
Nine Months Ended December 31,
1997 1996
---- ----
$ (Unaudited) $
---- ----------- ----
<S> <C> <C>
Cash and cash equivalents provided by (used for)
OPERATING ACTIVITIES
Net income 54,893 24,366
Add (deduct) charges to operations not requiring
a payment of cash and cash equivalents:
Depreciation and amortization 71,054 67,041
Gain on disposition of assets (14,430)
Loss on repurchase of 9 5/8% Notes 2,039
Other - net 1,133 2,568
Change in non-cash working capital items related to
operating activities 12,239 12,139
- -----------------------------------------------------------------------------------------------------
Net cash flow from operating activities 126,928 106,114
- -----------------------------------------------------------------------------------------------------
FINANCING ACTIVITIES
Proceeds from long-term debt 79,600 220,000
Scheduled repayments of long-term debt (32,724) (13,140)
Prepayments of long-term debt (43,778) (210,872)
Net proceeds from issuance of Common Stock 4,822 705
Cash dividends paid (10,167) (9,848)
Other (257) (1,053)
- ------------------------------------------------------------------------------------------------------
Net cash flow for financing activities (2,504) (14,208)
- ------------------------------------------------------------------------------------------------------
INVESTING ACTIVITIES
Expenditures for vessels and equipment (123,702) (58,408)
Expenditures for drydocking (14,737) (10,963)
Proceeds from disposition of assets 33,901
Net cashflow from investment 6,335
Proceeds on sale of available-for-sale securities 9,818
Purchases of available-for-sale securities (37,155)
Other (274) 282
- ------------------------------------------------------------------------------------------------------
Net cash flow for investing activities (125,814) (69,089)
- ------------------------------------------------------------------------------------------------------
(Decrease) increase in cash and cash equivalents (1,390) 22,817
Cash and cash equivalents, beginning of the period 117,523 101,780
- ------------------------------------------------------------------------------------------------------
Cash and cash equivalents, end of the period 116,133 124,597
======================================================================================================
</TABLE>
The accomanying notes are an integral part of the consolidated financial
statements.
5
<PAGE>6
TEEKAY SHIPPING CORPORATION AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(all tabular amounts stated in thousands of U.S. dollars)
(Information as at December 31, 1997, and for the Three-Month
and Nine-Month Periods Ended December 31, 1997 and 1996 is unaudited)
1. Basis of Presentation
The accompanying unaudited interim consolidated financial statements
have been prepared in accordance with generally accepted accounting
principles in the United States and the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote
disclosures required by generally accepted accounting principles for
complete annual financial statements have been omitted and, therefore,
it is suggested that these interim financial statements be read in
conjunction with the Company's audited financial statements for the
fiscal year ended March 31, 1997. In the opinion of management, these
statements reflect all adjustments (consisting only of normal recurring
accruals), necessary to present fairly, in all material respects, the
Company's consolidated financial position, results of operations and
cash flows for the interim periods presented. The results of operations
for the three-month and nine-month periods ended December 31, 1997 are
not necessarily indicative of those for a full fiscal year.
Certain of the prior period comparative figures have been reclassified
where necessary to conform with the presentation used in the current
period.
2. Marketable Securities
Investments in marketable securities have been classified by management
as available-for-sale securities and are carried at fair value. Net
unrealized gains or losses on available-for-sale securities, if
material, are reported as a separate component of stockholders' equity.
The Company classifies all marketable securities with a maturity date
of twelve months or less under current assets.
3. Cash Flows
Cash interest paid during the nine-month periods ended December 31,
1997 and 1996 totalled approximately $33,782,000 and $35,063,000,
respectively.
4. Income Taxes
The legal jurisdictions of the countries in which the Company and its
subsidiaries are incorporated do not impose income taxes upon
shipping-related activities, except for three of the Company's
Australian subsidiaries which are subject to an annual effective tax
rate of approximately 36%. Income taxes for the interim periods
presented are not material and therefore, have not been included
herein.
5. Long-Term Debt
<TABLE>
<CAPTION>
December 31, March 31,
1997 1997
$ $
-----------------------------------------------------------------------
<S> <C> <C>
First Preferred Ship Mortgage Notes (8.32%)
U.S. dollar debt due through 2008 225,000 225,000
First Preferred Ship Mortgage Notes (9 5/8%)
U.S. dollar debt due through 2004 125,702 151,200
Floating rate (LIBOR + 0.55% to 1 1/2%)
U.S. dollar debt due through 2010 353,602 323,526
-----------------------------------------------------------------------
704,304 699,726
Less current portion of long-term debt 72,051 36,283
-----------------------------------------------------------------------
632,253 663,443
=======================================================================
</TABLE>
6
<PAGE>7
TEEKAY SHIPPING CORPORATION AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(all tabular amounts stated in thousands of U.S. dollars)
(Information as at December 31, 1997, and for the Three-Month
and Nine-Month Periods Ended December 31, 1997 and 1996 is unaudited)
5. Long-Term Debt (cont'd)
The 8.32% First Preferred Ship Mortgage Notes due February 1, 2008 (the
"8.32% Notes") are collateralized by first preferred mortgages on seven
of the Company's Aframax tankers, together with certain other related
collateral, and are guaranteed by seven subsidiaries of Teekay that own
the mortgaged vessels (the "8.32% Notes Guarantor Subsidiaries") to a
maximum of 95% of the fair value of their net assets. As at December
31, 1997, the fair value of these net assets approximated $278 million.
The 9 5/8% First Preferred Ship Mortgage Notes due July 15, 2003 (the
"9 5/8% Notes") are collateralized by first preferred mortgages on six
of the Company's Aframax tankers, together with certain other related
collateral, and are guaranteed by six subsidiaries of Teekay that own
the mortgaged vessels (the "9 5/8% Notes Guarantor Subsidiaries") to a
maximum of 95% of the fair value of their net assets. As at December
31, 1997, the fair value of these net assets approximated $190 million.
During the nine months ended December 31, 1997, the Company repurchased
$24.3 million of the 9 5/8% Notes.
Condensed financial information regarding the Company, the 9 5/8% Notes
Guarantor Subsidiaries, the 8.32% Notes Guarantor Subsidiaries and
non-guarantor subsidiaries of the Company is set out in Schedule A of
these consolidated financial statements.
As at December 31, 1997 the Company was committed to a series of
interest rate swap agreements whereby $150 million of the Company's
floating rate debt was swapped with fixed rate obligations having an
average remaining term of 10.5 months. The swap agreements expire
between October 1998 and December 1998. These arrangements effectively
change the Company's interest rate exposure on $150 million of debt
from a floating LIBOR rate to an average fixed rate of 5.85%. The
Company is exposed to credit loss in the event of non-performance by
the counter parties to the interest rate swap and cap agreements;
however, the Company does not anticipate non-performance by any of the
counter parties.
6. Capital Stock
Authorized
25,000,000 Preferred Stock with a par value of $1 per share.
125,000,000 Common Stock with no par value
-----------------------------------------------------------------------
Common Thousands Preferred Thousands
Issued and outstanding Stock of shares Stock of shares
-----------------------------------------------------------------------
Balance March 31, 1997 $247,637 28,328 $0 0
Reinvested dividends 8,219 260
Exercise of stock options 4,822 218
-----------------------------------------------------------------------
Balance December 31, 1997 $260,678 28,806 $0 0
=======================================================================
7
<PAGE>8
TEEKAY SHIPPING CORPORATION AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(all tabular amounts stated in thousands of U.S. dollars)
(Information as at December 31, 1997, and for the Three-Month
and Nine-Month Periods Ended December 31, 1997 and 1996 is unaudited)
6. Capital Stock (cont'd)
The Company has reserved 1,858,009 shares of Common Stock for issuance
upon exercise of options granted pursuant to the Company's 1995 Stock
Option Plan. As at December 31, 1997, options to purchase a total of
1,177,375 shares of the Company's Common Stock were outstanding, of
which 579,641 options were then exercisable at prices ranging from
$21.50 to $27.375 per share. The remaining outstanding options have
exercise prices ranging from $21.50 to $33.50 per share. All
outstanding options expire between July 19, 2005 and June 13, 2007, ten
years after the date of grant.
In February 1997, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards No. 128 ("SFAS 128"),
"Earnings per Share". SFAS 128 requires dual presentation of basic
earnings per share ("EPS") and diluted EPS on the face of all
statements of earnings ending after December 15, 1997 for all entities
with complex capital structures. The Company's EPS has been presented
in conformity with SFAS 128.
<TABLE>
<CAPTION>
Three Months Ended December 31, 1997 Three Months Ended December 31, 1996
------------------------------------ ------------------------------------
Net Thousands Per-Share Net Thousands Per-Share
Income of Shares Amount Income of Shares Amount
- ---------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Income $28,608 $9,895
- ---------------------------------------------------------------------------------------------------------------------
Basic EPS
Income available to common
stockholders 28,608 28,768 $0.99 9,895 28,193 $0.35
Effect of Dilutive Securities
Stock options 249 182
- ---------------------------------------------------------------------------------------------------------------------
Diluted EPS
Income available to common
stockholders $28,608 29,017 $0.99 $9,895 28,375 $0.35
=====================================================================================================================
</TABLE>
<TABLE>
<CAPTION>
Nine Months Ended December 31, 1997 Nine Months Ended December 31, 1996
------------------------------------ -----------------------------------
Net Thousands Per-Share Net Thousands Per-Share
Income of Shares Amount Income of Shares Amount
- ---------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Income $54,893 $24,366
- ---------------------------------------------------------------------------------------------------------------------
Basic EPS
Income available to common
stockholders 54,893 28,600 $1.92 24,366 28,087 $0.87
Effect of Dilutive Securities
Stock options 221 138
- ---------------------------------------------------------------------------------------------------------------------
Diluted EPS
Income available to common
stockholders $54,893 28,821 $1.90 $24,366 28,225 $0.86
=====================================================================================================================
</TABLE>
8
<PAGE>9
TEEKAY SHIPPING CORPORATION AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(all tabular amounts stated in thousands of U.S. dollars)
(Information as at December 31, 1997, and for the Three-Month
and Nine-Month Periods Ended December 31, 1997 and 1996 is unaudited)
7. Other Income (Loss)
Three Months Nine Months
Ended December 31, Ended December 31,
1997 1996 1997 1996
$ $ $ $
--------------------------------------------------------------------
Gain on disposition
of assets 10,516 14,430
Loss on repurchase
of 9 5/8% Notes (1,278) (2,039)
Miscellaneous - net 8 (598) (14) (1,072)
--------------------------------------------------------------------
9,246 (598) 12,377 (1,072)
====================================================================
8. Commitments and Contingencies
As at December 31, 1997, the Company was committed to the purchase of a
modern second-hand Aframax tanker and a newbuilding Aframax tanker for
a total cost of $72.4 million, both of which are scheduled for delivery
in March 1998. These acquisitions will be financed with existing lines
of credit and cash balances. The Company was also committed to
time-charter-in a modern second-hand Aframax tanker for a period of
three years, commencing in the summer of 1998.
9. Subsequent Events
Subsequent to December 31, 1997, the Company entered into a new
revolving credit facility (the "Revolver") with nine commercial banks
providing for borrowings of up to $200 million in order to refinance
$105 million of existing floating rate debt and to replace the existing
revolving credit facility. The Revolver is collateralized by first
priority mortgages granted on eight of the Company's vessels, together
with certain other related collateral, and a guarantee from the Company
for all amounts outstanding under the Revolver. The amount available
under the Revolver reduces by $20 million annually commencing January
1999, together with a final balloon reduction coincident with the final
annual reduction in January 2006. Interest payments are based on LIBOR
plus a margin ranging from 0.50% to 0.75% which depends on the
financial leverage of the Company.
9
<PAGE>10
SCHEDULE A
TEEKAY SHIPPING CORPORATION AND SUBSIDIARIES
CONDENSED STATEMENTS OF INCOME AND RETAINED EARNINGS
(in thousands of U.S. dollars)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended December 31, 1997
------------------------------------------------------------------------------------------------
9 5/8% Notes 8.32% Notes Teekay
Teekay Guarantor Guarantor Non-Guarantor Shipping Corp.
Shipping Corp Subsidiaries Subsidiaries Subsidiaries Eliminations & Subsidiaries
$ $ $ $ $ $
------------- ------------- ------------ ------------- ------------ --------------
<S> <C> <C> <C> <C> <C> <C>
Net voyage revenues 13,300 9,110 116,007 (57,725) 80,692
Operating expenses 139 5,937 8,769 92,617 (57,725) 49,737
------------------------------------------------------------------------------------------------
Income (loss) from vessel operations (139) 7,363 341 23,390 30,955
Net interest income (expense) (8,299) 187 117 (3,598) (11,593)
Equity in net income of subsidiaries 38,304 (38,304)
Other income (loss) (1,258) 13,839 (3,335) 9,246
------------------------------------------------------------------------------------------------
Net income 28,608 7,550 458 33,631 (41,639) 28,608
Retained earnings (deficit),
beginning of the period 396,248 17,799 (26,168) 178,589 (170,220) 396,248
Dividends declared and paid (6,171) (6,171)
------------------------------------------------------------------------------------------------
Retained earnings (deficit),
end of the period 418,685 25,349 (25,710) 212,220 (211,859) 418,685
================================================================================================
</TABLE>
<TABLE>
<CAPTION>
Three Months Ended December 31, 1996
------------------------------------------------------------------------------------------------
9 5/8% Notes 8.32% Notes Teekay
Teekay Guarantor Guarantor Non-Guarantor Shipping Corp.
Shipping Corp Subsidiaries Subsidiaries Subsidiaries Eliminations & Subsidiaries
$ $ $ $ $ $
------------- ------------ ------------ ------------- ------------ --------------
<S> <C> <C> <C> <C> <C> <C>
Net voyage revenues 7,657 8,954 105,274 (51,737) 70,148
Operating expenses 122 5,742 8,360 83,298 (51,737) 45,785
------------------------------------------------------------------------------------------------
Income (loss) from vessel operations (122) 1,915 594 21,976 24,363
Net interest income (expense) (8,578) 42 70 (5,404) (13,870)
Equity in net income of subsidiaries 18,547 (18,547)
Other income (loss) 48 2,595 (3,241) (598)
------------------------------------------------------------------------------------------------
Net income 9,895 1,957 664 19,167 (21,788) 9,895
Retained earnings (deficit),
beginning of the period 366,137 14,227 (9,830) 100,409 (104,806) 366,137
Dividends declared and paid (6,048) (6,048)
------------------------------------------------------------------------------------------------
Retained earnings (deficit),
end of the period 369,984 16,184 (9,166) 119,576 (126,594) 369,984
================================================================================================
</TABLE>
- ----------------
(See Note 5)
10
<PAGE>11
SCHEDULE A
TEEKAY SHIPPING CORPORATION AND SUBSIDIARIES
CONDENSED STATEMENTS OF INCOME AND RETAINED EARNINGS
(in thousands of U.S. dollars)
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended December 31, 1997
------------------------------------------------------------------------------------------------
9 5/8% Notes 8.32% Notes Teekay
Teekay Guarantor Guarantor Non-Guarantor Shipping Corp.
Shipping Corp Subsidiaries Subsidiaries Subsidiaries Eliminations & Subsidiaries
$ $ $ $ $ $
------------- ------------- ------------ ------------- ------------ --------------
<S> <C> <C> <C> <C> <C> <C>
Net voyage revenues 39,796 27,518 335,684 (176,341) 226,657
Operating expenses 262 17,475 26,051 280,213 (176,341) 147,660
------------------------------------------------------------------------------------------------
Income (loss) from vessel operations (262) 22,321 1,467 55,471 78,997
Net interest income (expense) (25,500) 372 292 (11,645) (36,481)
Equity in net income of subsidiaries 82,578 (82,533) 45
Other income (loss) (1,923) 24,269 (10,014) 12,332
------------------------------------------------------------------------------------------------
Net income 54,893 22,693 1,759 68,095 (92,547) 54,893
Retained earnings (deficit),
beginning of the period 382,178 11,056 (18,124) 144,125 (137,057) 382,178
Dividends declared and paid (18,386) (8,400) (9,345) 17,745 (18,386)
------------------------------------------------------------------------------------------------
Retained earnings (deficit),
end of the period 418,685 25,349 (25,710) 212,220 (211,859) 418,685
================================================================================================
</TABLE>
<TABLE>
<CAPTION>
Nine Months Ended December 31, 1996
------------------------------------------------------------------------------------------------
9 5/8% Notes 8.32% Notes Teekay
Teekay Guarantor Guarantor Non-Guarantor Shipping Corp.
Shipping Corp. Subsidiaries Subsidiaries Subsidiaries Eliminations & Subsidiaries
$ $ $ $ $ $
------------- ------------ ------------ -------------- ------------ --------------
<S> <C> <C> <C> <C> <C> <C>
Net voyage revenues 22,786 26,977 301,047 (146,042) 204,768
Operating expenses 440 16,880 25,611 240,892 (146,042) 137,781
------------------------------------------------------------------------------------------------
Income (loss) from vessel operations (440) 5,906 1,366 60,155 66,987
Net interest income (expense) (25,841) 101 163 (15,972) (41,549)
Equity in net income (loss)
of subsidiaries 50,503 (50,887) (384)
Other income (loss) 144 8,700 (9,532) (688)
------------------------------------------------------------------------------------------------
Net income 24,366 6,007 1,529 52,883 (60,419) 24,366
Retained earnings (deficit),
beginning of the period 363,690 17,377 (1,245) 66,693 (82,825) 363,690
Dividends declared and paid (18,072) (7,200) (9,450) 16,650 (18,072)
------------------------------------------------------------------------------------------------
Retained earnings (deficit),
end of the period 369,984 16,184 (9,166) 119,576 (126,594) 369,984
================================================================================================
</TABLE>
- ----------------
(See Note 5)
11
<PAGE>12
SCHEDULE A
TEEKAY SHIPPING CORPORATION AND SUBSIDIARIES
CONDENSED BALANCE SHEETS
(in thousands of U.S. dollars)
(Unaudited)
<TABLE>
<CAPTION>
As at December 31, 1997
------------------------------------------------------------------------------------------------
9 5/8% Notes 8.32% Notes Teekay
Teekay Guarantor Guarantor Non-Guarantor Shipping Corp.
Shipping Corp. Subsidiaries Subsidiaries Subsidiaries Eliminations & Subsidiaries
$ $ $ $ $ $
-------------- --------------- ------------ ------------ ------------ --------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Cash and cash equivalents 103 27,472 15,775 72,783 116,133
Other current assets 41 564 566 56,950 (18,037) 40,084
------------------------------------------------------------------------------------------------
Total current assets 144 28,036 16,341 129,733 (18,037) 156,217
Vessels and equipment (net) 131,803 332,968 774,197 1,238,968
Advances due from subsidiaries 330,942 (330,942)
Other assets (principally marketable
securities, and investments in
subsidiaries) 712,844 36,188 (712,849) 36,183
------------------------------------------------------------------------------------------------
1,043,930 159,839 349,309 940,118 (1,061,828) 1,431,368
================================================================================================
LIABILITIES & STOCKHOLDERS'
EQUITY
Current liabilities 13,865 2,702 5,515 97,773 (103) 119,752
Long-term debt 350,702 281,551 632,253
Due to (from) parent (40) 174 337,693 (337,827)
------------------------------------------------------------------------------------------------
Total liabilities 364,567 2,662 5,689 717,017 (337,930) 752,005
------------------------------------------------------------------------------------------------
Stockholders' Equity
Capital stock 260,678 10 23 5,933 (5,966) 260,678
Contributed capital 131,818 369,307 4,948 (506,073)
Retained earnings (deficit) 418,685 25,349 (25,710) 212,220 (211,859) 418,685
------------------------------------------------------------------------------------------------
Total stockholders' equity 679,363 157,177 343,620 223,101 (723,898) 679,363
------------------------------------------------------------------------------------------------
1,043,930 159,839 349,309 940,118 (1,061,828) 1,431,368
================================================================================================
</TABLE>
<TABLE>
<CAPTION>
As at March 31, 1997
------------------------------------------------------------------------------------------------
9 5/8% Notes 8.32% Notes Teekay
Teekay Guarantor Guarantor Non-Guarantor Shipping Corp.
Shipping Corp. Subsidiaries Subsidiaries Subsidiaries Eliminations & Subsidiaries
$ $ $ $ $ $
---------------- ------------ ------------ ------------- ------------ --------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Cash and cash equivalents 32 9,248 8,732 99,511 117,523
Other current assets 128 667 755 40,009 (82) 41,477
------------------------------------------------------------------------------------------------
Total current assets 160 9,915 9,487 139,520 (82) 159,000
Vessels and equipment (net) 137,486 344,315 714,536 1,196,337
Advances due from subsidiaries 362,704 (362,704)
Other assets (principally
investments in subsidiaries) 649,337 11,171 (643,007) 17,501
------------------------------------------------------------------------------------------------
1,012,201 147,401 353,802 865,227 (1,005,793) 1,372,838
================================================================================================
LIABILITIES & STOCKHOLDERS'
EQUITY
Current liabilities 7,386 4,573 2,581 65,122 (82) 79,580
Long-term debt 375,000 288,443 663,443
Due to (from) parent (56) 15 356,656 (356,615)
------------------------------------------------------------------------------------------------
Total liabilities 382,386 4,517 2,596 710,221 (356,697) 743,023
------------------------------------------------------------------------------------------------
Stockholders' Equity
Capital stock 247,637 10 23 5,933 (5,966) 247,637
Contributed capital 131,818 369,307 4,948 (506,073)
Retained earnings (deficit) 382,178 11,056 (18,124) 144,125 (137,057) 382,178
------------------------------------------------------------------------------------------------
Total stockholders' equity 629,815 142,884 351,206 155,006 (649,096) 629,815
------------------------------------------------------------------------------------------------
1,012,201 147,401 353,802 865,227 (1,005,793) 1,372,838
================================================================================================
</TABLE>
- ----------------
(See Note 5)
12
<PAGE>13
SCHEDULE A
TEEKAY SHIPPING CORPORATION AND SUBSIDIARIES
CONDENSED STATEMENTS OF CASH FLOWS
(in thousands of U.S. dollars)
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended December 31, 1997
------------------------------------------------------------------------------------------------
9 5/8% Notes 8.32% Notes Teekay
Teekay Guarantor Guarantor Non-Guarantor Shipping Corp.
Shipping Corp. Subsidiaries Subsidiaries Subsidiaries Eliminations & Subsidiaries
$ $ $ $ $ $
-------------- ------------ ------------ ------------- ------------ --------------
<S> <C> <C> <C> <C> <C> <C>
Cash and cash equivalents provided by
(used for)
OPERATING ACTIVITIES
------------------------------------------------------------------------------------------------
Net cash flow from
operating activities (17,113) 30,374 17,844 95,823 126,928
------------------------------------------------------------------------------------------------
FINANCING ACTIVITIES
Proceeds from long-term debt 79,600 79,600
Repayments of long-term debt (26,978) (49,524) (76,502)
Net proceeds from issuance of
Common Stock 4,822 4,822
Other 21,595 (8,384) (9,120) (14,515) (10,424)
------------------------------------------------------------------------------------------------
Net cash flow from
financing activities (561) (8,384) (9,120) 15,561 (2,504)
------------------------------------------------------------------------------------------------
INVESTING ACTIVITIES
Expenditures for vessels and equipment (3,766) (1,681) (132,992) (138,439)
Other 17,745 0 0 (5,120) 12,625
------------------------------------------------------------------------------------------------
Net cash flow from investing
activities 17,745 (3,766) (1,681) (138,112) (125,814)
------------------------------------------------------------------------------------------------
Increase (decrease) in cash
and cash equivalents 71 18,224 7,043 (26,728) (1,390)
Cash and cash equivalents,
beginning of the period 32 9,248 8,732 99,511 117,523
------------------------------------------------------------------------------------------------
Cash and cash equivalents,
end of the period 103 27,472 15,775 72,783 116,133
================================================================================================
</TABLE>
<TABLE>
<CAPTION>
Nine Months Ended December 31, 1996
------------------------------------------------------------------------------------------------
9 5/8% Notes 8.32% Notes Teekay
Teekay Guarantor Guarantor Non-Guarantor Shipping Corp.
Shipping Corp. Subsidiaries Subsidiaries Subsidiaries Eliminations & Subsidiaries
$ $ $ $ $ $
-------------- ------------ ------------ ------------- ------------ --------------
<S> <C> <C> <C> <C> <C> <C>
Cash and cash equivalents provided
by (used for)
OPERATING ACTIVITIES
------------------------------------------------------------------------------------------------
Net cash flow from operating
activities (15,043) 14,418 16,914 89,825 106,114
------------------------------------------------------------------------------------------------
FINANCING ACTIVITIES
Proceeds from long-term debt 220,000 220,000
Repayments of long-term debt (224,012) (224,012)
Net proceeds from issuance of
Common Stock 705 705
Other (2,469) (7,200) (9,450) 8,218 (10,901)
------------------------------------------------------------------------------------------------
Net cash flow from financing
activities (1,764) (7,200) (9,450) 4,206 (14,208)
------------------------------------------------------------------------------------------------
INVESTING ACTIVITIES
Expenditures for vessels and equipment (2,919) (28) (66,424) (69,371)
Other 16,922 (7) 23 (16,656) 282
------------------------------------------------------------------------------------------------
Net cash flow from investing
activities 16,922 (2,926) (5) (83,080) (69,089)
------------------------------------------------------------------------------------------------
Increase in cash and cash equivalents 115 4,292 7,459 10,951 22,817
Cash and cash equivalents,
beginning of the period 28 8,613 5,210 87,929 101,780
------------------------------------------------------------------------------------------------
Cash and cash equivalents,
end of the period 143 12,905 12,669 98,880 124,597
================================================================================================
</TABLE>
- ----------------
(See Note 5)
13
<PAGE>14
TEEKAY SHIPPING CORPORATION AND SUBSIDIARIES
December 31, 1997
PART I - FINANCIAL INFORMATION
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
General
Teekay Shipping Corporation (the "Company") is a leading provider of
international crude oil and petroleum product transportation services to major
oil companies, major oil traders, and government agencies, principally in the
region spanning from the Red Sea to the U.S. West Coast. The Company's current
operating fleet consists of 44 tankers, including 39 Aframax oil tankers and
oil/bulk/ore carriers (including two vessels time-chartered-in), four smaller
tankers, and one VLCC, for a total cargo-carrying capacity of approximately 4.3
million tonnes. The Company is also committed to the purchase of two additional
Aframax tankers, which are scheduled for delivery in March 1998.
Approximately 70% of the Company's net voyage revenue is currently derived from
spot voyages. The balance of the Company's revenue is generated by two other
modes of employment: time charters, whereby vessels are chartered to customers
for a fixed period; and contracts of affreightment ("COAs"), whereby the Company
carries an agreed quantity of cargo for a customer over a specified trade route
over a specified period of time. In aggregate, approximately 87% of the
Company's net voyage revenue is currently derived from spot voyages or spot
market- related COAs and time-charters. This dependence on the spot market,
which is within industry norms, contributes to the volatility of the Company's
revenue, cash flow from operations, and net income. Management believes that the
Company has a competitive advantage over other tanker owners in the Aframax spot
market. Management also believes that the Company's dependence on the spot
market will decrease by approximately 10% commencing in the fourth quarter of
fiscal 1998 as a result of the long-term Australian contracts the Company
entered into in December 1997 (see Item 5 of Part II below). The Company will
operate three vessels on time-charter at fixed rates for periods ranging from 10
to 13 years and one floating storage off loading (FSO) facility on time-charter
at fixed rates for a period of 8 to 14 years.
Historically, the tanker industry has been cyclical, experiencing volatility in
profitability resulting from changes in the supply of and demand for tankers.
Additionally, tanker markets have exhibited seasonal variations in charter
rates. Tanker markets are typically stronger in the winter months as a result of
increased oil consumption in the northern hemisphere and unpredictable winter
weather patterns which tend to disrupt vessel scheduling.
Bulk shipping industry freight rates are commonly measured at the net voyage
revenue level in terms of "time charter equivalent" (or "TCE") rates, defined as
voyage revenues less voyage expenses (excluding commissions), divided by
revenue-generating ship-days for the round-trip voyage. Voyage revenues and
voyage expenses are a function of the type of charter, either spot charter or
time charter, and port, canal and fuel costs depending on the trade route upon
which a vessel is sailing, in addition to being a function of the level of
shipping freight rates. For this reason, shipowners base economic decisions
regarding the deployment of their vessels upon anticipated TCE rates, and
industry analysts typically measure bulk shipping freight rates in terms of TCE
rates. Therefore, the discussion of revenue below focuses on net voyage revenue
and TCE rates.
14
<PAGE>15
Three Months Ended December 31, 1997 versus Three Months Ended December 31, 1996
The Company's net income was $28.6 million, or 99 cents per share, in the third
quarter of fiscal 1998, which includes $10.5 million, or 36 cents per share,
in gains on asset sales. In comparison, the Company earned $9.9 million, or 35
cents per share, in the third quarter of fiscal 1997, which did not include
any gains or losses on asset sales. A combination of firm freight rate levels
for Aframax tankers in the Indo-Pacific basin and lower bunker fuel costs during
the third quarter of fiscal 1998 contributed to a stronger quarter in comparison
to one year ago.
Income from Vessel Operations
The improvement in freight rates resulted in a 27.0% increase in income from
vessel operations, from $24.4 million in the third quarter of fiscal 1997 to
$31.0 million in the third quarter of fiscal 1998.
The Company's fleet was 3.9% larger on average in the third quarter of fiscal
1998 than in the third quarter of fiscal 1997. During the first nine months of
fiscal 1998, the Company added four modern Aframax tankers (including two
time-chartered-in vessels) and two product tankers to its fleet, and sold three
older Aframax tankers.
Net voyage revenues increased 15.0% to $80.7 million in the third quarter of
fiscal 1998, from $70.1 million in the third quarter of fiscal 1997. This
reflects the increase in average fleet size as well as higher TCE rates, as the
Company's fleet earned an average TCE rate of $22,613 in the third quarter of
fiscal 1998, up 12.6% from $20,076 in the third quarter of fiscal 1997.
Total operating expenses increased by 8.6% to $49.9 million in the third quarter
of fiscal 1998, from $45.8 million in the third quarter of fiscal 1997,
primarily as a result of the two time-chartered-in vessels which were part of
the current quarter's fleet, as well as an increase in general and
administrative expenses associated with the negotiation of the long-term
Australian contracts the Company entered into during the third quarter of fiscal
1998 (see Items 5 of Part II below). Depreciation and amortization expense
included amortization of drydocking costs of $2.8 million in the third quarter
of fiscal 1998 and $2.6 million in the third quarter of fiscal 1997.
Interest Expense
Interest expense decreased 12.9% to $13.5 million in the third quarter of fiscal
1998, from $15.5 million in the third quarter of fiscal 1997, reflecting the
reduction in the Company's average debt balance which was partly attributable to
the repurchase of $24.3 million of 9 5/8% First Preferred Ship Mortgage Notes
during fiscal 1998. In addition, the fiscal 1997 amount includes approximately
$400,000 in prepayment penalties incurred as a result of debt refinancings
completed in October 1996; no such prepayment penalties were incurred in the
current quarter. The Company's total debt increased at the end of the current
quarter to approximately the same level as one year ago, as a result of the
acquisition of vessels near the end of the quarter. See "--Liquidity and Capital
Resources".
Nine Months Ended December 31, 1997 versus Nine Months Ended December 31, 1996
The Company's net income was $54.9 million, or $1.92 per share, in the first
nine months of fiscal 1998, up from $24.4 million, or 87 cents per share, in the
first nine months of fiscal 1997, reflecting an improvement in the tanker
charter market accompanied by a relatively stable cost environment . Net income
for the first nine months of fiscal 1998 included gains on asset sales of $14.4
million, or 50 cents per share, while there were no asset sales in the same
period of the prior year.
Income from Vessel Operations
The combination of increased average TCE rates and a larger fleet operating in a
relatively stable cost environment resulted in a 17.9% increase in income from
vessel operations, to $79.0 million in the first nine months of fiscal 1998 from
$67.0 million in the first nine months of fiscal 1997.
15
<PAGE>16
In the first nine months of fiscal 1998, the Company chartered-in two Aframax
tankers, added a new Aframax tanker and three modern second-hand tankers to its
fleet, and sold three older Aframax tankers. As a result, the Company's fleet
was 4.4% larger on average in the first nine months of fiscal 1998 in comparison
to the first nine months of fiscal 1997.
Net voyage revenues were $226.7 million in the first nine months of fiscal 1998,
an increase of 10.7% as compared to the first nine months of fiscal 1997. In
addition to the increase in the Company's fleet size, this reflects the
improvement in tanker charter market conditions, as the Company's fleet earned
an average TCE rate of $21,211 in the first nine months of fiscal 1998, up 7.5%
from $19,732 in the first nine months of fiscal 1997.
Total operating expenses increased 7.2% to $147.7 million in the first nine
months of fiscal 1998, from $137.8 million in the first nine months of fiscal
1997, primarily as a result of the increase in the size of the Company's fleet.
In addition, depreciation and amortization expense included amortization of
drydocking costs of $9.2 million in the first nine months of fiscal 1998 in
comparison to $7.7 million in the first nine months of fiscal 1997, reflecting
the larger than usual number of scheduled drydockings during the past two fiscal
years.
Interest Expense
Interest expense decreased 8.9% to $42.2 million in the first nine months of
fiscal 1998, from $46.3 million in the first nine months of fiscal 1997,
reflecting the reduction in both the Company's average debt balance and average
interest rate which resulted from debt refinancings and principal prepayments.
The following table illustrates the relationship between fleet size (measured in
ship-days), time charter equivalent ("TCE") per revenue-generating ship-day
performance, and operating results per calendar ship-day:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
December December
1997 1996 1997 1996
---------- ---------- --------- ---------
<S> <C> <C> <C> <C>
Total calendar ship-days 3,922 3,772 11,750 11,247
Non-revenue days 269 199 807 640
- ------------------------------------------------------------------------------------------------------
Revenue-generating ship-days (A) 3,653 3,573 10,943 10,607
- ------------------------------------------------------------------------------------------------------
Net voyage revenue before commissions (B) $82,606 $71,732 $232,109 $209,294
(000's)
- ------------------------------------------------------------------------------------------------------
Time charter equivalent (TCE) (B/A) $22,613 $20,076 $21,211 $19,732
- ------------------------------------------------------------------------------------------------------
Operating results per calendar ship-day:
Net voyage revenue $20,574 $18,597 $19,290 $18,206
Vessel operating expense 4,731 4,832 4,783 4,848
General and administrative expense 1,345 1,214 1,274 1,216
Drydocking expense 726 694 781 687
- ------------------------------------------------------------------------------------------------------
Operating cash flow per calendar ship-day $13,772 $11,857 $12,452 $11,455
======================================================================================================
</TABLE>
16
<PAGE>17
LIQUIDITY AND CAPITAL RESOURCES
The Company's total liquidity, including cash, marketable securities, and
undrawn long-term lines of credit, was $254.4 million as at December 31, 1997,
virtually unchanged from $258.6 million as of the beginning of the fiscal year.
The Company has used its operating cash flow during the first nine months of
fiscal 1998 for capital expenditures.
Net cash flow from operating activities was $126.9 million in the first nine
months of fiscal 1998, compared to $106.1 million in the first nine months of
fiscal 1997, reflecting an improvement in tanker charter market conditions, the
increase in the size of the Company's fleet, and a reduction in net interest
expense.
During the first nine months of fiscal 1998, the Company incurred capital
expenditures for vessels and equipment of $123.7 million, primarily as a result
of the acquisition of two Aframax tankers, the newbuilding HAMANE SPIRIT and the
1990-built TORRES SPIRIT, and two second-hand product tankers, the BARRINGTON
and PALMERSTON. These vessel acquisitions were financed with $79.6 million of
additional bank debt, and the balance with surplus operating cash flow and
proceeds from the sale of three of its older Aframax tankers during the first
nine months of fiscal 1998, which amounted to $33.9 million. Capital
expenditures for drydocking were higher than average, at $14.7 million in the
first nine months of fiscal 1998, reflecting a larger than usual number of
scheduled drydockings. The Company is also committed to the purchase of a modern
second-hand Aframax tanker and a newbuilding Aframax tanker, both of which are
scheduled to be delivered during the fourth quarter of fiscal 1998, for $72.4
million in aggregate cost. It is intended that these acquisitions will be
financed through operating cash flow, existing lines of credit, and cash
balances.
Scheduled debt repayments were $32.7 million during the first nine months of
fiscal 1998, up from $13.1 million in the first nine months of fiscal 1997, as a
result of debt refinancings which have occurred over the past fifteen months.
During the first nine months of fiscal 1998, in addition to scheduled debt
repayments, the Company repurchased a principal amount of $24.3 million of its 9
5/8% First Preferred Ship Mortgage Notes and prepaid $18.0 million of its
floating rate debt.
Subsequent to December 31, 1997, the Company refinanced approximately $105.0
million of its floating rate debt and replaced the existing corporate revolving
credit facility with a new $200 million corporate revolving credit facility (the
"Revolver") at improved rates and credit terms. The amount available under the
Revolver reduces by $20.0 million annually commencing in January 1999, and the
Revolver has a final maturity date in January 2006. As at the end of January
1998, the undrawn amount available under the Revolver was $95.0 million.
Dividend payments during the first nine months of fiscal 1998 were $18.4
million, or 64.5 cents per share, of which $10.2 million was paid in cash and
$8.2 million was paid in the form of common shares issued under the Company's
dividend reinvestment plan.
FORWARD-LOOKING STATEMENTS
This Report on Form 6-K for the quarterly period ended December 31, 1997
contains forward-looking statements (as defined in Section 21E of the Securities
Exchange Act of 1934, as amended) which reflect management's current views with
respect to certain future events and financial performance, in particular the
statements regarding the Company's competitive advantage over other tanker
owners in the Aframax spot market, seasonal variations in the tanker market, and
the Company's future dependence on the spot market. The following factors are
among those that could cause actual results to differ materially from the
forward-looking statements and that should be considered in evaluating any such
statement: changes in production of or demand for oil and petroleum products,
either generally or in particular regions, including Asia; greater than
anticipated levels of tanker newbuilding orders or less than anticipated rates
of tanker scrapping; changes in trading patterns significantly impacting overall
tanker tonnage
17
<PAGE>18
requirements; unanticipated changes in laws and regulations and the Company's
ability to comply with all existing and future laws and regulations; changes in
demand for modern, high quality vessels; risks incident to vessel operation,
including pollution; whether, as is typical, oil consumption in the northern
hemisphere will increase in the fall and winter months and unpredictable weather
patterns in the winter months will tend to disrupt vessel scheduling, factors
that historically have resulted in increased oil price volatility and increased
oil trading activity; significant changes in the Company's fleet size; and other
risks detailed from time to time in the Company's periodic reports filed with
the U.S. Securities and Exchange Commission. Certain of these factors affect
whether oil consumption growth is met by increased production in the Mideast, or
by suppliers closer to markets, a variable which affects tonne-mile demand
growth. The Company may issue additional written or oral forward-looking
statements from time to time which are qualified in their entirety by the
cautionary statement contained in this paragraph and in other reports filed by
the Company with the U.S. Securities and Exchange Commission.
18
<PAGE>19
TEEKAY SHIPPING CORPORATION AND SUBSIDIARIES
DECEMBER 31, 1997
PART II: OTHER INFORMATION
Item 1 - Legal Proceedings
None
Item 2 - Changes in Securities
None
Item 3 - Defaults Upon Senior Securities
None
Item 4 - Submission of Matters to a Vote of Security Holders
None
Item 5 - Other Information
On December 10, 1997, the Company entered into a long-term contract
with Apache Energy Limited ("Apache") to provide a floating storage and
offloading (FSO) facility for their Stag Field development, which is located
offshore Western Australia. Pursuant to the contract, the Company is converting
one of its existing Aframax tankers to an FSO which will be time-chartered to
Apache at fixed rates for 8 to 14 years, commencing March 1998.
On December 18, 1997, the Company acquired the tanker operations of
Australian Petroleum Pty. Ltd. ("APPL"), consisting of its wholly owned shipping
subsidiary, Australian Tankships Pty. Ltd., and two product tankers, the
1989-built BARRINGTON and the 1990-built PALMERSTON. The Company is operating
these two vessels, along with one of its existing Aframax tankers, under
long-term time-charter contracts with APPL. In addition, the Company is
operating an APPL Aframax tanker under a management agreement.
On February 4, 1998, the Board of Directors announced that Jim Hood,
63, will retire on March 31, 1998 after more than twenty years with the Teekay
Group, the last six years as its President and Chief Executive Officer. He will
be succeeded by Bjorn Moller, currently the Company's Chief Operating Officer,
who will also replace Mr. Hood as a member of the Company's Board of Directors.
Mr. Moller, 40, will bring to his new role as President and Chief Executive
19
<PAGE>20
Officer experience from twenty years in shipping and more than ten years in
senior management positions with the Company. He has headed the Company's
overall operations since January 1997, following his promotion to the position
of Chief Operating Officer as part of the Company's succession planning process.
Over the past decade Mr. Moller has played a key role in the growth and success
of the Company while overseeing corporate commercial strategy and new business
development. Prior to this, Mr. Moller headed the Company's European chartering
operations.
Item 6 - Exhibits and Reports on Form 6-K
a. Exhibits
27.1 Financial Data Schedule
b. Reports on Form 6-K
None
THIS REPORT ON FORM 6-K IS HEREBY INCORPORATED BY REFERENCE INTO THE
REGISTRATION STATEMENT OF THE COMPANY ON FORM F-3 FILED WITH THE
COMMISSION ON OCTOBER 4, 1995.
20
<PAGE>21
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.
TEEKAY SHIPPING CORPORATION
Date: February 13, 1998 By: /s/ Peter S. Antturi
-----------------------
Peter S. Antturi
Chief Financial Officer
21
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM TEEKAY
SHIPPING CORPORATION AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> MAR-31-1998
<PERIOD-START> APR-01-1997
<PERIOD-END> DEC-31-1997
<CASH> 116,133
<SECURITIES> 1,000
<RECEIVABLES> 24,298
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 156,217
<PP&E> 1,717,287
<DEPRECIATION> 478,319
<TOTAL-ASSETS> 1,431,368
<CURRENT-LIABILITIES> 119,752
<BONDS> 632,253
0
0
<COMMON> 260,678
<OTHER-SE> 418,685
<TOTAL-LIABILITY-AND-EQUITY> 1,431,368
<SALES> 0
<TOTAL-REVENUES> 305,063
<CGS> 0
<TOTAL-COSTS> 78,406
<OTHER-EXPENSES> 147,660
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 42,243
<INCOME-PRETAX> 54,893
<INCOME-TAX> 0
<INCOME-CONTINUING> 54,893
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 54,893
<EPS-PRIMARY> 1.92
<EPS-DILUTED> 1.90
</TABLE>
