BW Offshore Limited (BWO) Earnings Call Transcript & Summary

Good morning, everyone, and welcome to the fourth quarter 2023 presentation of BW Offshore. My name is Marco Beenen, CEO, and I'm here together with Stale Andreassen, our CFO, who will run you through the financials. Then moving on to our disclaimer. Please take note. Then moving on to the highlights. BW Opal, our newbuild gas FPSO for the Barossa project is now in the integration and commissioning phase in Singapore at the Seatrium yard. We sold our shareholding in BW Energy to the BW Group at an attractive price of USD 176 million, and this creates a cleaner corporate structure and it allows us to drive our own destiny with capital allocation. The dividend in Q4 will be a cash dividend of USD 60 million and this is the maximum under our debt covenants, and that totals to USD 49 million payout over the year. Full year EBITDA for 2023 came in at USD 306 million and a net profit of USD 98 million, and that's a solid financial performance. Then moving on to the operational update. The BW Opal FPSO project remains on track. Integration work has commenced, as I mentioned, at the Seatrium yard, and we have now 11 out of the 16 modules successfully lifted onboard as well as the lower parts of the internal turret mooring system. This is the last phase of the project before sail away, offshore commissioning and startup on the Barossa field and this is also a labor intensive phase with a concentration of activities onboard. So our main focus is to execute this safely and maintaining our schedule for first gas in the first half of 2025. I'm happy with our fleet performance with safety statistics well below industry benchmark, like IOGP. We had one high potential incident in the quarter, which has been followed by the highest level of investigation in our internal processes to capture and implement lessons learned from this potential incident. And the uptime of the fleet was slightly impacted by a planned shutdown on Catcher, but we consistently deliver high uptime quarter-over-quarter, as you can see on the graph on the left side of the slide. This uptime underpins the strong cash flow that gets delivered by our core FPSO units, which consist of BW Catcher, BW Adolo and BW Pioneer. BW Adolo in Gabon received lower production in this quarter or the last quarter of last year as there were issues with the electrical submerged pumps on the Hibiscus field. I already mentioned the planned shutdown of Catcher in Q4 which resulted in lower production. And since January 5 of this year, we have entered an 18 year option period with a rolling 12 month termination notice for our client, Harbour Energy. Then BW Pioneer showed stable production in Q4 operating in the Gulf of, Mexico and there is a planned shutdown for this quarter but that will not have commercial impact to BW Offshore. So these 3 units plus BW Opal delivered good cash flow feasibility and a revenue backlog of USD 6.6 billion, of which 83% is firm. Then a few words about our divestment program. During the past 24 months, we have successfully streamlined and high graded our portfolio. And the rationale behind these divestments were threefold: first of all, it reduces our operational and monetary risk; secondly, it accelerates value extraction from legacy non-core units; and thirdly, it simplifies our operational setup with a much smaller global footprint. So now we have nearly completed the program, except Petróleo Nautipa, which we plan to divest for recycling. This program now has released USD 331 million of liquidity, while the impact on the net operational cash flow was limited as these were all FPSO with a marginal cash contribution either being at the end of life and/or end of contract. I'm highlighting two units which will be used for redeployment projects, which are the FPSO Polvo, which will be redeployed by BW Energy; and BW Opportunity to be redeployed by Turkish Petroleum. And we are currently supporting Turkish Petroleum with the FEED and early production activities. The aim is to conclude an EPCI and O&M contract in the coming months. And that concludes the operational update, and I'm handing over to Stale for the financials.

Thank you, Marco. So be before I start with the financials, I want to just highlight that our annual report for 2023 is out today. It's been published today. It's a very comprehensive report and it's a very good report, and I would argue it's a good read for anyone who wants to get better insight in what we do in BW Offshore. So I encourage you all to go and take a look on our website. Going to the numbers. As you can see, EBITDA for Q4 came in at $91 million. It was another quarter of good commercial performance from the fleet, as also Marco noted. We have now completed the decommissioning activity for Petróleo Nautipa and we have closed out the contract with the client, and the unit is now in Oman awaiting conclusion when it comes to recycling. Close-out activities from a financial perspective has gone better than what we estimated with lower cost and better commercial settlement, which means that there is about a $15 million positive impact on our results in Q4 related to Petróleo Nautipa. So with that, for 2023 as a whole, this has allowed us to deliver an EBITDA of $306 million, which is above the guidance we have given for the year. For 2024, we remain consistent with our guidance to deliver an EBITDA in the range of $290 million to $310 million on the existing units. Going to the income statement. As you can see when you go through, depreciations are now relatively stable. And with that, we delivered an EBIT for the quarter of $44.3 million. Net interest expenses were also relatively stable quarter-on-quarter, while we posted a gain of $11.5 million on financial instruments. These are mainly driven by positive mark to market adjustments on currency swaps as Norwegian kroner has strengthened against U.S. dollar, although somewhat offset by negative adjustments on hedges, on interest rate swaps as swap rates have reduced. And on the line item below, you can see we posted a valuation adjustment related to our Norwegian kroner-denominated bond loans, and the impact of this was negative $21.8 million in the quarter, again for the same reasons as I gave before. Norwegian kroner has quarter-on-quarter strengthened against U.S. dollar. BW Energy delivered a very good result for Q4, which resulted in $17.5 million profit for our relative share by end of end of the year being booked in our accounts. This was driven by particularly 4 liftings being carried out in the quarter. And, with that, we're very happy to be able to deliver a net profit of $40 million for the for the quarter and, as Marco mentioned, just under $98 million for the year as a whole in profits. Going to cash flow. We did actually have, I would say, an exceptional quarter 4 from an operational cash flow perspective. Although we received a large prepayment from the client, but we removed the $132 million they paid us, so the client, Santos. We were left with $98 million in operating cash flow from the remaining part of the business. And this was driven by us being able to receive settlement and clear out any outstanding payments related to Abo in Q4. We received all settlement related to PNA. We also received annual incentive bonus payment for Catcher. So a number of effects in Q4 which has driven this to be a very, very good operational quarter from a cash flow perspective. Net investments in the quarter was $205 million, where majority was related to the BW Opal FPSO. The remaining is largely related to investments by BW Ideol towards development of the Buchan project, previously known as ScotWind. We spent $4 million in the quarter as part of the take private process of BW Ideol as we increased our ownership in the company from just over 53% to 64%. Sale of fixed assets is related to the part payment for the sale of Polvo, and we expect to receive the remaining $20 million plus interest in April this year as per schedule. During the quarter, we injected $10 million in new equity for the Barossa joint venture, and the joint venture funded in a $110 million in new capital to BWO for the ongoing construction of the FPSO. Everything as per schedule and plan. As you can see, we reduced net debt by $28 million in the quarter, again just naturally repaying and reducing on the draw on the corporate facility as we have surplus cash. During Q4, BW Ideol received $19 million as first phase under the EUR 40 million investment agreement that was signed and agreed with French financier, ADEME, back in July last year. So under this agreement, BW Ideol will transfer co-development project portfolio or their co-development project portfolio to a separate project entity which ADEME is investing directly into. And post this first cash injection, BW Ideol retains 70% -- just under 76% of the project portfolio. So when you take into account other recurring items that you see on a quarter-to-quarter basis, you can see that we ended 2023 with a cash balance of $346 million, up a $100 million quarter-on-quarter. So very happy with that. A quick look at the funding overview for the Barossa project or the BW Opal FPSO. For Q4, we funded a total of $256 million towards the project with the total funding now standing at a little bit over USD 1.9 billion. During the quarter, we drew $105 million on the project debt facility, which is now approximately 77% utilized, and we called for $19 million in new equity from the partners. And as you can see, client Santos has now paid almost $850 million under this prepayment arrangement for the lease. With a very good operating cash flow in the quarter, we could continue to reduce on our consolidated net debt, which stood at just over $170 million by end of the year. And this is where we see that consistent good cash flow from the fleet and combined with sale of non-core assets, as Marco has mentioned, and having a ring-fenced project funding has really allowed us to make significant strides on deleveraging the balance sheet by more than $300 million for the year as a whole. So although the transaction allowing us to divest our shares BW Energy was only closed after the year end, it does produce additional liquidity as to the company at a stage where we already have a relatively comfortable liquidity situation. Our total liquidity by end of the year previous sale was just over $600 million and includes $245 million undrawn on the corporate facility. And obviously this will improve into Q1 as we have received the $176 million from the shares that were sold. We have done all our planned refinancing throughout 2023, so very happy with how we've been able to execute on those refinancing plans. We do have $193 million left on the convertible bond that matures in November this year, and the plan is to retire this bond when due. And we're pretty confident we have sufficient liquidity at this point to do that with no further dues. And on the debt as a whole, we have almost 100% hedge on everything and we have an estimated all in cost on our debt of 4.9% as of today. After selling our stake in BW Energy, we wanted to update on the capital allocation framework for the company. And we continue to follow a capital allocation framework that supports our strategy to grow FPSO business through new energy infrastructure projects. Key to this is, of course, to maintain high operational uptime on the FPSO fleet to ensure that we deliver stable strong cash flow as a basis for our business. But since we are in the business where we need to invest in new assets to retain and grow cash flow over time, we need to make sure we balance this capital allocation towards debt repayments when we have surplus cash flow, and by this, building balance sheet capacity to take on new debt when the opportunities arise and, at the same time, have sufficient available equity capacity to support our growth ambitions. Longer term, we aim to build a substantial growing position in offshore renewable energy. At this point in time, we are quite careful when it comes to capital allocation to new business opportunities and we want to be so until we see a certain level of maturity and where we can prove that appropriate returns can be achieved. And very importantly, and last but not least, we want to continue to provide attractive and, over time, growing dividends to U.S. shareholders. For 2023, we have resolved to pay out a dividend which is within what we are allowed to do, which is maximum what we do. So we have decided to pay out 50% of net profit in dividend for the year, equivalent to almost $49 million. And we truly believe this reflects our ambition to distribute value back to shareholders. So this has resulted in a higher dividend for Q1, which will be all cash and equivalent to $0.088 per share. Going into 2024, we will continue with the same strategy as you have seen we have done before. We have a -- we plan to pay a quarterly cash dividend but now in -- sorry, we plan to pay a quarterly dividend. But post selling BW Energy shares, we will now do it all in cash based on $0.25 annually or $0.0625 per quarter. And then if results allow it, also for 2024, we will then aim to pay out extraordinary dividends on the basis of final results. And with that, I'll hand it back to Marco to take us through strategic priorities and the market.

Thank you, Stale. I will then proceed with the last part of this presentation, indeed, with an update on our strategic initiatives and priorities. And I will conclude with a summary and outlook. Starting with a few words on the market. We're still seeing a strong demand for FPSOs in the market, and this is driven by continued relatively high oil price, and that supports not only demand for new FPSO but also contract extensions and redeployments. At the same time, you see that oil and gas companies receiving low response from FPSO contractors for their projects, and that means that there will be quite a bit of delays, I think, in project sanctioning compared to what is planned. And this is caused by the following. First of all, there is a limited number of active FPSO players left that bid for new projects. Currently, I think you could say there's only 4 active FPSO contractors in the market. Then the terms and conditions of FPSO projects often don't show the right risk/reward balance, and that reduces interest to respond to the tenders of oil and gas companies. Size and complexity of projects have increased over the years and inflation have driven up cost significantly, which results in high CapEx numbers which makes projects relatively large compared to the size of the contractors. And consequently, the lease-and-operate model is harder to finance with the balance sheet of FPSO contractors and limited bank debt capacity that is available in the market. So that makes it necessary to obtain significant lease prepayments that are already made during the construction phase of the project. And I think this also explains why we see a trend towards more EPCI plus O&M models, where our clients actually finance the FPSO than themselves. But this is a model that suits us as well. And in that landscape, we remain selective in which opportunities we want to pursue. And we are focused on risk reduction, either by looking at smaller sized projects or sharing risk in EPC joint ventures. So along those lines, we have targeted four prospects of which I already mentioned: BW Opportunity redeployment for Turkish Petroleum, and we are also selected for a single source FEED for a redeployment project for Repsol. And furthermore, we have identified two targets where we can leverage our gas FPSO experience from Barossa and utilizing our RapidFramework standard module or standard modular hull concepts. And out of those four, I expect that we have one or two that we can materialize in the next 12 to 24 months. So that's on the FPSO market, which is a key strategic area for us. On renewables, we're supporting BW Ideol. And BW Ideol has delivered a strong year in accordance with its strategic objectives. Recapping, first of all, good progress was made on the Buchan offshore wind project. That's the ScotWind Project, and Stale already mentioned as well, and this is in their role as co-developer together with Elicio and BayWa. Multiple French tenders have been submitted together with EDF and Maple Power also as co-developer. Floatgen, that's the full scale demonstrator in France which is in operation since 2018, has received a 5-year extension and has now reached 30 gigawatt hours of accumulated electricity production in January 2024. In addition to the exclusivity that BW Ideol already has for the Ardersier Port in Scotland, an MOU was signed with the Associated British Ports for a feasibility study to build concrete floating foundations in Port Talbot and that's at the southwest coast of England. Various new partnerships and co-developments agreements in Spain, Portugal and South Korea have been signed, and that expands the project pipeline. Stale mentioned already some of the funding initiatives that were going on with BW Ideol. Recapping, in '23, the BW Ideol project company was established and that focused on funding the co-development activities, and that was supported by a EUR 40 million funding agreement with ADEME Investments. We delisted the company with the other key shareholders from the Euronext Growth Stock Exchange, and BW Offshore now indirectly controls 64% of the shares after this transaction. And that set of dialogues with investors that invest in privately held growth companies are progressing, and that also includes new industrial investors. For BW Offshore, the recap of 2023 consists of four main achievements. First of all, and that was a key event to keep the Barossa project on track, that was the successful mobilization of the BW Opal hull to Singapore 22 months after the first steel cut. And this is a hull that is based on our RapidFramework modular hull concept. Fleet divestment program was largely concluded and we refinanced USD 595 million of commercial debt and a high yield bond. And then as already mentioned by Stale and also in the highlights, the yearly dividend was close to USD 49 million returning to shareholders based on our 2023 results. Then I conclude with the outlook and summary. Barossa project is and remains the key undertaking in the company, and our main focus is to ensure safe and timely execution of that project. For our core fleet, we continue to work on unlocking value in the contract extensions, in particular for Pioneer and Catcher. As mentioned in the market update, we are continuing to look for the right opportunities in a strong market to win new FPSO projects, infrastructure-like, meaning we will not take residual value when we make these investments and the returns need to come either straight to EPCI and O&M compensation or a lease contract with the returns during the fixed term. We continue to support BW Ideol as a private company that is now capitalized by BW Offshore and 2 other shareholders, and we're looking for a new industrial shareholder. And we are committed to maintain an attractive shareholder return program, building on what we have delivered in 2023. And with that, this presentation is concluded, and we're happy to take any questions.

Okay. Then we'll start with the questions on the on the web. The first one that has come in is from Sparebank 1 Markets. The question is, how much did the closeout of Petróleo Nautipa impact Q4 2023 EBITDA? This, I responded to earlier. The closeout of that contract, if you factor in both costs related to the decommissioning itself as well as the contract closeout with the client, VAALCO, the impact was about $15 million for the quarter as a whole. Next question, also from the same person. You plan to distribute USD 0.25 in dividends annually for 2024. You say that there might be adjustments in Q4. What would you -- what would be important considerations for you regarding the potential adjustments that could come in Q4? Well, we have a covenant restrictions that allow us to distribute minimum $0.25 per share per year. However, if -- we are also allowed to pay dividends equal to 50% of net profit. So if net profits are above this level, then we could do higher dividends for the year as a whole, and that will typically come in Q4 of the year as you know your final results there. So considerations for us will, first and foremost, be to see where 2024 ends. And then we will have to look at that -- at it at that point in time whether there are other reasons that would potentially stop us from adjusting the dividends upwards when we get to that point. Could you provide an update regarding BW Pioneer contract extension? That's from SEB. Marco, maybe you take that one.

Yes. So on Pioneer, we have ongoing discussions for the contract extension. The contract expires in March 2025. The ambition -- our ambition and the client's ambition was to conclude this in the coming months. But experience also tells that sometimes these things drag out all the way too close to the expiration date. So I don't know. But the unit is on the field, the field is producing. There's robust production. And so I expect this unit to be extended and we will come to a conclusion with a client as we have been in the past. On Catcher, as we communicated in January, we're now in the 18 1-year options contract extension period. That means that basically this unit will just continue and the contract will just continue until Harbour notifies us to stop, and then there's a 12-months notification period. So there's always 1 year -- every day like-for-like there's always a 1-year contract firm ahead. But if our expectations regarding this unit is, if you look the production profiles, it's a very, very good production. It's a good field. The oil price is supporting this obviously. So if we look at the production profile and the current oil price, we expect that we continue at least another 3 years or so. And then it really depends on how much investments Harbour Energy will make for tie-ins and other activities to keep the production high. So Catcher looks good and, yes, we're having multiple year view on that.

And last one was -- there was three questions there. So you answered the second one around Catcher. And then the third question was, do you expect BW Energy to exercise the option to acquire BW Adolo?

Yes. So I think we have communicated that before there is an purchase option in the contract with BW Energy in 2028 at a value of $100 million. And whether BW Energy will take that option or not I think depends on the production levels they have at the time. At least financially, we plan for that, and it would be a neutral event from a book value perspective at the time.

Okay. Then we got a question from [ Steve Pedersen ]. Can you elaborate on your view on creating additional shareholder value in the coming years through both dividend growth and share buybacks? With regards to the latter, are debt covenants currently preventing you -- preventing such buyback programs? Or why have they not been considered so far? Well, I can start. We have for sure been considering share buyback programs. We've also done it in the past. The way our debt covenants are structured, they put restriction on capital distribution as a whole, which means that dividends or share buybacks would fall into the same restrictions. With what we're doing to today and also what we are clearly claiming for 2024, if we continue with that dividend program at $0.25 per share, we will have utilized our capacity to do dividends only. So if we were to switch to a share buyback program, it will almost be an either/or, or we will need to adjust down the dividends and then allocate more capital to share buybacks. But I think, rest assured, we are -- this is something we discuss internally. We also discuss it with the Board on a regular basis. So we haven't ruled anything out. This could be a reality throughout 2024 but depending on the support we are getting from our Board. Next question, from Carnegie. Could you elaborate some more on what you mean by building a substantial position in offshore renewable energy solutions?

Yes. Well, so this is, first of all, a strategic ambition. Our strategy consists of two legs. We see a strong FPSO market and we want to grow our portfolio there with the right projects as we have communicated, and those are FPSOs without residual value and returns in the fixed term of the lease. So that's one track of our strategy, and we're working hard on that. But at the same time, we're also committed to the energy transition and we see there is capital available to invest and there are governmental incentives there to drive towards the energy transition, as we all know. And we think that we have a role to play there and we can apply our competence in the broader sense in these opportunities. And that's why we have invested in floating wind. And that's now -- I mean, that's a sector with an emerging market. I think it goes a bit slower than we initially thought, but it is still -- it has a great perspective of growth. And we have a good position there through our subsidiary, BW Ideol. But we're also seeing more and more clear opportunities related to carbon capture, not only carbon capture technology that we can apply on our FPSOs but really as a value chain or investing in floating injection units above reservoirs that will be used as storage locations. And we're positioning ourselves there, too. And then lastly we also see, but that may be further out as part of renewable energy, clean fuels like ammonia and work on floating solutions for that because floating has benefits there as well compared to onshore. So those are, I would say, the areas -- when we talk renewable energy solution, those are the areas that we are investing in and/or positioning in. The timing of these is harder to predict. So the ambition is there, the opportunity is clear. The timing is less clear because we will be disciplined. We will do this only if we can make the returns that we would have otherwise achieved in other investments. So we're not going to go for subdued returns just for the sake of it, of building a substantial pipeline. But clearly the energy mix will change in the future and we want to be ready to capture those opportunities.

Yes, thank you. Next question is from [ Upstream ]. I appreciate the context on the challenges in the FPSO market. Of the four projects being targeted, could you be more specific on the potential clients for projects 3 and 4? And what type of contracts will this be, as an EPCI plus O&M, as a basic construction contract plus operation? Or are there other models? There's a question mark, so maybe...

Yes, yes. Well, yes, I said already a few things. I don't think we want to be too specific on the other two prospects. I mean, the opportunity for -- in Turkey with redeployment of our unit, BW Opportunity, we have communicated, and that will be an EPCI management contract and an O&M contract that we're trying to agree. And we have these ongoing negotiations. The other one was with Repsol. Projects 3 and 4 or targets 3 and 4, those could be lease-and-operate contracts but it could actually also be EPCI plus O&M. And the reason that, that's not so clear is that what you see now is clients keep recycling and keep coming back to the market and then withdraw again and -- because it's not so straightforward. The cost of finance is high. And with a larger project, it's not so straightforward for clients to go into leases. But there are benefits of a lease in terms of the kind of one-stop shop solution that you get from an FPSO contractor. But of course, you could also structure that differently with EPCI and O&M. And always with every opportunity, these discussions are going back and forward both internally with our clients as well as with us. So even if a tender comes out as a lease today, it could be an EPCI and O&M later or the other way around. So in short, no, I can't be too specific. But of course, we want to leverage our experience that we have from the Barossa project. At the same time, we're also looking at projects with a lower risk profile, and that's why also the contract models are very much, from our perspective, up for negotiation. Because it has to be -- we are acknowledging that these contracts are large and that companies of our size have to look at risk reduction of these projects, and therefore, it's all not so -- I can't be too specific on how this will work out. But in a strong market, we selected four targets, and these are carefully selected targets. And I'm confident that we will land one or two of these.

Okay. We got a question from Danske Bank, where they're asking whether we could elaborate on why the discussions related to the Albacora tender, why that ended or if it has ended, I guess. Because we've been quiet about that for a while.

Yes. No, so we were the lowest bidder in the process, and that's why we entered commercial negotiations with Petrobras. However, we could not agree on the price. And therefore, now the ball is in Petrobras' court to decide what to do. And we haven't heard back yet. So I think Petrobras is now considering, I guess, to -- yes, it's -- I think Petrobras is looking at what they have to do now, whether they come back with a retender or shelf the project or come back into negotiation. That's a bit unclear. But as far as we are concerned, commercial negotiations have ended and we will wait for next steps.

Yes. I'll just add, we also see, observed in the media that for other tenders that they're having that they seem to have limited competition. They don't get as much traction to their projects as they would like to, and that seems to be a reason for why they're also pushing out dates in terms of when things should be complete. So they seem to be pushing things forward on the basis that they -- their tenders are not attracting as much competition as they like. So it seems to be -- so for us, of course, the challenge was that they didn't like the price that was on offer. And that has -- I think that's driven them to reconsider. But we -- I don't think we are an outlier in this.

Exactly.

It seems to be more in line with the market, and that's what we see when we also see that they're pushing out dates for other tenders that they're having in the market. Because they probably don't like what they see.

Yes. No, we're not the only party clearly that struggles with the commercial terms for the Petrobras tenders. So we'll see what happens.

Yes. Next we have -- I see another question came in from Arctic, but I think you already responded to this one because it's the one, two FPSO projects anticipated in the next 24 months, will there be EPCI or plus O&M or a lease-and-operate type of contract? I think you, to a large extent, covered that one in the previous -- yes, towards your previous question.

Yes, I think we can be specific on the Repsol one. That's likely a lease-and-operate if that project goes to FID. Yes.

Yes. Okay. There's no more questions on the web. Maybe if anyone has any questions, you need to type those in. Well then, if there's nothing else, then I think you can wrap it up.

Yes. And I think that concludes this Q4 conference call. And I want to thank everyone for their attention and participation in this call, and wishing you a good day. Thank you very much.