Annual Report 2015 ANNUAL REPORT 2015 1
photo: Viktor Fremling In October, Peter Jodin accepted 11 awards from Robert Gilchrist, Chargé d Affaires at the US Embassy in Stockholm, in the company of Jan Berglöw, Wallenius Marine and Mikael Layne, from the US Embassy. Amver is a computer-based voluntary global ship reporting system used to arrange assistance for people in distress at sea. The award is the US Coast Guard thank you to all Wallenius Captains who continuously report their vessel s position. WALLENius Shipping For the past 80 years, Wallenius Shipping has been a frontrunner in the international shipping industry. With a strong focus on innovative technical and environmental solutions, we form one of the world s leading shipping and logistics groups within the car carrier segment. The shipping group consists of two core businesses; Wallenius Lines, the shareholder in several global shipping companies and owner of some 35 RoRo vessels and Wallenius Marine, responsible for ship management, ship design and technical management for the Wallenius fleet. All commercial transportation and logistics services are performed by our various associated companies, well positioned under their own brand names with a broad customer base and comprehensive global coverage. 2 ANNUAL REPORT 2015 ANNUAL REPORT 2015 3
Vehicle processing is part of WWL services towards their customers. As well as inspecting cars for final delivery, a large range of accessories can also be added to custom a vehicle before delivery. Five year review SEK million (except where otherwise stated) 2015 2014 2013 2012 2011 Turnover 2 800 2 623 2 649 2 148 1 692 Change % 7-1 23 27-20 Operating profit 894 950 1 007 1 720 1 211 Profit after financial items (before tax) 596 611 902 1 510 960 Return on capital employed % 5.8 6.4 7.7 13.5 11.6 Return on equity % 6.7 8.8 13.7 26.0 19.1 Equity ratio % 55.3 50.2 44.9 41.3 36.0 Liquidity ratio 0.5 0.5 0.4 1.0 1.0 Fixed capital expenditure 377 138 66 1 138 1 753 Liquid funds 355 424 261 256 406 Employees On board ship - - - - - Shore-based 13 13 12 15 14 Available tonnage No. of ships 35 37 37 34 35 Car-carrying capacity (x 1 000) 224 235 235 228 222 Group tonnage No. of ships 29 30 30 28 29 Car-carrying capacity (x 1 000) 185 196 196 189 183 Acquisition value 19 170 18 853 17 101 16 487 15 490 Hull insurance value 13 184 16 821 15 926 15 981 15 446 Return on capital employed Profit/loss after financial items, plus financial expenses, as a per centage of average capital employed. Return on equity Profit/loss as a per centage of average adjusted equity. Equity/assets ratio Equity as a per centage of total assets. Liquidity ratio Current assets divided by current liabilities. Capital employed Total assets less non-interest-bearing liabilities including deferred tax liability. Total assets has been adjusted for blocked liquid assets and the loan for which the assets were blocked as security, respectively. 4 ANNUAL REPORT 2015 photo: John DAVis
REPORT of the board of directors The Board and the President of Wallenius Lines AB, company registration number 556033-5928, hereby submit their Annual Report for the operations of the Group and the Parent Company for the financial year of 2015. The figures in parentheses refer to the year 2014. The Group s operations Wallenius Lines is the Parent Company in the Wallenius Group. In addition to owning shares in several shipping and logistics companies, the Parent Company owns and charters specially-built vessels for transporting vehicles. Together with international partners, the Wallenius Group forms the world s leading shipping and logistics group within the Ro-Ro segment. Through a number of subsidiaries and associated companies, Wallenius Lines offers global ocean and integrated logistics solutions to the world s manufacturers of cars and other kinds of rolling cargo. Together with global partners, Wallenius Lines controls a fleet of some 170 vessels, 35 of which are owned or longterm chartered by Wallenius Lines. All vessels are operated by our associated companies Wallenius Wilhelmsen Logistics (WWL), EUKOR Car Carriers (EUKOR), United European Car Carriers (UECC) and American Roll-on Roll-off Carrier Group Inc (ARC). TURnOVER, results and financial position Group turnover amounted to SEK 2,503 million compared with SEK 1,827 million in 2014. The share in profits in associated companies totalled SEK 266 million (761). A large part of the Group s operations is conducted in the associated companies. The associated companies are accounted for in the Group s income statement using the equity method, which stipulates that the Group s revenue does not include the Group s share of the associated companies revenue. If the turnover in the associated companies would be included, total turnover for the Group would be some SEK 20 billion. Operating expenses including depreciation according to the plan amounted to SEK -1,906 million (-1,672). The operating result was SEK 894 million (950). Net financial items totalled SEK -297 million (-339). Interest expenses amounted to SEK -297 million (-348), of which the positive effects of the market evaluation of financial instruments totalled SEK +64 million (+18). The result after financial items amounted to SEK 596 million (611). Liquid assets, including short-term investments, totalled SEK 355 million (424). The Group s investments in vessels and newbuildings totalled SEK 377 million (138). The equity amounted to SEK 10,012 (8,931), representing an equity ratio of 55.3 per cent based on book values. SignifICAnt events during the financial year and after its end The lower volumes during 2014 continued in 2015. Like the financial result, ocean-related revenue was affected by weak demand for High & Heavy equipment, such as mining and construction machinery. Vehicle volumes transported were at the same level as previous year. Our focus on operational efficiency as well as cost efficiencies along with increased synergies between the operational associated companies, remain important. The land based operations continued to show stable results. In late 2015, Wallenius Lines AB acquired five vessels from some of its wholly-owned Swedish subsidiaries. The funding of vessels was carried over at book value and therefore the Group's balance sheet is not affected by the transaction. The acquisition is part of the efforts to streamline the group structure. The Japanese, South African and Chinese competition authorities have completed their investigations of the automobile transport industry and fined WWL for a non-competitive behaviour. EUKOR was fined in China. Both WWL and EUKOR continue to be included in other jurisdiction s competition investigations of which the EU and the US are among the biggest. WWL have decided to make a provision in their 2015 accounts to cover potential expenses related to ongoing investigations. A total of USD 100 million was accrued based on a qualitative evaluation of risks and a quantitative valuation of consequences; this in line with the accounting principles established. Some of these processes have been classified as non-public by the responsible authority which is why Wallenius Lines cannot provide any further comments on them. The processes are expected to continue, but the clarification of some of the juris dictions are expected in 2016 or 2017. HoldinGS in associated companies Wallenius Wilhelmsen Logistics AS Wallenius Lines and Wilh. Wilhelmsen each own 50 per cent of Wallenius Wilhelmsen Logistics AS. The business is managed from Oslo, Norway. Wallenius Wilhelmsen Logistics AS (WWL) offers advanced logistics solutions for the transport of cars, trucks and heavy machines from factory to retailer or customer. Typical logistics solutions combine ocean and land-based transportation, terminal handling and post-handling and completion of products. WWL operated a fleet of 55 vessels during the year, largely owned by the company s two shareholders. During the year WWL transported some 1.8 million vehicles over sea and some 2.8 million vehicles were transported over land. 13 terminals in various locations around the world handled five million cars and other rolling equipment units and 49 technical processing centres handled 6.3 million units. Turnover was lower, but the results was on a par with 2014. In early 2016, WWL acquired a 50 per cent stake in Vehicle Services America (VSA), and the company is thus a wholly-owned subsidiary of the WWL Group. VSA has 3,400 employees and handles about 4.7 million vehicles per year. The acquisition strengthens WWL's position as a leading provider of vehicle handling in North America. Meanwhile, WWL also acquired a 50 per cent stake in South Africa-based logistics company CAT-WWL, which makes it a wholly-owned subsidiary of the WWL Group. The business was established in 2006 and currently employs 800 people in South Africa. EUKOR Car Carriers Inc. Wallenius Lines and Wilh. Wilhelmsen each own 40 per cent of EUKOR Car Carriers Inc. The remaining 20 per cent is owned by Hyundai Motor Company and Kia Motors Corporation. The head office is located in Seoul, Korea. EUKOR Car Carriers Inc. (EUKOR) has renewed its contracts for car transportation with Hyundai and Kia Group and has secured transportation of half of Hyundai and Kia's export volumes for two years and then a further two years with at least 40 per cent of the volumes. During the year, EUKOR has also continued its expansion through increased volumes from other car manufacturers. The company continued its good performance in 2015, partly thanks to good volumes and efficient utilisation of the fleet. The company's fleet, of about 87 vessels, transported approximately 4.2 million units during the year. In 2015, EUKOR ordered two vessels for delivery in 2017. United European Car Carriers B.V. Wallenius Lines and Nippon Yusen Kaisha (NYK) each own 50 per cent of United European Car Carriers. The head office is located in Oslo, Norway. United European Car Carriers B.V. (UECC) conducts short-sea traffic and logistics services throughout the whole of Europe. The company operates a fleet of 20 specialised vessels, both UECC-owned as well as chartered from the company's two shareholders and from external parties. UECC transported about 1.7 million vehicles in 2015, an increase of 7.7 per cent from 2014. UECC s result was negative in 2015 due to weak volumes, especially to Russia and North Africa, the weakening of the EURO and the sale of two vessels gave rise to capital losses. UECC will get delivery of two LNG-powered PCTC vessels in the second half in 2016. 6 ANNUAL REPORT 2015 ANNUAL REPORT 2015 7
American Roll-on Roll-off Carrier Group Inc. Wallenius Lines and Wilh. Wilhelmsen each own 50 per cent of the companies in the American Roll-on Roll-off Carrier Group Inc (ARC). The head office is located in New Jersey, USA. ARC owns seven US-flagged vessels, and provides global logistics solutions. In early 2016, ARC acquired a vessel from Wallenius Lines, m/v AIDA, to replace a ship sold for recycling. The units within the ARC Group, which previously supplied global logistics services for private vehicles owned by US government personnel has, during 2015, not conducted any operations. Tellus Shipping AS Wallenius Lines and Wilh. Wilhelmsen each own 50 per cent of the company, which has its head office in Oslo, Norway. Tellus Shipping AS charters vessels on mediumand long-term charter basis on behalf of the other companies in the Group. Group structure Wallenius Lines in Sweden Wallenius Lines owns 100 per cent of the Swedish subsidiaries and the head office is located in Stockholm, Sweden. Wallenius Lines and its Swedish subsidiaries, own and/or long-term charter a total of 20 vessels, all of which are operated by WWL. The shares in the associated companies are held by Wallenius Lines in Sweden. Wallenius Lines Singapore Wallenius Lines owns 100 per cent of the subsidiary companies in Singapore. The companies head office is located in Singapore. Wallenius Lines owns several companies in Singapore, which between them own a fleet of 16 vessels. Eight of these vessels are operated by WWL, four by UECC and four by EUKOR. The fleet In January 2014, Wallenius Lines ordered another two vessels of Post Panamax design for delivery during 2016. Wallenius Lines has a total of four Post Panamax vessels on order. During 2015, one vessel, m/v TRISTAN built in 1983, was recycled in China at a shipyard certified for green recycling. In early 2016, the vessel m/v AIDA was sold to ARC. SignifICAnt risks and uncertainties Financial risk management is governed by a policy approved by the Board. The more significant financial risks in the company are foreign exchange risk and interest rate risks. Ship ManAGEMEnt Wallenius Marine AB, a sister company of Wallenius Lines, is overall responsible for ship management, ship design and newbuilding projects for the Wallenius fleet. For the Swedish-flagged vessels, ship management is handled from Stockholm. For the Singapore-flagged vessels, ship management is handled by the wholly owned subsidiary Wallenius Marine Singapore. Wallenius Marine handles all Wallenius Lines newbuilding projects. They have also been contracted by EUKOR and UECC for project management of their respective newbuilding projects, including UECC s two LNG-fuelled PCTC vessels, to be delivered in 2016. EnVIROnment Wallenius Lines became the first shipping company in Sweden and one of the first in the world to certify its Environmental Management System according to ISO 14001. The company realised at an early stage that the shipping industry needs to make an effort to reduce its environmental impact in five identified areas: carbon dioxide, sulphur dioxides, nitrogen oxides, toxic anti-fouling and ballast water. With a clear vision to operate zero-emission vessels in the future, Wallenius Lines has developed and implemented a number of projects, new technologies and entered into new partnerships. The results of ongoing work are reported on Wallenius Lines web site. Future ASSESSMEnt The vehicle cargo market is expected to be stable, or possibly slightly weaker, while the High & Heavy volumes are expected to recover from the very low levels of 2015. The market is predicted to remain challenging, with continued demand for increased profitability. The Group s focus on cost-efficiency and on identifying and increasing synergies between the operating companies will continue. We will continue our targeted work to develop the fleet s fuel efficiency, combined with environmental consideration. In the beginning of 2016 the Wallenius Group and its associated companies had a total of ten vessels on order, including long-term chartered vessels. The vessels will be delivered during 2016 2017. Proposal for appropriation of the company s profit or loss The Board of Directors propose that the non-restricted equity, SEK 1,878,103,411, be carried forward. For further information on the Group s and the Parent company's results and financial position, please refer to the following income statements with accompanying notes. 8 ANNUAL REPORT 2015 ANNUAL REPORT 2015 9
Income statement (SEK thousands) Note Group Parent Company Net sales 2 2 503 416 1 827 457 1 753 181 1 235 992 Share in results of associated companies 15 265 904 761 434 - - Other operating income 3 30 736 33 669 30 619 2 660 2 800 056 2 622 560 1 783 800 1 238 652 Operating costs 4-1 205 296-1 069 915-1 773 252-1 652 533 Personnel costs 4-25 236-32 818-20 007-28 252 Depreciation according to plan -675 581-569 428-7 972-918 Other operating costs - -128 - - Operating profit 893 943 950 271-17 431-443 051 Result from other securities and receivables reported as fixed assets 5-215 1 707-311 1 680 Result from participations in group companies - - 51 056 27 Result from participations in associated companies - - 35 462 388 952 Other interest income and similar profit and loss items 6-81 7 073 14 7 162 Interest costs and similar profit and loss items 7-297 220-347 740-245 435-299 670 Profit before tax 596 427 611 311-176 645-344 900 Appropriations Group contributions, received - - 1 965 033 69 415 Group contributions, paid - - - -19 846 Other appropriations - - 6 585 918 Tax on profit for the year 8-34 125 85 702-376 323 148 887 Net profit for the year 562 302 697 013 1 418 650-145 526 Profit attributable to owners of the Parent Company 562 302 697 013 - - 10 ANNUAL REPORT 2015 photo: Raphael Olivier TRISTAN was the tenth Wallenius-owned vessel to be recycled by Sea2Cradle. The recycling took place at Zhoushan Changhong International Ship Recycling in Zhoushan, China. As much as 95 per cent of a vessel can typically be recycled or reused.
Balance sheet (SEK thousands) Dec. 31 Note Group Parent Company Fixed assets Tangible fixed assets Land and buildings 9 3 098 2 984 - - Ships 10 10 494 015 10 469 000 2 092 316 16 584 Equipment 11 359 430 - - Newbuildings 12 383 952 104 254 383 952 104 254 10 881 424 10 576 668 2 476 268 120 838 Financial fixed assets Participations in group companies 13 - - 2 084 609 1 747 061 Receivables from group companies 14-1 724 642 459 831 197 Participations in associated companies 15 6 513 404 6 154 745 833 962 763 280 Receivables from associated companies 16 69 136 47 297 69 136 47 297 Other securities held as fixed assets 17, 18 20 922 22 776 20 923 22 776 Deferred tax receivable 19 81 161 446 064 58 492 442 963 Other long-term receivables 20 3 937 3 790 - - 6 688 560 6 676 396 3 709 581 3 854 574 Total fixed assets 17 569 984 17 253 064 6 185 849 3 975 412 Current assets Inventories etc Consumables 21 10 151 10 482 748 819 Current receivables Accounts receivable 573 109 356 103 Receivables from group companies 25 971 10 902 44 951 34 832 Receivables from associated companies 1 771 21 474-21 474 Tax receivables 31 138 17 467 957 1 941 Other current receivables 12 072 8 644 4 454 4 633 Prepaid costs and accrued income 22 97 286 56 249 39 275 35 032 168 811 114 845 89 993 98 015 Cash and bank deposits 355 377 423 923 52 585 159 531 Total current assets 534 339 549 250 143 326 258 365 Total assets 18 104 323 17 802 314 6 329 175 4 233 777 Note Group Parent Company Equity and liabilities Equity 23 Share capital 40 000 40 000 40 000 40 000 Revaluation reserve 1 684 201 1 167 962 - - Statutory reserve - - 8 000 8 000 Non restricted equity Profit brought forward 7 725 280 7 026 342 459 453 584 621 Net profit for the year 562 302 697 013 1 418 650-145 526 Total equity 10 011 783 8 931 317 1 926 103 487 095 Untaxed reserves Accumulated depreciation in excess of plan 24 - - - 6 585 Provisions Pension provisions 5 962 6 296 - - Deferred tax provisions 19 876 590 1 204 712 32 593 40 742 Other provisions 25 36 062 39 334 36 063 39 333 918 614 1 250 342 68 656 80 075 Non-current liabilities 26 Liabilities to credit institutions 5 502 222 5 828 231 1 792 919 367 488 Liabilities to group companies 100 000 100 000 2 046 844 2 684 839 Financial instruments 181 860 245 561 181 860 245 561 Other liabilities 252 146 287 291 - - 6 036 228 6 461 083 4 021 623 3 297 888 Current liabilities Liabilities to credit institutions 947 413 838 640 293 091 161 781 Accounts payable 139 2 808 131 2 785 Liabilities to group companies 34 829 191 992 30 235 187 746 Tax liabilities 30 085 13 374 - - Other current liabilities 56 186 42 412 425 558 Accrued costs and deferred income 27 69 046 70 346-11 089 9 264 1 137 698 1 159 572 312 793 362 134 Total equity and liabilities 18 104 323 17 802 314 6 329 175 4 233 777 Pledged assets for own liabilities Ship mortgages 10 043 783 10 338 493 2 697 343 683 226 Endowment insurance 17 789 19 642 17 789 19 642 Total pledged assets 10 061 572 10 358 135 2 715 132 702 868 Contingent liabilities Guarantees and contingent liabilities on behalf of subsidiary companies - - 4 412 022 6 191 395 Other guarantees and contingent liabilities 83 245 155 745 83 245 155 745 Total contingent liabilities 83 245 155 745 4 495 267 6 347 140 12 ANNUAL REPORT 2015 ANNUAL REPORT 2015 13
Cash flow analysis (SEK thousands) notes to the financial statements Note Group Parent Company Cash flow from operating activities Profit after financial items 596 427 611 311-176 645-344 900 Adjustments for items not included in the cash flow 28, 30 584 848 429 912-82 279 107 583 1 181 275 1 041 223-258 925-237 317 Tax paid 16 518 - - - Cash flow from operating activities before changes in working capital 1 197 793 1 041 223 258 925-237 317 Cash flow from changes in working capital Increase(-) / Decrease(+) in inventories 331-628 71-194 Increase(-) / Decrease(+) in current receivables -73 722-3 499 172 730 189 996 Increase(+) / Decrease(-) in current liabilities -11 734-32 204 249 124 235 851 Cash flow from operating activities 1 112 668 1 004 892 163 000 188 336 Investment activities Acquisitions of tangible fixed assets -376 640-138 024-291 284-68 057 Sales of tangible fixed assets 23 259 26 759 23 259 - Acquisitions of group company, net liquid effect -379 910 - - - Acquisitions of financial assets -24 021-18 988-404 239-18 738 Sales of financial assets 407 375 11 463 132 458 440 933 Cash flow from investment activities -349 937-118 790-539 806 354 138 Financing activities Loans raised 343 802 880 777 704 891 332 140 Amortisation of debt -1 189 852-1 620 859-450 904-781 242 Cash flow from financing activities -846 050-740 082 253 987-449 102 Cash flow for the year -83 319 146 020-122 819 93 372 Opening balance liquid funds 423 923 261 347 159 531 71 453 Exchange rate differences, liquid funds 14 773 16 556 15 873-5 294 Closing balance liquid funds 29 355 377 423 923 52 585 159 531 Note 1 ACCOUnting policies The Parent Company applies the same accounting policies as the Group except in the cases specified below in the section entitled The Parent Company s accounting policies. The Annual Report has been prepared in accordance with the Swedish Annual Accounts Act, and in accordance with the Swedish Accounting Standards Board s General Recommendations BFNAR 2012:1 Annual Accounts and Consolidated Accounts (K3). Unless otherwise stated below, assets, provisions and liabilities have been valued at their cost of acquisition. TanGIBLE non-current assets Tangible non-current assets are recorded at cost of acquisition minus accumulated depreciation and impairment. The cost of acquisition includes not only the purchase price, but also expenses directly attributable to the acquisition. Additional expenses Additional expenses that satisfy the asset criterion are included in the asset s carrying value. Expenses for ongoing maintenance and repairs are recorded as expenses as they arise. For vessels, the difference in the consumption of significant components has been assessed to be key. These assets have therefore been divided into com ponents, which are depreciated separately. Depreciation Depreciation takes place on a straight-line basis over the asset s expected useful life, as this reflects the expected consumption of the asset s future financial benefits. Depreciation is recorded as an expense in the income statement. Consideration has been given to the estimated residual value, confirmed at the point of acquisition at the prevailing price level. Useful life Vessels Dry docking Buildings Equipment 25 years 2.5 5 years Highest permitted tax depreciation 3 5 years For vessels, the difference in the consumption of significant components has been assessed to be significant. The main breakdown is vessels and dry docking. Depreciation tangible and intangible non-current assets and shares in GROUP companies On each balance sheet date an assessment is performed of whether there is any indication that an asset s value is lower than its carrying amount. If there is any such indication, the asset s recoverable amount is calculated. The recoverable amount is the higher of the fair value less costs of sale and the value in use. When calculating the value in use, the current value of future cash flows that the asset is expected to generate in current operations is calculated, as well as the value when it is disposed of or retired. The discount rate used is before tax and reflects market assessments of the money s time value and the risks relating to the asset. A previous impairment is only reversed if the reasons that formed the basis of the calculation of the recoverable amount in connection with the previous impairment have changed. Leasing All lease agreements have been classified as either financial or operational lease agreements. A financial lease agreement is a lease agreement according to which the risks and benefits associated with owner ship of an asset are, to all intents and purposes, transferred from the lessor to the lessee. An operational lease agreement is a lease agreement that is not a financial lease agreement. 14 ANNUAL REPORT 2015 ANNUAL REPORT 2015 15
Financial lease agreements Rights and obligations under financial lease agreements are recorded as assets and liabilities in the balance sheet. When first recorded, the asset or liability is valued at the lower of the asset s fair value and the current value of the minimum lease charges. Expenses that are directly attributable to concluding and setting up the lease agreement are added to the amount recorded as an asset. After being recorded for the first time, the minimum lease charges are distributed to interest and repayment of the liability in accordance with the effective interest method. Variable charges are recorded as expenses in the financial year during which they arose. The leased asset is depreciated over the lease period. Operational lease agreements Lease charges under operational lease agreements, including first-time rent but excluding charges for services such as insurance and maintenance, are recorded as an expense on a straight-line basis over the lease period. Foreign currency See under the heading Hedge accounting for items included in a hedging relationship. Items in foreign currency Monetary items in foreign currency are translated at the exchange rate on the balance sheet date. Nonmonetary items are not translated, but are recorded at the exchange rate when the acquisition was made, except for vessels, see under the heading Hedge accounting. Exchange rate differences that arise when settling or translating monetary items are recorded in the income statement in the financial year during which they arise. Net investments in foreign business An exchange rate difference that relates to a monetary item that constitutes part of a net investment in a foreign business and that has been valued on the basis of the cost of acquisition is recorded in the consolidated accounts as a separate component directly in equity. Translation of foreign businesses Assets and liabilities, including goodwill and other group-related surplus and deficit values, are translated into the recording currency at the exchange rate on the balance sheet date. Income and expenses are translated at the spot rate on each day for business transactions, unless an exchange rate that represents an approximation of the actual exchange rate is used (e.g. average exchange rate). Exchange rate differences that arise in connection with translation are recorded directly to equity. InVEntories Inventories are valued at the lower of the cost of acquisition and the net realisable value. The risk of obsolescence has been taken into account. The cost of acquisition is calculated in accordance with the first-in first-out principle. The cost of acquisition included not only purchasing expenses, but also charges for transporting the goods to their current location and state. FinanCIAL assets and liabilities Financial assets and liabilities are accounted for in accordance with chapter 12 (Financial instruments valued according to chapter 4, 14 a 14 e the Annual Accounts Act) in BFNAR 2012:1. Recognition and derecognition in the balance sheet A financial asset or financial liability is recognised in the balance sheet when the company becomes a part of the instrument s contractual terms. A financial asset is derecognised when the contractual right to cash flows from the asset has expired or been settled. The same goes for when the risks and benefits associated with the holding has been substantially transferred to another party and the company does not possess control over the financial asset. A financial liability is derecog- nised from the balance sheet when the contractual obligation has been fulfilled or expired. On demand purchases and on demand sales of financial assets are accounted for on the trade day. Classification and valuation Financial assets and liabilities have been classified in different valuation categories in accordance with chapter 12 in BFNAR 2012:1. The classification in different valuation categories is the base for how the financial instruments should be valued and how the value changes would be accounted for. (i) Loan receivables and accounts receivables Loan receivables and trade accounts receivables are financial assets that have determined or determinable payments, which are not derivatives. These assets are valued according to amortised cost. The amortised cost is determined based on the effective rate that is calculated at the acquisition date. Accounts receivables are recognised according to the amount expected to be received, i.e. after deductions for doubtful receivables. (ii) Financial liabilities held for trade Financial liabilities in this category are valued according to fair value and value changes are recognised in the income statement. The category includes derivatives with a negative fair value with the exception for derivatives that are an identified and efficient hedge instrument. (iii) Other financial liabilities Loans and other financial liabilities, e.g. accounts payable, are included in this category. The liabilities are valued according to accumulated cost. Hedge accounting Hedge accounting is only applied when a financial relation exists between the hedging instrument and the secured item that corresponds with the company s goals for risk management. Additionally, it is required that the hedging relationship is expected to be very efficient during the period for which it has been identified and that the hedging relationship and the company s goal for risk management and risk management strategy regarding the hedge is documented, at the latest, when the hedge is started. (i) Currency hedging of vessels Liabilities in USD have been designated as hedging instruments in fair value hedges of the Group s vessels. Transactions in the ship market are made in USD and the Group s loans in USD have therefore been deemed effective off-setting changes in the fair value of the vessels which are attributable to changes in the USD/SEK exchange rate. The loans which are designated as hedging instruments are translated at the exchange rate at the close of the financial period and the changes in value are recognised in the Income Statement. Simultaneously, the vessels carrying value is translated at the exchange rate at the close of the financial period to the extent the carrying values of the vessels are designated as hedged items. The restatement of the vessels meets the Income Statement restatement of the loans. REMUnERATIOn to employees after terminated employment Classification Plans for remunerations after terminated employment are classified either as defined contribution plans or defined benefit plans. For defined contribution plans, determined fees are paid to another company, normally an insurance company, and there is no obligation to the employee when the fee is paid. The size of the employee s remunerations after terminated employment is dependent on the fees that have been paid and the return on capital on those fees. For defined benefit plans, the company has an obligation to provide the remunerations agreed upon to current and earlier employees. The company carries, in all material aspects, the risk for the remunerations to be higher than expected (actuarial risk) and the risk for the return on the assets to devi- 16 ANNUAL REPORT 2015 ANNUAL REPORT 2015 17
ate from the expectations (investment risk). Investment risk also exists if the assets are transferred to another company. Defined contribution plans The fees for defined contribution plans are recognised as expenses. Unpaid fees are accounted for as a liability. Defined benefit plans The company has chosen to apply the simplifying rules presented in BFNAR 2012:1. Tax Tax on the profit for the year in the income statement consists of current tax and deferred tax. Current tax is income tax for the current financial year that relates to the taxable profit for the year and the element of income tax for previous financial years that has not yet been recorded. Deferred tax is income tax on taxable profit in respect of future financial years as a consequence of previous transactions or events. A deferred tax liability is recorded for all taxable temporary differences, although not for temporary differences that originate from the first recording of goodwill. A deferred tax asset is recorded for deductible temporary differences and for the possibility in future of using tax loss carryforwards. The valuation is based on how the carrying amount of the corresponding asset or liability is expected to be recovered or settled. The amounts are based on tax rates and tax rules that have been adopted before the balance sheet date and have not been calculated at the current value. In the consolidated balance sheet, untaxed reserves are divided into deferred tax and equity. PROVISIOns A provision is recorded in the balance sheet when the company has a legal or informal obligation as a consequence of an event, and it is probable that an outflow of resources will be required to settle the obligation and a reliable estimate of the amount can be produced. When recorded for the first time, provisions are valued at the best estimate of the amount that will be demanded to settle the obligation on the balance sheet date. Provisions are reassessed on each balance sheet date. ContinGEnt liabilities A contingent liability is recorded as a memorandum item when there is: A possible obligation originating as a consequence of events and the existence of which will only be confirmed by one or more uncertain future events that are not entirely within the company s control, occur or do not occur, or An existing obligation as a consequence of events, but that is not recorded as a liability or a provision because it is unlikely that an outflow of resources will be required in order to settle the obligation or the size of the obligation cannot be calculated with sufficient reliability. InCOME The inflow of financial benefits that the company has received or will receive on its own account is recorded as income. Income is recorded at the fair value received or due to be received with deductions for any discounts given. The revenue in both the Parent Company and the Group consists predominantly of operational lease income. The revenue varies over time basis the result in the company which operates the vessels. Interest and dividend Income is recorded when the financial benefits associated with the transaction will probably accrue to the company and when the income can be calculated in a reliable way. Interest is recorded as income in accordance with the effective interest method. A dividend is recorded when an authorised body has made a decision that a dividend is to be paid. ConSOLIdATEd financial statements Subsidiaries A subsidiary is a company in which the Parent Company possesses, either directly or indirectly, more than 50 per cent of the votes or in some other way has a controlling influence. A controlling influence means a right to define a company s financial and operational strategies with the aim of achieving financial benefits. The recording of business acquisitions is based on the unit view. This means that the acquisition analysis is produced as of the date on which the acquiring party achieves a controlling influence. As of this date, the acquiring party and the acquired unit are viewed as one accounting unit. Application of the unit view also means that all assets (including goodwill) and liabilities, as well as income and expenses, are included in full, even for part-owned subsidiaries. The cost of acquisition of subsidiaries is calculated as the sum of the fair value on the acquisition date for assets paid plus debts arising and taken over, as well as any own equity instruments issued, expenses that are directly attributable to the business acquisition and any purchase price. The acquisition analysis confirms the fair value, with some exceptions, on the acquisition date of acquired, identifiable assets and liabilities taken over, as well as minority interests. Minority interests are valued at fair value on the acquisition date. As of the acquisition date, the acquired company s income and expenses, identifiable assets and liabilities, and any goodwill or negative goodwill generated are included in the consolidated financial statements. Associated companies Shareholding in associated companies, in which the company has at least 20 per cent and no more than 50 per cent of the votes or in some other way has a significant influence over operational and financial control, is recorded in accordance with the equity method. The equity method means that the value of shares in associated companies recorded in the Group corresponds to the Group s share in the associated companies equity, any residual value from Group surplus or deficit values, including goodwill and negative goodwill, minus any internal profits. In the consolidated income statement, the Share in associated companies profit/loss is recorded as the Group s share in the associated companies profit/ loss after tax, adjusted for any depreciation or dissolution of acquired surplus/deficit values, including depreciation of goodwill/dissolution of negative goodwill. Dividends received from associated companies are deducted from the carrying amount. Profit shares accrued after acquisitions of associated companies that have not yet been realised through dividends are set aside in the equity fund. Elimination of transactions between Group Companies, associated companies and jointly controlled companies Internal Group receivables and liabilities, income and expenses and unrealised profits or losses arising from transactions between Group Companies are eliminated in full. Unrealised profits resulting from transactions with associated companies are eliminated to the extent that they correspond to the Group s shareholding in the company. Unrealised losses are eliminated in the same way as unrealised profits, but only to the extent that there is no indication of any need for impairment. ACCOUnting policies in the parent company The accounting policies in the Parent Company correspond with the accounting policies described above for consolidated accounting, with the exception of the following cases. Leasing Financial lease agreements are recorded as operational lease agreements in the Parent Company. Foreign currency A foreign currency exchange gain/loss relating to a monetary item that forms part of the Parent Com- 18 ANNUAL REPORT 2015 ANNUAL REPORT 2015 19
pany s net investment in a foreign operation and which is valued on the basis of the acquisition cost is recognised in the Income Statement if the gain/loss occurred in the Parent Company. Financial assets and liabilities Financial assets and liabilities are recognised in accordance with Chapter 11 (Financial instruments valued based on acquisition cost) in BFNAR 2012:1. Valuation of financial assets At the initial recognition, financial assets are measured at the acquisition cost, including any transaction costs that are directly attributable to the acquisition of the asset. Subsequent to the initial recognition, current financial assets are valued at the lower of the acquisition cost or the net realisable value at the close of the reporting period. Trade accounts receivable and other receivables that are current assets are valued individually at the amount expected to be received. Financial fixed assets are valued after initial recognition at acquisition cost less any impairment losses and increased by any revaluation. Interest-bearing financial assets are measured at amortised cost using the effective interest method. Valuation of financial liabilities Financial liabilities are valued at amortised acquisition cost. Expenses that are directly attributable to the raising of loans modify the loan s acquisition cost and are amortised using the effective interest method. Short-term liabilities are recognised at cost. Derivative instruments with a negative value and for which hedge accounting is not applied are recognised as financial liabilities and are valued at the amount which is more favourable for the company if the obligation would be unwound or transferred at the close of the reporting period. Changes in value are recognised in the Income Statement Ownership interests in subsidiaries, participations in associated companies and jointly controlled entities Shares and other ownership interests in subsidiaries, participations in associated companies and jointly controlled entities are carried at acquisition cost less accumulated impairment losses. In addition to the purchase price, acquisition cost includes expenses directly attributable to the acquisition. Salaries and other compensation to employees In the Parent Company, the defined benefit plans are reported according to the simplification rules in BFNAR 2012:1. Taxes Deferred tax attributable to untaxed reserves is not reported separately in the Parent Company. Group contributions and other shareholders contributions Group contributions received/provided are reported as a balance-sheet allocation in the Income Statement. The received/provided group contribution has affected the company s current tax. Note 2 Net sales by business Group Parent Company Net sales by business segments Sea transport 2 503 416 1 827 457 1 753 181 1 235 992 2 503 416 1 827 457 1 753 181 1 235 992 Note 3 Other operating income Group Parent Company Capital gains 23 259 26 758 - - Other 7 477 6 911 30 619 2 660 30 736 33 669 30 619 2 660 Note 4 Average number of employees 2015 Men 2014 Men Parent company, Sweden 5 80% 5 80% Subsidiaries Singapore 8 0% 8 0% Distribution by gender Women 2015 2014 Parent company Board of Directors 33% 25% Management 0% 0% Group Board of Directors 38% 33% Management 33% 33% Wages, salaries and other remunerations Social security costs Wages, salaries and other remunerations Social security costs Wages, salaries, other remunerations and social security costs 2015 2015 2014 2014 Parent company 15 306 5 815 14 244 5 010 Of which pension costs 1) - 1 970-1 408 Subsidiary companies 4 850-3 155 - Of which pension costs - - - - Group total 20 156 5 815 17 399 5 010 Of which pension costs - 1 970-1 408 1) Of the parent company s pension costs 1 066 SEK thousand (1 132) relate to the category Board and President. The company s outstanding pension commitments to these amounted tot 9 627 SEK thousand (11 270). Board of directors and Ceo Board of directors and Ceo Wages, salaries, other remunerations by member of the board, etc. and other employees Other employees Other employees 2015 2015 2014 2014 Parent company 6 892 8 414 7 448 6 796 Of which bonuses - - - - Subsidiary companies 1 451 3 399 995 2 160 Of which bonuses - - - - Group total 8 343 11 813 8 443 8 956 Of which bonuses - - - - Severance pay The parent company has reached an agreement with the president and a few members of Group Management concerning severance pay. In the event of notice being given by the company the President and others will receive a compensation comprising one years' salary. In the event of notice given by the President himself the President will receive six months salary. 20 ANNUAL REPORT 2015 ANNUAL REPORT 2015 21
Fees and expense allowances for auditors Group Parent Company Audit assignments to KPMG 1 738 1 668 1 140 1 140 Other assignments to KPMG 152 178 - - Audit services refer to the legally required examination of the annual report and the book-keeping, the Board of Director's and the Managing Director's management and other audit and examinations agreed-upon or determined by contract. This includes other work assignments which rest upon the Company's auditor to conduct, and advising or other support justified by observations in the course of examination or execution of such other work assignments. Operating lease Group Parent Company Lease contracts where the Company is the lessee Future minimum lease payments regarding non-cancellable operating lease contracts Within one year 1 306 1 297 1 306 1 297 Between one and five years 2 612 2 594 2 612 2 594 Later than five years - - - - The financial year's recognised lease expenses 1 306 1 297 1 306 1 297 Lease contracts refer to lease of property within the Group. The contract is for three years with a notice of termination of 9 months. Note 5 Result from other securities and receivables reported as fixed assets Group Parent Company Other interest income 1 767 1 677 1 767 1 677 Foreign exchange differences -2 078 3-2 078 3 Capital gains/losses 96 27 - - -215 1 707-311 1 680 Note 6 Other interest income and similar profit and loss items Group Parent Company Other interest income 201 1 868 229 1 868 Foreign exchange differences, realised -173 977-215 963 Foreign exchange differences, unrealised -109 4 228-4 331-81 7 073 14 7 162 Note 7 Interest costs and similar profit and loss items Group Parent Company Interest costs, group companies -15 547-16 705-15 547-16 705 Other interest costs -290 906-269 033-155 773-157 739 Foreign exchange differences, realised -38 381-63 953-17 824-53 273 Foreign exchange differences, unrealised 1 733-2 673-112 677-66 850 Revaluation derivatives 63 701 17 686 63 701 17 686 Other financial expenses -17 820-13 062-7 315-22 789-297 220-347 740-245 435-299 670 Note 8 Tax on profit for the year Group Parent Company Current tax 13 277-6 - - Deferred tax -47 402 85 708-376 323 148 887-34 125 85 702-376 323 148 887 Reconciliation of effective tax rate 2015 2014 Group Percent Amount Percent Amount Profit/loss before tax 596 427 611 311 Tax according to current tax rate for the parent company 22,0% -131 214 22,0% -134 488 Effect due to other tax rates for foreign subsidiaries -6,5% 39 003-2,0% 12 118 Non-deductible expenses 0,2% -1 353 0,8% -4 804 Non-taxable income -10,0% 59 439-34,8% 212 875 Reported effective tax 5,7% -34 125-14,0% 85 702 Parent Company Percent Amount Percent Amount Profit/loss before tax 1 794 973-294 413 Tax according to current tax rate for the parent company 22,0% -394 894 22,0% 64 770 Non-deductible expenses 0,1% -1 133-1,6% -4 584 Non-taxable income -1,1% 19 704 30,1% 88 701 Reported effective tax 21,0% -376 323 50,6% 148 887 Note 9 Land and buildings Group Parent Company Accumulated acquisition value Opening balance 6 937 5 780 - - Investments 127 - - - Translation differences during the year 477 1 157 - - 7 541 6 937 - - Accumulated depreciation according to plan Opening balance -3 953-3 131 - - Depreciation during the year -219-171 - - Translation differences during the year -271-651 -4 443-3 953 - - Closing residual value 3 098 2 984 - - Land (included in land and buildings) Group Parent Company Accumulated acquisition value 351 328 - - Closing residual value 351 328 - - Note 10 Ships Group Parent Company Accumulated acquisition value Opening balance 18 852 526 17 073 929 702 611 693 707 Investments 96 818 78 802 11 586 8 904 Sales and retirements -422 395-186 238-422 395 - Reclassifications 1 328 57 487 - - Investments from subsidiaries - - 3 066 242 - Translation differences during the year 424 389 1 221 091 - - Currency hedging of ships 217 414 607 455 - - 19 170 080 18 852 526 3 358 044 702 611 Accumulated depreciation according to plan Opening balance -8 383 526-7 693 548-686 027-685 110 Sales and retirements 422 395 157 501 422 395 - Depreciation during the year -675 261-569 175-7 973-917 Investments from subsidiaries - - -994 123 - Translation differences during the year -39 673-278 304 - - -8 676 065-8 383 526-1 265 728-686 027 Closing residual value 10 494 015 10 469 000 2 092 316 16 584 Leasing Group Ships held under financial lease contracts are included with carrying amount of 271 845 308 398 Under other current and non-current liabilities the present values of future payments regarding financial lease obligations, that are entered as liabilities, are recorded. 22 ANNUAL REPORT 2015 ANNUAL REPORT 2015 23
Note 11 Equipment Group Parent Company Accumulated acquisition value Opening balance 13 681 13 459 - - Investments - 69 - - Translation differences during the year 41 153 - - 13 722 13 681 - - Accumulated depreciation according to plan Opening balance -13 251-13 088 - - Depreciation during the year -101-82 - - Translation differences during the year -11-81 - - -13 363-13 251 - - Closing residual value 359 430 - - Note 12 Newbuildings Group Parent Company Opening balance 104 254 45 101 104 254 45 101 Investments 279 698 59 153 279 698 59 153 Closing residual value 383 952 104 254 383 952 104 254 Note 13 Participations in Group Companies Parent Company 2015-12-31 2014-12-31 Opening balance 1 747 061 2 096 791 Investments 380 218 15 187 Sale of group company -42 670-364 917 Closing book value 2 084 609 1 747 061 Specification of Parent Company and Group holdings of shares and participations in Group Companies Share of Company Reg nr Reg. office No of shares equity in % i) Book value Book value 2015-12-31 2014-12-31 Rederi AB Wallship 556048-4148 Stockholm 150 100 198 198 Wallocean AB 556525-2227 Stockholm - - - 120 Wallauto AB 556522-7542 Stockholm 1 000 100 120 120 Wallcargo AB 556331-3468 Stockholm 100 100 120 120 Wallfreight AB 556521-8483 Stockholm 100 100 120 120 Wallroll AB 556668-5987 Stockholm 1 000 100 100 100 Wall RO/RO AB 556668-5961 Stockholm 1 000 100 100 100 Walltime AB 556253-9840 Stockholm 100 100 120 120 Wallsun AB 556664-2335 Stockholm 1 000 100 100 100 Walltrade AB 556674-5575 Stockholm 1 000 100 15 287 15 287 Wallstraits Shipping Pte Ltd 201119201M Singapore 50 000 100 320 320 Wallenius Logistics AB 556253-9873 Stockholm 100 100 600 110 600 110 mps Broadband AB 556576-9055 Stockholm 7 221 649 100 380 089 - Wallenius Lines Singapore Holding Pte Ltd 1999-07275-D Singapore 152 794 836 100 589 161 631 711 - Wallenius Lines Singapore Pte Ltd 1982-03904-H Singapore - 100 - - - Parsifal Shipping Pte Ltd 1987-02579-R Singapore - 100 - - Mark V Shipping Pte. Ltd. 2010-17593-R Singapore 60 050 000 100 414 596 414 596 OW Shipping Pte Ltd 200415103Z Singapore 14 750 000 100 43 319 43 319 Wallenius Lines Malta Ltd C72083 Malta 15 000 100 129 - Wallenius Lines Holding Inc 13-3498024 New Jersey 1 000 100 39 365 39 365 - American Auto Carriers Inc 13-3498025 New Jersey - 100 - - Dormant companies 100 1 255 1 255 2 084 609 1 747 061 Note 14 Receivables from Group Companies Group Parent Company Opening balance 1 724-831 197 970 734 New loans - 1 724-1 724 Payments during the year -1 724 - -187 017-141 264 Translation differences for the year - - -1 721 3 Closing book value - 1 724 642 459 831 197 Note 15 Participations in associated companies Group Parent Company Opening balance 6 154 745 5 023 621 763 280 764 939 Shares in profit after tax for the year 265 904 761 434 94 244 27 691 Group adjustments - -11 144 - - Sales -22 997 - - - Write-downs - - -297-9 850 Withdrawal from associated partnership companies -43 622-74 900-43 623-74 900 Dividends from associated companies -199 775-540 066 - - Translation differences for the year 357 428 995 003 20 358 55 400 Other 1 721 797 - - Closing book value 6 513 404 6 154 745 833 962 763 280 Specification of Parent Company and Group holdings of shares and participations in associated companies Name, company registration no. and registered office Adjusted equity/ Net profit No of shares/% Share of Equity in the Group 2015-12-31 Book value Directly owned EUkor Car Carriers (Singapore) Pte Ltd. - 200207847D, Singapore -610 40% - - EUkor Shipowning (Singapore) Pte Ltd. - 200300674H, Singapore -101 40% - - American Roll-On Roll-Off Carrier Holdings, LLC 352 654 52-2189266, New Jersey, USA 94 244 50% 352 654 352 654 American Shipping & Logistics Group, Inc. 304 489 22-3518592, New York, USA -5 367 50% 304 489 128 531 American Logistics Network, LLC 19 884 22-3735893, New Jersey, USA -647 50% 19 884 41 314 United European Car Carriers B.V. 334 137 33221133, Amsterdam, Netherlands -41 206 50% 334 137 311 400 Tellus Shipping AS 15 696 992255943, Lysaker, Norway 7 596 50% 15 696 63 Indirectly owned Wallenius Wilhelmsen Logistics AS 644 816 980651673, Oslo, Norway -225 375 50% 644 816 856 119 EUkor Car Carriers Inc. 4 627 661 101-81-88064, Seoul, Korea 525 410 40% 4 627 661 1 202 523 Fidelio Ltd. Partnership, USA 214 067 50% 214 067 232 414 Total share of equity in the Group i) Referring to the owners' share of the capital, which also is consistent with the share of the votes for the total amount of shares. 24 ANNUAL REPORT 2015 ANNUAL REPORT 2015 25
Name, company registration no. and registered office Adjusted equity/ Net profit No of shares/% Share of Equity in the Group 2014-12-31 Book value Directly owned EUkor Car Carriers (Singapore) Pte Ltd. 12 338 200207847D, Singapore 18 969 40% 12 338 201 EUkor Shipowning (Singapore) Pte Ltd. 9 084 200300674H, Singapore 82 469 40% 9 084 97 American Roll-On Roll-Off Carrier Holdings, LLC 281 674 52-2189266, New Jersey, USA 27 691 50% 281 674 281 674 American Shipping & Logistics Group, Inc. 281 375 22-3518592, New York, USA 24 594 50% 281 375 128 531 American Logistics Network, LLC 18 113 22-3735893, New Jersey, USA -5 948 50% 18 113 41 314 Mark 1 Shipping Pte Ltd 4 170 200400928R, Singapore -89 50% 4 170 - United European Car Carriers B.V. 338 129 33221133, Amsterdam, Netherlands -1 260 50% 338 129 311 400 Tellus Shipping AS 15 460 992255943, Lysaker, Norway 2 846 50% 15 460 64 Indirectly owned Wallenius Wilhelmsen Logistics AS 932 615 980651673, Oslo, Norway 92 024 50% 932 615 856 119 EUkor Car Carriers Inc. 4 087 834 101-81-88064, Seoul, Korea 493 241 40% 4 087 834 1 202 523 Fidelio Ltd. Partnership, USA 173 953 50% 173 953 162 244 Total share of equity in the Group Note 16 Receivables from associated companies Group Parent Company Opening balance 47 297-47 297 - New loans 23 920 47 297 23 920 47 297 Reclassifications -2 081 - -2 081 - Closing book value 69 136 47 297 69 136 47 297 Note 17 Other securities held as fixed assets Group Parent Company Accumulated acquisiton costs Opening balance 31 552 31 552 31 552 31 552 Closing book value 31 552 31 552 31 552 31 552 Accumulated revaluation Opening balance -8 776-7 686-8 776-7 686 Revaluations during the year -1 854-1 090-1 853-1 090 Closing book value -10 630-8 776-10 628-8 776 Closing residual value 20 922 22 776 20 923 22 776 Note 18 Financial instruments and risk management Financial instruments that are valued according to fair value in the income statement Change in value recognised in the Income Statement Change in value recognised in the Income Statement Carrying amount Carrying amount Group 2015-12-31 2015-12-31 2014-12-31 2014-12-31 Liabilities Derivatives for which hedge accounting do not apply Interest swaps 181 860 63 701 245 561 17 686 181 860 63 701 245 561 17 686 Financial instruments that are valued at the lower of the cost of aqcuisition and the net realisable value Fair value Carrying amount Change in value recognised in the Income Statement Parent Company 2015-12-31 2015-12-31 2015-12-31 Liabilities Derivatives for which hedge accounting do not apply Interest swaps 181 860 181 860 63 701 181 860 181 860 63 701 Change in value recognised in Fair value Carrying amount the Income Statement Parent Company 2014-12-31 2014-12-31 2014-12-31 Liabilities Derivatives for which hedge accounting do not apply Interest swaps 245 561 245 561 17 686 245 561 245 561 17 686 Disclosure about derivatives Interest rate swaps (irs) are used to convert floating interest rate to fixed. The IRS hedge a nominal amount of 2 880 957 tkr (3 085 621). Measurement of fair value Derivatives The fair value of interest rate swaps is based on the brokering credit institution's valuation, who's fairness is tested via discounting the estimated future cash flows under the contract terms and maturities against the market interest rates for similar instruments at the close of the reporting period. Note 19 Deferred taxes Hedging transactions Hedging of foreign exchange risk Because the vessels are bought and sold in USD, value of the vessels are hedged against changes in the USD exchange rate via that loans are raised in USD. Changes in value of the USD loans included in hedge accounting for changes in the USD exchange rate are recognised in the Income Statement; where the income effects is met by the corresponding changes in value, it is recognised on the vessel's value. Loans included in such hedge accounting have a carrying value of 6 441 119 tkr (6 682 077). The translation amounts for the year appear in the OB CB reconciliation of ships in Note 10. Carrying value Tax base Temporary difference Group 2015-12-31 2015-12-31 2015-12-31 Significant temporary differences Pensions -22 884 - -22 884 Taxable loss carry-forward - 61 129-61 129 Ships 3 190 218-3 190 218 Financial instruments -181 860 - -181 860 Other temporary differences 399 297-397 874 3 384 771 61 129 3 322 219 Taxable loss carry-forward amounts to 61 129 tkr and other unused tax deductions amounts to 0 tkr. 26 ANNUAL REPORT 2015 ANNUAL REPORT 2015 27
Deferred tax asset Deferred tax liability Net Group 2015-12-31 2015-12-31 2015-12-31 Significant temporary differences Pensions 5 034-5 034 Taxable loss carry-forward 13 449-13 449 Ships - -701 848-701 848 Financial instruments 40 009-40 009 Other temporary differences 22 669-174 742-152 073 Deferred tax asset/liability 81 161-876 590-795 429 Deferred tax asset/liability (net) 81 161-876 590-795 429 Carrying value Tax base Temporary difference Group 2014-12-31 2014-12-31 2014-12-31 Significant temporary differences Pensions -24 859 - -24 859 Taxable loss carry-forward -1 743 045 - -1 743 045 Ships 4 118 872-4 118 872 Financial instruments -245 563 - -245 563 Other temporary differences 1 082 925-1 082 925 3 188 330-3 188 330 Taxable loss carry-forward amounts to 1 743 045 tkr and other unused tax deductions amounts to 0 tkr. Deferred tax asset Deferred tax liability Net Group 2014-12-31 2014-12-31 2014-12-31 Significant temporary differences Pensions 5 469-5 469 Taxable loss carry-forward 383 470-383 470 Ships - -906 152-906 152 Financial instruments 54 024-54 024 Other temporary differences 3 101-298 560-295 459 Deferred tax asset/liability 446 064-1 204 712-758 648 Deferred tax asset/liability (net) 446 064-1 204 712-758 648 Carrying value Tax base Temporary difference Parent Company 2015-12-31 2015-12-31 2015-12-31 Significant temporary differences Pensions -22 884 - -22 884 Taxable loss carry-forward - 61 129-61 129 Financial instruments -181 860 - -181 860 Other temporary differences 148 150-148 150-56 594 61 129-117 723 Taxable loss carry-forward amounts to 61 129 tkr and other unused tax deductions amounts to 0 tkr. Deferred tax asset Deferred tax liability Net Parent Company 2015-12-31 2015-12-31 2015-12-31 Significant temporary differences Pensions 5 034-5 034 Taxable loss carry-forward 13 449-13 449 Financial instruments 40 009-40 009 Other temporary differences - -32 593-32 593 Deferred tax asset/liability 58 492-32 593 25 899 Deferred tax asset/liability (net) 58 492-32 593 25 899 Carrying value Tax base Temporary difference Parent Company 2014-12-31 2014-12-31 2014-12-31 Significant temporary differences Pensions -24 859 - -24 859 Taxable loss carry-forward -1 743 045 - -1 743 045 Financial instruments -245 563 - -245 563 Other temporary differences 185 191-185 191-1 828 276 - -1 828 276 Taxable loss carry-forward amounts to 1 743 045 tkr and other unused tax deductions amounts to 0 tkr. Deferred tax asset Deferred tax liability Net Parent Company 2014-12-31 2014-12-31 2014-12-31 Significant temporary differences Pensions 5 469-5 469 Taxable loss carry-forward 383 470-383 470 Financial instruments 54 024-54 024 Other temporary differences - -40 742-40 742 Deferred tax asset/liability 442 963-40 742 402 221 Deferred tax asset/liability (net) 442 963-40 742 402 221 Note 20 Other long-term receivables Group Parent Company Opening balance 3 790 2 906 - - Payments during the year -329-262 - - Reclassifications - - - - Translation differences for the year 476 1 146 - - Closing book value 3 937 3 790 - - Note 21 Inventories Group Parent Company Consumables 10 151 10 482 748 819 10 151 10 482 748 819 Note 22 Prepaid costs and accrued income Group Parent Company Operations related 45 366 44 571 39 113 34 884 Financially related 51 733 867 - - Personnel related 162 148 162 148 Other 25 10 663 - - 97 286 56 249 39 275 35 032 28 ANNUAL REPORT 2015 ANNUAL REPORT 2015 29
Note 23 Equity Group Share capital Restricted reserves Opening balance 2015-01-01 40 000 1 167 962 Changes in carrying amounts that are accounted for directly in equity Translation difference 516 239 Equity 2015-12-31 1 684 201 Profit brought forward including net profit for the year Group Opening balance 2015-01-01 7 723 355 Net profit for the year 562 302 Changes in carrying amounts that are accounted for directly in equity Translation difference Equity from associated companies 1 925 Equity 2015-12-31 8 287 582 Share capital Restricted reserves Restricted equity Parent Company Opening balance 2015-01-01 40 000 8 000 Equity 40 000 8 000 Profit brought forward including Non-restricted equity net profit for the year Parent Company Opening balance 2015-01-01 439 095 Net loss for the year 1 418 650 Changes in carrying amounts that are accounted for directly in equity Translation difference 20 358 Equity 2015-12-31 1 878 103 Note 24 Appropriations Parent Company 2015 2014 Accumulated depreciation in excess of plan on ships - 6 585 Note 25 Other provisions Group Parent Company Other 36 063 39 334 36 062 39 333 36 063 39 334 36 062 39 333 Note 26 Non-current liabilities Group Parent Company Liabilities that mature later than one year from balance sheet date Other liabilities to credit institutions 3 790 042 3 591 879 874 314 321 814 Other liabilities 252 146 252 652 - - Liabilities that mature later than five years from balance sheet date Other liabilities to credit institutions 1 712 180 2 283 950 918 605 45 674 Liabilities to group companies 100 000 100 000 2 046 844 2 684 839 Other liabilities 181 860 232 602 181 860 245 561 Pledged assets for liabilities to credit institutions Ship mortgages 10 043 783 10 338 493 2 697 343 683 226 Note 27 Accrued expenses and deferred income Group Parent Company Operations related 20 105 8 325-27 992-9 221 Personnel related 2 814 2 942 2 814 2 942 Financially related 43 708 44 801 12 949 13 320 Others 2 419 14 278 1 140 2 223 69 046 70 346-11 089 9 264 Note 28 Paid interest and received dividend Group Parent Company Received dividend 199 775 540 066 63 818 398 802 Received interest 236 10 538 236 1 119 Paid interest -307 546-276 782-171 691-173 349 Note 29 Cash equivalents Group Parent Company The following sub-components are included in cash equivalents: Bank balance 355 377 423 923 52 585 159 531 The above items have been classified as cash equivalents with the basis that: - They have an immaterial risk for value fluctuations. - They can easily be converted into cash. - They have a maximum duration of 3 months from the acquisition date. Note 30 Other disclosures to the cash flow statement Group Parent Company Depreciation and amortisation 675 581 569 428 7 973 10 768 Exchange rate differences 22 436 44 862 116 924 137 614 Dividend received from associated companies 243 397 614 966 - - Capital gain on sale of non-current asset -23 355-26 657-45 959-27 Result from participations in associated companies -265 904-761 434-94 244-27 691 Pension provision -334 1 831 - - Other provision -3 272 4 602-3 272 4 602 Other non-cash flow affecting items -63 701-17 686-63 701-17 686 584 848 429 912-82 279 107 580 Note 31 Group information The company is a wholly-owned subsidiary to Rederi AB Soya, Corp. Id. No. 556297-7412 with domicile in Stockholm. Walleniusrederierna AB is a part of a group where Rederi AB Soya, establishes consolidated accounts for the biggest group. Purchases and sales within the group Of the Group's total purchases and sales in Sek, 41 per cent of the purchases and 0 per cent of the sales refer to other companies within the Group that the company belongs to. Of the company's total purchases and sales in Sek, 66 per cent of the purchases and 1 per cent of the sales refer to other companies within the Group that the company belongs to. 30 ANNUAL REPORT 2015 ANNUAL REPORT 2015 31
At the Xingang Shipyard in Tianjin, China, the first HERO vessel is under construction. Delivery is planned for the latter half of 2016. Viewed in the picture is the Engine room; the grey area is where the main engine will be located. 32 ANNUAL REPORT 2015 ANNUAL REPORT 2015 33 photo: Raphael Olivier
Auditor s report To the annual meeting of the shareholders of Walleniusrederierna Aktiebolag, corp. id. 556033-5928 REPORT on the annual accounts and consolidated accounts We have audited the annual accounts and consolidated accounts of Walleniusrederierna Aktiebolag for the year 2015. The annual accounts and the consolidated accounts are included in the printed version of this document on pages 6 36. Responsibilities of the Board of Directors and the Managing Director for the annual accounts and consolidated accounts. The Board of Directors and the Managing Director are responsible for the preparation and fair presentation of these annual accounts and consolidated accounts in accordance with the Annual Accounts Act, and for such internal control as the Board of Directors and the Managing Director determine is necessary to enable the preparation of annual accounts and consolidated accounts that are free from material misstatement, whether due to fraud or error. Auditor s responsibility Our responsibility is to express an opinion on these annual accounts and consolidated accounts based on our audit. We conducted our audit in accordance with International Standards on Auditing and generally accepted auditing standards in Sweden. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the annual accounts and consolidated accounts are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the annual accounts and consolidated accounts. The procedures selected depend on the auditor s judgment, including the assessment of the risks of material misstatement of the annual accounts and consolidated accounts, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the company s preparation and fair presentation of the annual accounts and consolidated accounts in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Board of Directors and the Managing Director, as well as evaluating the overall presentation of the annual accounts and consolidated accounts. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions. OPInions In our opinion, the annual accounts and consolidated accounts have been prepared in accordance with the Annual Accounts Act and present fairly, in all material respects, the financial position of the parent company and the group as of 31 December 2015 and of their financial performance and cash flows for the year then ended in accordance with the Annual Accounts Act. The statutory administration report is consistent with the other parts of the annual accounts and consolidated accounts. We therefore recommend that the annual meeting of shareholders adopt the income statement and balance sheet for the parent company and the group. REPORT on other legal and REGULATORy requirements In addition to our audit of the annual accounts and consolidated accounts, we have also audited the proposed appropriations of the company s profit or loss and the administration of the Board of Directors and the Managing Director of Walleniusrederierna Aktiebolag for the year 2015. RESPOnSIBILITIES of the BOARd of Directors and the ManAGIng director The Board of Directors is responsible for the proposal for appropriations of the company s profit or loss, and the Board of Directors and the Managing Director are responsible for administration under the Companies Act. Auditor s responsibility Our responsibility is to express an opinion with reasonable assurance on the proposed appropriations of the company s profit or loss and on the administration based on our audit. We conducted the audit in accordance with generally accepted auditing standards in Sweden. As basis for our opinion on the Board of Directors proposed appropriations of the company s profit or loss, we examined whether the proposal is in accordance with the Companies Act. As basis for our opinion concerning discharge from liability, in addition to our audit of the annual accounts and consolidated accounts, we examined significant decisions, actions taken and circumstances of the company in order to determine whether any member of the Board of Directors or the Managing Director is liable to the company. We also examined whether any member of the Board of Directors or the Managing Director has, in any other way, acted in contravention of the Companies Act, the Annual Accounts Act or the Articles of Association. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinions. OPInions We recommend to the annual meeting of shareholders that the profit be appropriated in accordance with the proposal in the statutory administration report and that the members of the Board of Directors and the Managing Director be discharged from liability for the financial year. Stockholm, MAY 23, 2016 kpmg AB Signatures on original document. Hans Åkervall Mattias Johansson Authorised Public Authorised Public Accountant Accountant 34 ANNUAL REPORT 2015 ANNUAL REPORT 2015 35
BOARD of directors and management A summary in US dollars Board of directors Jonas Kleberg, Chairman Peter Augustsson Margareta Wallenius-Kleberg Executive management Anders Boman, President Christer Nygren Anders Thyberg Auditors Hans Åkervall, Authorised Public Accountant Mattias Johansson, Authorised Public Accountant Deputy auditors Anders Malmeby, Authorised Public Accountant Helene Willberg, Authorised Public Accountant WALLENIUS LINES OPERations are based on the US dollar. The US dollar is the Group s functional currency. To provide the reader with an accurate picture of the Group s results and financial position in US dollars, summary Income Statements and Balance Sheets for the Wallenius Group are presented below. The Group s revenues are almost exclusively in US dollars, and equally, its costs are predominantly US dollar based. The ships are valued, bought, sold and financed in US dollars. Cash and short-term investments are also largely held in US dollars. As of 31 December 2015, the US dollar based assets added up to 97 per cent of the total assets, whilst US dollar-based liabilities comprised 89 per cent of the Group s total liabilities. The Swedish companies accounts are kept in both US dollars and Swedish kronor throughout the year, and hence no conversion of dollar-based items has been made in the consolidated financial summary presented below. Conversion of currencies other than the US dollar, in both Swedish and foreign companies, has been made at the average rate for income and costs, and at the closing day rate for receivables and liabilities. Exchange rate differences on operating receivables and liabilities are included in the operating result, whilst exchange rate differences on financial items are included in net financial items. Translation differences attributable to untaxed reserves and shares in associated companies have been booked directly to shareholders equity. Stockholm, APRil 30, 2016 Jonas Kleberg Chairman Margareta Wallenius-Kleberg Peter Augustsson Anders Boman President Our Audit Report was submitted on MAY 23, 2016 Hans Åkervall Authorised Public Accountant Mattias Johansson Authorised Public Accountant 2015 2014 2013 2012 2011 Consolidated income statements USD m Operating income 298.1 267.4 275.8 315.5 259.3 Share in result of associated companies 31.6 110.2 128.7 206.4 159.8 Profit/loss on sales of ships 2.8 3.9 - - - Operating costs -148.2-163.2-176.1-193.0-161.2 Depreciation -84.3-83.2-76.1-71.0-61.9 Operating profit 100.0 135.1 152.3 257.9 196.0 Financial items -29.4-32.5-16.1-44.1-38.6 Profit before tax 70.6 102.6 136.2 213.8 157.4 Taxes 4.5 26.5-2.0-17.1-11.7 Net profit for the year 75.1 129.1 134.2 196.6 145.7 Consolidated balance sheets, 31 December Ships and vessels under construction 1 261.9 1 301.4 1 363.9 1 375.5 1 278.4 Other tangible fixed assets 0.5 0.4 0.4 0.4 0.5 Financial fixed assets 798 853.0 825.9 747.2 605.1 Current receivables 20.8 16.2 25.4 22.0 19.2 Cash and bank deposits, short-term investments 42.6 54.3 40.2 39.2 58.4 Total assets 2 123.8 2 225.3 2 255.8 2 184.3 1 961.6 Equity 1 169.2 1 104.1 988.1 901.2 701.9 Provisions 95.7 145.9 157.4 156.2 182.9 Long-term liabilities 722.8 827.0 919.9 922.5 938.8 Current liabilities 136.1 148.3 190.4 204.4 138.0 Total equity and liabilities 2 123.8 2 225.3 2 255.8 2 184.3 1 961.6 Financial highlights roe after tax 6.6% 12.3% 14.6% 24.5% 23.1% roce 6.2% 8.2% 10.5% 14.1% 12.5% Equity ratio 55.0% 49.6% 43.8% 41.3% 35.8% Liquidity ratio 0.5 0.5 0.3 0.3 0.6 Average exchange rate, Sek per USD 1 8.4350 6.8577 6.5140 6.7754 6.4969 Year-end exchange rate, Sek per USD 1 8.3506 7.8117 6.5084 6.5156 6.9234 36 ANNUAL REPORT 2015 ANNUAL REPORT 2015 37
The WALLENius Lines FLEET The Wallenius group of companies operates in total some 170 vessels. The vessels listed below are either wholly/partly owned or long-term chartered by Wallenius Lines. All vessels are operated by either WWL, EUKOR or UECC. This fleet list reflects the Wallenius fleet as of 31 December, 2015. MARK V/RORO Built Flag Dwt mt Loa m Beam m Draft m Tot deck Operator capacity m² SAlome 2012 Sgp 41,554 265.0 32.3 12.3 50,344 WWL h&h 31,204 PARSIFAL 2011 Sgp 41,554 265.0 32.3 12.3 50,344 WWL h&h 31,204 LCTC/PCTC Built Flag Dwt mt Loa m Beam m Draft m Cars (RT43) Operator tosca 2013 Sgp 22.585 199.9 32.3 11.0 6,500 WWL FigAro 2011 SWE 30,900 227.8 32.3 11.3 7,900 WWL CArmen 2011 SWE 30,900 227.8 32.3 11.3 7,900 WWL BESS* 2010 PAN 18,009 199.9 32.3 9.6 6,300 WWL porgy* 2009 PAN 18,009 199.9 32.3 9.6 6,300 WWL OBeron 2008 SWE 30,134 231.6 32.3 11.3 8,000 WWL AniARA 2008 SWE 30,089 231.6 32.3 11.3 8,000 WWL FEDorA 2008 SWE 30,386 227.8 32.3 11.3 8,000 WWL FIDelio 2007 SWE 30,137 227.8 32.3 11.3 8,000 WWL FAUST 2007 SWE 30,383 227.8 32.3 11.3 8,000 WWL morning ChorUS 2007 Sgp 21,276 199.9 32.3 10.0 6,500 EUkor AIDA 2006 SWE 22,467 199.0 32.3 11.3 6,700 WWL otello 2006 SWE 22,724 199.0 32.3 11.3 6,700 WWL UNDine 2003 SWE 28,183 227.9 32.3 11.0 7,200 WWL mignon 1999 SWE 28,126 227.9 32.3 11.0 7,200 WWL MAnon 1999 Sgp 28,126 227.9 32.3 11.0 7,200 WWL elektra 1999 Sgp 28,345 227.9 32.3 11.0 7,200 WWL Boheme* 1999 Sgp 28,363 227.9 32.3 11.0 7,200 WWL Don QUIJote 1998 Sgp 28,141 227.9 32.3 11.0 7,200 EUkor Don PASQUAle 1997 Sgp 28,141 227.9 32.3 11.0 7,200 EUkor Don CArloS 1997 Sgp 28,141 227.9 32.3 11.0 7,200 EUkor Don JUAN 1995 Sgp 22,514 199.1 32.3 11.0 5,900 WWL TURANDot 1995 Sgp 22,815 199.1 32.3 11.0 5,900 WWL ASIAN EMPEROR* 1999 PAN 21,479 199.9 32.3 10.0 6,400 WWL ASIAN KING* 1998 PAN 21,511 199.9 32.3 10.0 6,400 WWL ASIAN VISion* 1997 PAN 21,505 199.9 32.3 10.0 6,400 WWL FALSTAFF 1985 SWE 28,529 199.0 32.3 11.7 5,400 WWL ISolDE 1985 SWE 28,396 198.0 32.3 11.6 5,300 WWL AegeAN BreeZE 1983 Sgp 12,527 164.0 28.0 8.4 3,100 UECC ARABIAN BreeZE 1983 Sgp 12,577 164.0 28.0 8.4 3,100 UECC ASIAN BreeZE 1983 Sgp 12,562 164.0 28.0 8.4 3,100 UECC BAltiC BreeZE 1983 Sgp 11,818 164.0 28.0 8.4 3,200 UECC medea 1982 Sgp 28,566 198.0 32.3 11.6 5,300 WWL *charter 38 ANNUAL REPORT 2015 ANNUAL REPORT 2015 39
WALLENIUS LINES AB PO BOX 17086 SE-104 62 STOCKHOLM SWEDEN OFFICE ADDRESS: SWEDENBORGSGATAN 19 EMAIL: info@walleniuslines.com WEB: www.walleniuslines.com 40 ANNUAL REPORT 2015 TEL: +46 8-772 05 00 FAX: +46 8-640 27 95 This report has been produced by Wallenius Lines AB. Pages 6 36 is a translation of the formal annual report. Production: Franka Design. Print: Trydells, Sweden. Printed on paper that meets international enviromental standards. Photo cover page, left to right: Fotoflite Parag Parelkar Walter Shintani Pia Adolfsson Jansson Raphael Olivier Raphael Olivier Anna Jolfors