UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 OF THE

SECURITIES EXCHANGE ACT OF 1934

 

For the month of May, 2021

 

 

 

Commission File Number: 001-39937

 

ZIM Integrated Shipping Services Ltd.

(Exact Name of Registrant as Specified in Its Charter)

 

9 Andrei Sakharov Street

P.O. Box 15067

Matam, Haifa 3190500, Israel

+972 (4) 865-2000

(Address of principal executive office)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

 

Form 20-F x   Form 40-F ¨

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

 

Yes ¨   No x

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

 

Yes ¨   No x

 

 

 

 

 

 

On May 19, 2021, ZIM Integrated Shipping Services Ltd. (the “Company”) issued a press release announcing its consolidated results for the three months ended on March 31, 2021. A copy of this press release and the Company’s consolidated financial statements for the period ended on March 31, 2021 are attached herewith as Exhibit 99.1 and Exhibit 99.2, respectively.

 

The information in this Form 6-K (including Exhibit 99.1 and Exhibit 99.2) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act.

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  ZIM INTEGRATED SHIPPING SERVICES LTD.
     
  By:   /s/ Noam Nativ
    Noam Nativ
    EVP General Counsel and Corporate Secretary

 

Date: May 19, 2021

 

 

 

 

EXHIBIT INDEX

 

EXHIBIT NO.   DESCRIPTION
99.1   Press Release dated May 19, 2021
99.2   Consolidated financial statements for the three month period ended on March 31, 2021

 

 

 

Exhibit 99.1

 

 

ZIM Reports Financial Results for the First Quarter of 2021

 

Generates Record Quarterly Net Income of $590 Million and
Adjusted EBITDA of $821 Million

 

Increases 2021 Guidance to Between $2.5 Billion and $2.8 Billion of Adjusted EBITDA and Between $1.85 Billion to $2.15 Billion of Adjusted EBIT

 

Announces Special Dividend of Approximately $238 Million, or $2.00 Per Share, on Top of 2021 Annual Dividend

 

Haifa, Israel, May 19, 2021 – ZIM Integrated Shipping Services Ltd. (NYSE: ZIM), a global container liner shipping company, announced today its consolidated results for the three months ended March 31, 2021.

 

First Quarter 2021 Highlights

 

· Net income for the first quarter was $589.6 million (compared to a loss of $11.9 million in the first quarter of 2020), or $5.35 per share1
· Adjusted EBITDA2 for the first quarter was $820.5 million, a year-over-year increase of 744%
· Operating income (EBIT) for the first quarter was $683.5 million, a year-over-year increase of 2,645%
· Adjusted EBIT for the first quarter was $687.8 million, a year-over-year increase of 2,430%

 

 

1 Earnings per share calculation for all periods reflect a share split of 1:10 that became effective in 2021.

2 See disclosure regarding “Use of Non-IFRS Financial Measures” below.

 

 

 

 

 

· Revenues for the first quarter were $1.74 billion, a year-over-year increase of 112%
· ZIM carried 818 thousand TEUs in the first quarter of 2021, a year-over-year increase of 28%
· The average freight rate per TEU in the first quarter of 2021 was $1,925, a year-over-year increase of 76%
· Net leverage ratio3 of 0.5x at March 31, 2021, compared to 1.2x at December 31, 2020
· Completed IPO, raising $204 million in net proceeds
· Announced strategic long-term chartering agreement with Seaspan for ten "green" LNG-fueled vessels demonstrating ZIM's commitment to reducing its carbon footprint and leading environmentally friendly practices in the shipping industry
· Subsequent to quarter end, announced full early redemption of $349 million principal amount of Series 1 and 2 Notes due 2023 payable in June 2021
· Declared a special cash dividend of approximately $238 million, or $2.00 per ordinary share, to be paid on September 15, 2021, to holders of the ordinary shares as of August 25, 2021; reiterated plan to distribute annual dividend of 30-50% of 2021 net income in 2022

 

Eli Glickman, ZIM President & CEO, stated, “This is truly a momentous time in ZIM’s 75-year history. Following our successful IPO to become the first global container liner to list in the U.S., we are proud of our demonstrated accomplishments based on seamless execution aligned with our stated objectives. Driven by ZIM’s differentiated approach and proactive strategies, we generated our highest ever quarterly net profit, EBITDA, and cash flow, while continuing to deliver industry leading margins. We also significantly strengthened our balance sheet, with shareholder equity now in excess of $1 billion. In a short time since going public, we have also achieved important milestones for shareholders. Specifically, we significantly strengthened our position in the growing and strategic Pacific and Intra Asia trades, with our long-term chartering agreement for large LNG dual-fuel container vessels and the launch of new services to address unmet need in profitable routes to generate superior growth. We also drew on our strong cash flow to redeem ZIM’s $349 million outstanding Series 1 and 2 Notes sooner than expected and earlier than the stated maturity by two years.”

 

 

3 Net leverage ratio is defined as face value of short- and long-term debt less cash, cash equivalents and short-term deposits divided by Adjusted EBITDA of the last twelve-month period.

 

 

 

 

 

Mr. Glickman added, “Based on our success further strengthening our balance sheet, we are pleased to allocate capital to invest in new equipment to continue to best serve customers while returning capital to shareholders. With today’s declaration of a special dividend, we will be distributing approximately $238 million, or $2.00 per share, in line with our commitment to unlock significant value. Importantly, this dividend is over and above our 2021 annual dividend guidance, supplementing the 30-50% of 2021 net income we expect to distribute in 2022.”

 

Mr. Glickman concluded, “As a result of our outstanding execution and the full completion of freight contracts at higher rates, we have substantially raised our full year outlook, with 2021 Adjusted EBITDA now expected to be between $2.5 billion and $2.8 billion, more than 75% higher than the midpoint of our previous guidance range. Going forward, we remain poised to continue leveraging our agility to maximize profitability and advance ZIM’s position as an innovative digital leader of seaborne transportation and logistics services with attractive growth engines.”

 

Summary of Key Financial and Operational Results (Q1’21 vs. Q1’20 unless otherwise noted)

    Q1’21     Q1’20  
Carried volume (K-TEUs)     818       638  
Average freight rate ($/TEU)     1,925       1,091  
Revenue ($ in millions)     1,744       823  
Operating income (EBIT) ($ in millions)     683       25  
Profit (loss) before income taxes ($ in millions)     644       (9 )
Net income (loss) ($ in millions)     590       (12 )
Adjusted EBITDA ($ in millions)     821       97  
Adjusted EBIT ($ in millions)     688       27  
Adjusted EBITDA margin (%)     47       12  
Adjusted EBIT margin (%)     39       3  
Net cash generated from operating activities ($ in millions)     777       102  
Earnings (loss) per share (fully diluted) ($)     5.13       (0.14 )
Free cash flow ($ in millions)     643       98  
Net debt ($ in millions) (Q1’21 vs. Q4’20)     915       1,236  

 

 

 

 

 

Financial and Operating Results for the First Quarter Ended March 31, 2021

 

Total revenues were $1.74 billion for the first quarter of 2021, compared to $823.2 million for the first quarter of 2020, primarily driven by an increase in revenues from containerized cargo, reflecting increases in both freight rates and carried volume.

 

Operating income (EBIT) for the first quarter of 2021 was $683.5 million, compared to $24.9 million for the first quarter of 2020.

 

Net income for the first quarter of 2021 was $589.6 million, compared to a net loss of $11.9 million for the first quarter of 2020.

 

Adjusted EBITDA was $820.5 million for the first quarter of 2021, compared to $97.2 million for the first quarter of 2020. Adjusted EBIT was $687.8 million for the first quarter of 2021, compared to $27.2 million for the first quarter of 2020. Adjusted EBITDA and Adjusted EBIT margins for the first quarter of 2021 were 47% and 39%, respectively. This compares to 12% and 3% for the first quarter of 2020, respectively.

 

Net cash generated from operating activities was $777.4 million for the first quarter of 2021, compared to $101.6 million for the first quarter of 2020.

 

ZIM carried 818 thousand TEUs for the first quarter of 2021, compared to 638 thousand TEUs in the first quarter of 2020. The average freight rate per TEU was $1,925 for the first quarter of 2021, compared to $1,091 for the first quarter of 2020.

 

 

 

 

 

Liquidity and Cash Flows

 

ZIM’s cash and cash equivalents increased by $618 million from $570 million at December 31, 2020 to $1.19 billion at March 31, 2021. Capital expenditures totaled $133.0 million for the first quarter of 2021, compared to $3.6 million for the first quarter of 2020. Net debt decreased by $321 million from $1.24 billion as of December 31, 2020 to $915 million as of March 31, 2021. ZIM’s net leverage ratio as of March 31, 2021 was 0.5x, compared to 1.2x as of December 31, 2020.

 

Early Redemption of Notes

 

In April 2021, the Company announced the early redemption of 100% of its Series 1 and 100% of its Series 2 unsecured notes due 2023 at an aggregate principal amount of $349 million, payable on June 21, 2021, in accordance with the terms of the indenture governing the notes.

 

Long-Term Chartering Agreement

 

In February 2021, the Company announced a strategic agreement for the long-term charter of ten 15,000 TEU liquefied natural gas (LNG) dual-fuel container vessels to serve ZIM's Asia - US East Coast trade.

 

Special Dividend

 

On May 19, 2021, the Company’s Board of Directors declared a special cash dividend of approximately $238 million, or $2.00 per ordinary share. The special cash dividend will be paid on September 15, 2021, to all holders of record of ordinary shares as of August 25, 2021. The special dividend is supplemental to ZIM’s previously communicated 2021 annual dividend guidance, whereby the Company expects to distribute 30-50% of 2021 net income in 2022, subject to Board approval.

 

Updated Full-Year 2021 Guidance

 

The Company increased its full-year guidance and expects to generate in 2021 Adjusted EBITDA of between $2.5 billion and $2.8 billion and Adjusted EBIT of between $1.85 billion to $2.15 billion.

 

 

 

 

 

Use of Non-IFRS Measures in the Company’s 2021 Guidance

 

A reconciliation of the Company’s non-IFRS financial measures included in its full-year 2021 guidance to corresponding IFRS measures is not available on a forward-looking basis. In particular, the Company has not reconciled its Adjusted EBITDA and Adjusted EBIT because the various reconciling items between such non-IFRS financial measures and such corresponding IFRS measures cannot be determined without unreasonable effort due to the uncertainty regarding, and the potential variability of, the future costs and expenses for which the Company adjusts, the effect of which may be significant, and all of which are difficult to predict and are subject to frequent change.

 

Conference Call Details

 

Management will host a conference call and webcast (along with a slide presentation) to review the results and provide a corporate update today at 8:00 AM ET.

 

To access the live conference call by telephone, please dial the following numbers: United States +1-855-265-6958 or +1-718-705-8796; Israel +972-3-721-9662; or UK/international +44-121-281-8004. The call (and slide presentation) will be available via live webcast through ZIM’s website, located at the following link. Following the conclusion of the call, a replay of the conference call will be available on the Company's website.

 

About ZIM

 

ZIM Integrated Shipping Services Ltd. (NYSE: ZIM) is a global, asset-light container liner shipping company with leadership positions in the markets where it operates. Founded in Israel in 1945, ZIM is one of the oldest shipping liners, with over 75 years of experience, providing customers with innovative seaborne transportation and logistics services with a reputation for industry leading transit times, schedule reliability and service excellence. For additional information, please visit www.zim.com.

 

 

 

 

 

Forward-Looking Statements

 

This press release contains, or may be deemed to contain forward-looking statements (as defined in the U.S. Private Securities Litigation Reform Act of 1995 and the Israeli Securities Law, 1968). In some cases, you can identify these statements by forward-looking words such as “may,” “might,” “will,” “should,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential” or “continue,” the negative of these terms and other comparable terminology. These forward-looking statements, which are subject to risks, uncertainties and assumptions about the Company, may include projections of the Company’s future financial results, its anticipated growth strategies and anticipated trends in its business. These statements are only predictions based on the Company’s current expectations and projections about future events or results. There are important factors that could cause the Company’s actual results, level of activity, performance or achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by the forward-looking statements. Factors that could cause such differences include, but are not limited to: market changes in freight, bunker, charter and other rates or prices, new legislation or regulation affecting the Company’s operations, new competition and changes in the competitive environment, the outcome of legal proceedings to which the Company is a party, and other risks and uncertainties detailed from time to time in the Company’s filings with the U.S. Securities and Exchange Commission, including under the caption “Risk Factors” in its 2020 Annual Report. 

 

Although the Company believes the expectations reflected in the forward-looking statements contained herein are reasonable, it cannot guarantee future results, level of activity, performance or achievements. Moreover, neither the Company nor any other person assumes responsibility for the accuracy and completeness of any of these forward-looking statements. The Company assumes no duty to update any of these forward-looking statements after the date hereof to conform its prior statements to actual results or revised expectations, except as otherwise required by law.

 

The Company prepares its financial statements in accordance with International Financial Reporting Standards (IFRS), as issued by the International Accounting Standards Board (IASB).

 

Use of Non-IFRS Financial Measures

 

The Company presents non-IFRS measures as additional performance measures as the Company believes that it enables the comparison of operating performance between periods on a consistent basis. These measures should not be considered in isolation, or as a substitute for operating income, any other performance measures, or cash flow data, which were prepared in accordance with Generally Accepted Accounting Principles as measures of profitability or liquidity. Please note that Adjusted EBITDA does not take into account debt service requirements, or other commitments, including capital expenditures, and therefore, does not necessarily indicate the amounts that may be available for the Company’s use. In addition, Non-IFRS financial measures, as those presented by the Company, may not be comparable to similarly titled measures reported by other companies, due to differences in the way these measures are calculated.

 

Adjusted EBITDA is a non-IFRS financial measure which we define as net income (loss) adjusted to exclude financial expenses (income), net, income taxes, depreciation and amortization in order to reach EBITDA, and further adjusted to exclude impairment of assets, non-cash charter hire expenses, capital gains (losses) beyond the ordinary course of business and expenses related to legal contingencies.

 

 

 

 

 

Adjusted EBIT is a non-IFRS financial measure which we define as net income (loss) adjusted to exclude financial expenses (income), net and income taxes, in order to reach our results from operating activities, or EBIT, and further adjusted to exclude non-cash charter hire expenses, impairment of assets, capital gains (losses) beyond the ordinary course of business and expenses related to legal contingencies.

 

Free cash flow is a non-IFRS measure which we define as net cash generated from operating activities plus the net cash generated (used) from investment activities.

 

See the reconciliation of net income to Adjusted EBITDA and Adjusted EBIT and net cash generated from operating activities to free cash flow under "Reconciliation of Non-IFRS Measures" below.

 

Investor Relations:

Elana Holzman
ZIM Integrated Shipping Services Ltd.
+972-4-865-2300
holzman.elana@zim.com

 

Leon Berman
The IGB Group
212-477-8438
lberman@igbir.com

 

Media:

Avner Shats
ZIM Integrated Shipping Services Ltd.
+972-4-865-2520
shats.avner@zim.com

 

 

 

 

 

CONSOLIDATED BALANCE SHEET

(U.S. dollars in thousands)

 

    Three Months ended
March 31,
    Year ended
December 31,
 
    2021     2020     2020  
Assets                        
Vessels     1,299,718       737,047       948,004  
Containers and handling equipment     665,636       437,639       520,887  
Other tangible assets     64,466       67,877       67,133  
Intangible assets     66,808       65,716       66,465  
Investments in associates     13,544       9,171       8,441  
Other investments     3,147       2,717       4,888  
Trade and other receivables     5,647       5,390       5,293  
Deferred tax assets     1,619       1,018       1,502  
Total non-current assets     2,120,585       1,326,575       1,622,613  
                         
Assets classified as held for sale             10,564          
Inventories     86,256       56,699       52,237  
Trade and other receivables     700,385       306,557       520,001  
Other investments     63,015       59,510       58,976  
Cash and cash equivalents     1,188,408       196,741       570,414  
Total current assets     2,038,064       630,071       1,201,628  
Total assets     4,158,649       1,956,646       2,824,241  
                         
Equity                        
Share capital and reserves     1,992,378       1,783,479       1,790,794  
Accumulated deficit     (936,101 )     (2,053,010 )     (1,523,528 )
Equity attributable to owners of the Company     1,056,277       (269,531 )     267,266  
Non-controlling interests     3,841       4,327       7,189  
Total equity     1,060,118       (265,204 )     274,455  
                         
Liabilities                        
Lease liabilities     1,055,126       659,649       811,840  
Loans and other liabilities     440,196       550,265       519,471  
Employee benefits     63,198       58,252       66,626  
Deferred tax liabilities     34,159       347       339  
Total non-current liabilities     1,592,679       1,268,513       1,398,276  
                         
Trade and other payables     538,717       431,223       398,876  
Provisions     25,631       16,081       21,420  
Contract liabilities     295,653       125,109       230,469  
Lease liabilities     508,154       236,835       362,176  
Loans and other liabilities     137,697       144,089       138,569  
Total current liabilities     1,505,852       953,337       1,151,510  
Total liabilities     3,098,531       2,221,850       2,549,786  
                         
Total equity and liabilities     4,158,649       1,956,646       2,824,241  

 

 

 

 

 

CONSOLIDATED INCOME STATEMENTS

(U.S. dollars in thousands, except per share data)

 

    Three months ended
March 31,
    Year ended
December 31,
 
    2021     2020     2020  
Income from voyages and related services     1,744,335       823,215       3,991,696  
                         
Cost of voyages and related services                        
                         
Operating expenses and cost of services     (880,627 )     (698,388 )     (2,835,112 )
Depreciation     (128,129 )     (67,063 )     (291,559 )
                         
Gross profit     735,579       57,764       865,025  
                         
Other operating income     2,313       2,016       12,621  
Other operating expenses     (84 )     (4 )     4,272  
General and administrative expenses     (55,898 )     (35,377 )     (163,210 )
Share of profits of associates     1,545       497       3,341  
                         
Results from operating activities     683,455       24,896       722,049  
                         
Net finance expenses     (39,445 )     (33,727 )     (181,260 )
                         
Profit (loss) before income taxes     644,010       (8,831 )     540,789  
                         
Income taxes     (54,422 )     (3,086 )     (16,599 )
                         
Profit (loss) for the period     589,588       (11,917 )     524,190  
                         
Attributable to:                        
                         
Owners of the Company     587,599       (13,549 )     517,961  
Non-controlling interests     1,989       1,632       6,229  
                         
Profit (loss) for the period     589,588       (11,917 )     524,190  
                         
Earnings (loss) per share (US$)*                        
Basic earnings (losses) per 1 ordinary share     5.35       (0.14 )     5.18  
Diluted earnings (losses) per 1 ordinary share     5.13       (0.14 )     4.96  
                         
Weighted average number of shares for EPS calculation*:                        
Basic     109,777,778       100,000,000       100,000,000  
Diluted     114,508,115       100,000,000       104,530,892  

 

(*)       Reflect a share split of 1:10 that became effective in 2021, in all presented periods.

 

 

 

 

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

(U.S. dollars in thousands)

 

    Three months ended
March 31,
    Year ended
December 31,
 
    2021     2020     2020  
Cash flows from operating activities                        
Profit (loss) for the year     589,588       (11,917 )     524,190  
                         
Adjustments for:                        
Depreciation and amortization     133,585       72,133       314,185  
Impairment recovery in respect of tangible assets                     (4,329 )
Net finance expenses     39,445       33,727       181,260  
Share of profits and change in fair value of investees     (2,432 )     (497 )     (4,143 )
Capital gains     (431 )     (1,310 )     (8,814 )
Income taxes     54,422       3,086       16,599  
      814,177       95,222       1,018,948  
                         
Change in inventories     (34,019 )     3,643       8,105  
Change in trade receivables and other receivables     (174,298 )     2,243       (204,469 )
Change in trade and other payables including contract liabilities     175,698       9,203       68,670  
Change in provisions and employee benefits     (728 )     (7,132 )     (2,152 )
      (33,347 )     7,957       (129,846 )
                         
Dividends received from associates     711       15       4,360  
Interest received     769       876       2,317  
Income taxes paid     (4,909 )     (2,495 )     (14,983 )
                         
Net cash generated from operating activities     777,401       101,575       880,796  
                         
Cash flows from investing activities                        
Proceeds from sale of tangible assets, intangible assets, investments and affiliates     504       1,349       6,717  
Acquisition of tangible assets, intangible assets and
investments
    (132,998 )     (3,561 )     (42,641 )
Change in other investments and other receivables     (2,061 )     (1,241 )     763  
Net cash used in investing activities     (134,555 )     (3,453 )     (35,161 )

 

 

 

 

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

(U.S. dollars in thousands)

 

    Three months ended
March 31,
    Year ended
December 31,
 
    2021     2020     2020  
Cash flows from financing activities                        
Issuance of share capital, net of issuance costs     205,394                  
Sale and lease back transactions             8,400       9,052  
Repayment of borrowings and lease liabilities     (190,403 )     (63,557 )     (336,225 )
Change in short-term loans     (975 )     3,571       6,071  
Dividend paid to non-controlling interests     (2,808 )             (3,344 )
Interest and other financial expenses paid     (34,851 )     (30,467 )     (135,952 )
Net cash used in financing activities     (23,643 )     (82,053 )     (460,398 )
Net change in cash and cash equivalents     619,203       16,069       385,237  
Cash and cash equivalents at beginning of the period     570,414       182,786       182,786  
Effect of exchange rate fluctuation on cash held     (1,209 )     (2,114 )     2,391  
Cash and cash equivalents at the end of the period     1,188,408       196,741       570,414  

 

 

 

 

 

RECONCILIATION OF NET INCOME (LOSS) TO ADJUSTED EBIT

(U.S. dollars in millions)

 

    Three months ended
March 31,
 
    2021     2020  
Net income (loss)     590       (12 )
Financial expenses (income), net     39       34  
Income taxes     54       3  
Operating income (EBIT)     683       25  
Non-cash charter hire expenses     1       2  
Expenses related to legal contingencies     4       0  
Adjusted EBIT     688       27  
Adjusted EBIT margin     39 %     3 %

 

RECONCILIATION OF NET INCOME (LOSS) TO ADJUSTED EBITDA

(U.S. dollars in millions)

 

    Three months ended
March 31,
 
    2021     2020  
Net income (loss)     590       (12 )
Financial expenses (income), net     39       34  
Income taxes     54       3  
Depreciation and amortization     134       72  
EBITDA     817       97  
Expenses related to legal contingencies     4       0  
Adjusted EBITDA     821       97  
Adjusted EBITDA margin     47 %     12 %

 

 

 

 

 

RECONCILIATION OF NET CASH GENERATED FROM OPERATING ACTIVITES TO FREE CASH FLOW

(U.S. dollars in millions)

 

    Three months ended
March 31,
 
    2021     2020  
Net cash generated from operating activities     777       102  
Net cash used in investing activities     (134 )     (4 )
Free cash flow     643       98  

 

 

 

 

 

Exhibit 99.2 

 

ZIM INTEGRATED SHIPPING SERVICES LTD.

CONDENSED CONSOLIDATED UNAUDITED INTERIM

 

FINANCIAL STATEMENTS

 

MARCH 31, 2021

 

 

 

 

INDEX TO CONDENSED CONSOLIDATED UNAUDITED INTERIM FINANCIAL STATEMENTS

 

    Page
FINANCIAL STATEMENTS:    
     
Condensed consolidated unaudited interim Statements of Financial Position   3
     
Condensed consolidated unaudited interim Income Statements   4
     
Condensed consolidated unaudited interim Statements of Comprehensive Income   5
     
Condensed consolidated unaudited interim Statements of Changes in Equity   6
     
Condensed consolidated unaudited interim Statements of Cash Flows   7-8
     
Notes to the condensed consolidated unaudited interim Financial Statements   9-13

 

 

 

 

CONDENSED CONSOLIDATED UNAUDITED STATEMENTS OF FINANCIAL POSITION

 

        March 31,     December 31,  
        2021     2020     2020  
                       
    Note   US $’000  
Assets                      
Vessels   6     1,299,718       737,047       948,004  
Containers and handling equipment   6     665,636       437,639       520,887  
Other tangible assets         64,466       67,877       67,133  
Intangible assets         66,808       65,716       66,465  
Investments in associates         13,544       9,171       8,441  
Other investments         3,147       2,717       4,888  
Trade and other receivables         5,647       5,390       5,293  
Deferred tax assets         1,619       1,018       1,502  
Total non-current assets         2,120,585       1,326,575       1,622,613  
                             
Assets classified as held for sale                 10,564          
Inventories         86,256       56,699       52,237  
Trade and other receivables         700,385       306,557       520,001  
Other investments         63,015       59,510       58,976  
Cash and cash equivalents         1,188,408       196,741       570,414  
Total current assets         2,038,064       630,071       1,201,628  
Total assets         4,158,649       1,956,646       2,824,241  
 Equity                            
Share capital and reserves   5(a)     1,992,378       1,783,479       1,790,794  
Accumulated deficit         (936,101 )     (2,053,010 )     (1,523,528 )
Equity attributable to owners of the Company         1,056,277       (269,531 )     267,266  
Non-controlling interests         3,841       4,327       7,189  
Total equity         1,060,118       (265,204 )     274,455  
                             
Liabilities                            
Lease liabilities         1,055,126       659,649       811,840  
Loans and other liabilities   4(c)     440,196       550,265       519,471  
Employee benefits         63,198       58,252       66,626  
Deferred tax liabilities         34,159       347       339  
Total non-current liabilities         1,592,679       1,268,513       1,398,276  
                             
Trade and other payables         538,717       431,223       398,876  
Provisions         25,631       16,081       21,420  
Contract liabilities         295,653       125,109       230,469  
Lease liabilities         508,154       236,835       362,176  
Loans and other liabilities         137,697       144,089       138,569  
Total current liabilities         1,505,852       953,337       1,151,510  
Total liabilities         3,098,531       2,221,850       2,549,786  
Total equity and liabilities         4,158,649       1,956,646       2,824,241  

 

/s/ Yair Seroussi   /s/ Eli Glickman   /s/ Xavier Destriau
Yair Seroussi   Eli Glickman   Xavier Destriau
Chairman of the Board of Directors   President & Chief Executive Officer   Chief Financial Officer  

 

Date of approval of the Financial Statements: May 19, 2021

The accompanying Notes are an integral part of these condensed consolidated unaudited interim Financial Statements.

 

3

 

 

CONDENSED CONSOLIDATED UNAUDITED INTERIM INCOME STATEMENTS

 

        Three months ended
March 31,
    Year ended
December 31,
 
        2021     2020     2020  
                       
    Note   US $’000  
Income from voyages and related services         1,744,335       823,215       3,991,696  
Cost of voyages and related services:                            
Operating expenses and cost of services         (880,627 )     (698,388 )     (2,835,112 )
Depreciation         (128,129 )     (67,063 )     (291,559 )
Gross profit         735,579       57,764       865,025  
                             
Other operating income         2,313       2,016       12,621  
Other operating expenses         (84 )     (4 )     4,272  
General and administrative expenses         (55,898 )     (35,377 )     (163,210 )
Share of profit of associates         1,545       497       3,341  
                             
Results from operating activities         683,455       24,896       722,049  
                             
Finance income         6,815       4,728       8,103  
Finance expenses         (46,260 )     (38,455 )     (189,363 )
                             
Net finance expenses         (39,445 )     (33,727 )     (181,260 )
                             
Profit (loss) before income taxes         644,010       (8,831 )     540,789  
                             
Income taxes   4(b)     (54,422 )     (3,086 )     (16,599 )
                             
Profit (loss) for the period         589,588       (11,917 )     524,190  
                             
Attributable to:                            
                             
Owners of the Company         587,599       (13,549 )     517,961  
Non-controlling interests         1,989       1,632       6,229  
                             
Profit (loss) for the period         589,588       (11,917 )     524,190  
                             
                             
Earnings (loss) per share (US$)                            
Basic earnings (losses) per 1 ordinary share   9     5.35       (*)(0.14 )     5.18  
Diluted earnings (losses) per 1 ordinary share   9     5.13       (*)(0.14 )     4.96  

 

(*) Restated to reflect a share split of 1:10 that became effective in 2021 (see Note 5(a)).

 

The accompanying Notes are an integral part of these condensed consolidated unaudited interim Financial Statements.

 

4

 

 

CONDENSED CONSOLIDATED UNAUDITED INTERIM STATEMENTS OF COMPREHENSIVE INCOME 

 

    Three months ended
March 31,
    Year ended
December 31,
 
    2021     2020     2020  
                   
    US $’000  
Profit (loss) for the period     589,588       (11,917 )     524,190  
                         
Other components of Comprehensive Income                        
                         
Items of other comprehensive income that were or will be reclassified to profit and loss                        
                         
Foreign currency translation differences for foreign operations     (3,302 )     (2,207 )     4,019  
                         
Items of other comprehensive income that would never be reclassified to profit and loss                        
                         
Net change in fair value of investments in equity instruments at fair value through other comprehensive income, net of tax     (172 )     (297 )     563  
Defined benefit pension plans actuarial gains, net of tax     -       3,062       174  
                         
Other comprehensive income for the period, net of tax     (3,474 )     558       4,756  
                         
Total comprehensive income for the period     586,114       (11,359 )     528,946  
                         
Attributable to:                        
Owners of the Company     585,167       (12,223 )     523,815  
Non-controlling interests     947       864       5,131  
                         
Total comprehensive income for the period     586,114       (11,359 )     528,946  

 

The accompanying Notes are an integral part of these condensed consolidated unaudited interim Financial Statements.

 

5

 

 

CONDENSED CONSOLIDATED UNAUDITED INTERIM STATEMENTS OF CHANGES IN EQUITY 

 

    Attribute to the owners of the Company              
    Share capital (*)     General
reserves (**)
    Translation
reserve
    Accumulated
deficit
    Total     Non-
controlling
interests
    Total
equity
 
                                           
    US $’000  
For the three months period ended March 31, 2021                                          
                                           
Balance at January 1, 2021     700,310       1,106,470       (15,986 )     (1,523,528 )     267,266       7,189       274,455  
Profit for the period                             587,599       587,599       1,989       589,588  
Other comprehensive income for the period, net of tax                     (2,260 )     (172 )     (2,432 )     (1,042 )     (3,474 )
Issuance of share capital, net of issuance costs     203,513                               203,513               203,513  
Share-based compensation             331                       331               331  
Dividend to non-controlling interests in subsidiaries                                             (4,295 )     (4,295 )
Balance at March 31, 2021     903,823       1,106,801       (18,246 )     (936,101 )     1,056,277       3,841       1,060,118  
                                                         
For the three months period ended March 31, 2020                                                        
                                                         
Balance at January 1, 2020     700,310       1,105,350       (21,103 )     (2,042,226 )     (257,669 )     5,402       (252,267 )
Profit (loss) for the year                             (13,549 )     (13,549 )     1,632       (11,917 )
Other comprehensive income for the period, net of tax                     (1,439 )     2,765       1,326       (768 )     558  
Transaction with an interested party, net of tax             182                       182               182  
Share-based compensation             179                       179               179  
Dividend to non-controlling interests in subsidiaries                                             (1,939 )     (1,939 )
Balance at March 31, 2020     700,310       1,105,711       (22,542 )     (2,053,010 )     (269,531 )     4,327       (265,204 )
                                                         
For the year ended December 31, 2020                                                        
                                                         
Balance at January 1, 2020     700,310       1,105,350       (21,103 )     (2,042,226 )     (257,669 )     5,402       (252,267 )
Profit (loss) for the year                             517,961       517,961       6,229       524,190  
Other comprehensive income for the year                     5,117       737       5,854       (1,098 )     4,756  
Transaction with an interested party, net of tax.             630                       630               630  
Share-based compensation             490                       490               490  
Dividend to non-controlling interests in subsidiaries                                             (3,344 )     (3,344 )
Balance at December 31, 2020     700,310       1,106,470       (15,986 )     (1,523,528 )     267,266       7,189       274,455  

 

(*)   See Note 5(a).

(**) Include reserves related to transactions with an interested party and share-based compensation.  

 

The accompanying Notes are an integral part of these condensed consolidated interim Financial Statements. 

 

6

 

 

CONDENSED CONSOLIDATED UNAUDITED INTERIM STATEMENTS OF CASH FLOWS 

 

    Three months ended
March 31,
    Year ended
December 31,
 
    2021     2020     2020  
                   
    US $’000  
Cash flows from operating activities                        
Profit (loss) for the period     589,588       (11,917 )     524,190  
                         
Adjustments for:                        
Depreciation and amortisation     133,585       72,133       314,185  
Impairment recovery in respect of tangible assets                     (4,329 )
Net finance expenses     39,445       33,727       181,260  
Share of profits and change in fair value of investees     (2,432 )     (497 )     (4,143 )
Capital gain     (431 )     (1,310 )     (8,814 )
Income taxes     54,422       3,086       16,599  
      814,177       95,222       1,018,948  
                         
Change in inventories     (34,019 )     3,643       8,105  
Change in trade and other receivables     (174,298 )     2,243       (204,469 )
Change in trade and other payables including contracts liabilities     175,698       9,203       68,670  
Change in provisions and employee benefits     (728 )     (7,132 )     (2,152 )
      (33,347 )     7,957       (129,846 )
                         
Dividends received from associates     711       15       4,360  
Interest received     769       876       2,317  
Income taxes paid     (4,909 )     (2,495 )     (14,983 )
Net cash generated from operating activities     777,401       101,575       880,796  
                         
Cash flows from investing activities                        
Proceeds from sale of tangible assets, intangible assets, investments and affiliates     504       1,349       6,717  
Acquisition of tangible assets, intangible assets and investments        (132,998 )        (3,561 )        (42,641 )
Change in other investments and other receivables     (2,061 )     (1,241 )     763  
Net cash used in investing activities     (134,555 )     (3,453 )     (35,161 )

 

The accompanying Notes are an integral part of these condensed consolidated unaudited interim Financial Statements.

 

7

 

 

CONDENSED CONSOLIDATED UNAUDITED INTERIM STATEMENTS OF CASH FLOWS 

 

    Three months ended
March 31,
    Year ended
December 31,
 
    2021     2020     2020  
                   
    US $’000  
Cash flows from financing activities                        
Issuance of share capital, net of issuance costs (see Note 5(a))     205,394                  
Sale and lease back transactions             8,400       9,052  
Repayment of borrowings and lease liabilities     (190,403 )     (63,557 )     (336,225 )
Change in short term loans     (975 )     3,571       6,071  
Dividend paid to non-controlling interests     (2,808 )             (3,344 )
Interest and other financial expenses paid     (34,851 )     (30,467 )     (135,952 )
Net cash used in financing activities     (23,643 )     (82,053 )     (460,398 )
                         
Net change in cash and cash equivalents     619,203       16,069       385,237  
Cash and cash equivalents at beginning of the period     570,414       182,786       182,786  
Effect of exchange rate fluctuation on cash held     (1,209 )     (2,114 )     2,391  
Cash and cash equivalents at the end of the period     1,188,408       196,741       570,414  

 

The accompanying Notes are an integral part of these condensed consolidated unaudited interim Financial Statements.

 

8

 

 

NOTES TO THE CONDENSED CONSOLIDATED UNAUDITED INTERIM FINANCIAL STATEMENTS

 

1 Reporting entity

 

ZIM Integrated Shipping Services Ltd. (hereinafter - the "Company" or "Zim") and its subsidiaries (hereinafter – "the Group" or "the Companies") and the Group’s interests in associates, operate in the field of container shipping and related services.

 

Zim is a company incorporated in Israel, with limited liability. ZIM’s ordinary shares have been listed on the New York Stock Exchange (the “NYSE”) under the symbol “ZIM” on January 28, 2021. The address of the Company’s registered office is 9 Andrei Sakharov Street, Haifa, Israel.

 

2 Basis of compliance 

 

(a) Statement of compliance

 

These condensed consolidated interim unaudited financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting. They do not include all of the information required for full annual financial statements and should be read in conjunction with the consolidated financial statements of the Company as at and for the year ended December 31, 2020 (hereafter – the “annual Financial Statements”). These condensed consolidated unaudited interim Financial Statements were approved by the Board of Directors on May 19, 2021.

 

(b) Estimates

 

The preparation of Financial Statements in conformity with IFRSs requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of assets, liabilities, income and expenses. The estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making the judgements about carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. The significant judgments made by management in applying the Group’s accounting policies and the principal assumptions used in the estimation of uncertainty were the same as those applied to the annual financial statements.

 

3 Significant accounting policies

 

The accounting policies applied by the Group in these unaudited condensed consolidated interim Financial Statements are the same as those applied by the Group in its annual Financial Statements.

 

4 Financial position

 

(a) The container shipping industry is characterized in recent years by volatility in freight rates, charter rates and bunker prices, accompanied by significant uncertainties in the global trade (including further implications that might derive from the Covid-19 pandemic). Current market conditions impact positively, as during the first quarter of 2021 freight rates continued to increase, resulting in improved results of the Company.

 

In view of the aforementioned business environment and in order to constantly improve the Group’s results of operations and liquidity position, Management continues to optimize its network by entering into new partnerships and cooperation agreements and by upgrading its customer’s offerings, whilst seeking operational excellence and cost efficiencies. In addition, the Company continues to explore options which may contribute to strengthen its capital and operational structure. In respect of the Company’s initial public offering, completed in February 2021, see Note 5(a).

 

Since January 1, 2021, the Company has entered into multiple agreements for the purchase of containers (mostly new-build units) in an aggregate amount of US$588 million. During the first quarter of 2021, the Company recognized additions in an aggregated cost of US$104 million in respect of delivered containers, out of such purchases.

 

9

 

 

NOTES TO THE CONDENSED CONSOLIDATED UNAUDITED INTERIM FINANCIAL STATEMENTS

 

4 Financial position (Cont’d)

 

In February 2021, the Company entered into a strategic agreement with Seaspan, for the long-term charter of ten 15,000 TEU liquefied natural gas (LNG) dual-fuel container vessels, intended to be delivered between February 2023 and January 2024. Pursuant to the agreement, the Company will charter the vessels for a period of 12 years and has secured an option to later elect a total charter period of 15 years to be applied to all chartered vessels. According to the agreement, the Company expects to incur between US$16 million and US$17 million in annualized charter hire costs per vessel, over the term of the agreement, depending on the charter period elected. The Company was further granted by Seaspan a right of first refusal to purchase the chartered vessels should Seaspan choose to sell them during the charter period and an option to purchase the vessels at the end of the charter term. The Company intends to deploy these vessels on its Asia-US East Coast Trade, as an enhancement to its service on this strategic trade.

 

As at March 31, 2021, the Company complies with its financial covenants. The Company’s liquidity amounts to US$1,189 million (Minimum Liquidity required is US$125 million) - see also Note 12(c) to the 2020 annual financial statements.

 

(b) In accordance with IAS 34 (Interim financial reporting), the Company records its tax expenses based on the estimated annual effective tax rate. In light of its current results (see also Note 4(a)), the Company expects to utilize its carry-forward tax losses and therefore considers utilization of carry-forward tax losses in its estimated annual effective tax rate. The Company’s income tax expenses for the three months ended March 31, 2021 include $34 million of deferred tax expenses, which offset previously recorded deferred tax assets.

 

(c) In March 2021, the Company made an early repayment of US$85 million of its Series 1 notes (Tranche C), in accordance with the related excess cash mechanism (see also Note 12(b) to the 2020 annual financial statements). In April 2021, the Company announced an additional early repayment under such mechanism (which also considered balances during April 2021), in respect of its Series 1 and Series 2 notes (Tranches C and D), in a total amount of US$349 million, to be carried out in June 2021. This payment reflects a full settlement of the outstanding indebtedness related to such notes and will result in the removal of the related provisions and limitations.

 

(d) Following the reporting date, the Company was served with a claim for an alleged patents infringement filed against it in the US. At this preliminary stage, based on the opinion of the Company’s legal advisors, the outcome of this matter cannot be assessed. See also Note 27 to the Company’s 2020 annual financial statements, in respect of contingencies.

 

(e) In May 2021, further to the above-mentioned expected full repayment of Series 1 and Series 2 notes, the Company’s Board of Directors approved a distribution of dividend of approximately US$2.00 per ordinary share (approximately US$238 million, assuming that by the record date, all options to purchase the Company’s ordinary shares that will be exercisable on or before the record date, will be exercised by their respective option holders). The dividend is scheduled to be paid on September 15, 2021, to all holders of ordinary shares on record as at August 25, 2021.

 

5 Capital and reserves

 

(a) Share capital

 

In February 2021, the Company completed its initial public offering (IPO) of 15,000,000 ordinary shares (including shares issued upon the exercise of the underwriters’ option), at an offering price of $15.00 per share, for gross consideration of $225 million ($204 million, after deducting underwriting discounts and commissions and other offering costs). The Company’s ordinary shares began trading on The New York Stock Exchange (the “NYSE”) under the symbol “ZIM” on January 28, 2021.

 

10

 

 

NOTES TO THE CONDENSED CONSOLIDATED UNAUDITED INTERIM FINANCIAL STATEMENTS

 

5 Capital and reserves (cont’d)

 

Further to the approval of the Company’s General meeting in December 2020 and the completion of the Company’s IPO, the Company’s ordinary shares were amended to have no par value, as well as to reflect a share split of 1:10, in the form of issuing benefit shares (nine ordinary shares issued for each existing ordinary share). Accordingly, for earnings per share, these financial statements reflect the abovementioned share split retrospectively, in all presented periods.

 

(b) Share-Based Payment Arrangements

 

During the first quarter of 2021, further to prior approvals of the Company’s Compensation committee, Audit committee and Board of Directors, and concurrently with the consummation of the Company’s initial public offering, the Company granted a senior member of the Company’s Management with options exercisable to its ordinary shares, according to the below terms (which also reflects the above-mentioned share split):

 

Grant date   Instrument terms   Number of
instruments
    Vesting Terms   Contractual
life
January 27, 2021   Each option is exercisable into one ordinary share, at the exercise price per the offering price of $15.00     546,822     25% of the options shall vest upon the first anniversary of the grant date with the remaining options vesting in equal quarterly portions over the following three years period.   5 years

 

Information on fair value measurement

 

The weighted average fair value of the options on grant date was $5.32, measured using the Black & Scholes model, based on the following measurement inputs:

 

Share price on grant date   USD 15.00
Exercise price   USD 15.00
Expected volatility   40.2%
Expected life   5 years  
Expected dividends   0%
Risk-free interest rate   0.46%

 

6 Right-of-use assets

 

    Balance at
March 31,
    Balance at
December 31,
 
    2021     2020     2020  
                   
    US $’000  
Vessels     1,180,642       621,654       826,678  
Containers and handling equipment     485,865       398,502       466,070  
Other tangible assets     44,757       49,145       47,911  
      1,711,264       1,069,301       1,340,659  

 

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NOTES TO THE CONDENSED CONSOLIDATED UNAUDITED INTERIM FINANCIAL STATEMENTS

 

7 Segment information

 

ZIM is managed as one operating unit, generating revenues from operating a global liner service network of container shipping and related services. The Group service lines share the use of its resources and their performance are co-dependent. Accordingly, the chief operating decision maker manages and allocates resources to the entire liner network. As there is no appropriate allocation for the Group’s results, assets and liabilities, these are all attributed to the Group’s sole operating segment.

 

Freight revenues are disaggregated geographically by trade zone, as follows:

 

    Three months ended
March 31,
    Year ended
December 31,
 
    2021     2020     2020  
                   
    US $’000  
Freight Revenues from containerized cargo:                        
Pacific     812,164       314,205       1,860,554  
Cross-Suez     202,514       92,729       392,679  
Atlantic     159,549       152,944       577,443  
Intra-Asia     312,022       86,878       453,127  
Latin America     87,430       49,713       208,374  
      1,573,679       696,469       3,492,177  
Other Revenues (*)     170,656       126,746       499,519  
      1,744,335       823,215       3,991,696  

 

(*) Mainly related to demurrage, value-added services and non-containerized cargo.

 

8 Financial instruments

 

Financial instruments not measured at fair value

 

The carrying amounts of the Group’s financial assets and liabilities, including cash and cash equivalents, trade and other receivables, other investments, trade and other payables and loans and other liabilities, reflect reasonable approximation of their fair value.

 

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NOTES TO THE CONDENSED CONSOLIDATED UNAUDITED INTERIM FINANCIAL STATEMENTS

 

9 Earnings (loss) per share

 

Basic and diluted earnings (loss) per share

 

    Three months ended
March 31,
    Year ended
December 31,
 
    2021     2020     2020  
                   
    US $’000  
Profit (loss) attributable to ordinary shareholders used to calculate basic and diluted earnings (loss) per share     587,599       (13,549 )     517,961  
Weighted average number of ordinary shares used to calculate basic earnings (loss) per share     109,777,778       100,000,000       100,000,000  
Effect of share options     4,730,337               4,530,892  
                         
Weighted average number of ordinary shares used to calculate diluted earnings (loss) per share     114,508,115       100,000,000       104,530,892  

 

For the three months period ended March 31, 2020, options for 4,990,000 ordinary shares were excluded from the diluted weighted average number of ordinary shares calculation, as their effect would have been anti-dilutive.

 

The Company’s ordinary shares began trading on January 28, 2021. Due to the absence of a trading market for the Company’s ordinary shares prior to this date, the fair value of these shares during such period, for purposes of determining the exercise price for options, was determined by Company’s management and approved by the Company’s board of directors.

 

10 Related parties

 

During the first quarter of 2021, the total balance of loans and lease liabilities attributed to related parties, increased by a net amount of US$43 million, mainly due to charter hire of vessels - see also Note 28 to the 2020 annual financial statements.

 

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