LONDON, Oct. 26, 2001 (PRIMEZONE) -- Stolt-Nielsen S.A. (Nasdaq:SNSA) (Oslo Stock Exchange:SNI) today announced that it has restated its results for the first quarter and full year of fiscal 2000. This restatement reclassifies the reported first quarter 2000 non-recurring, non-operating, non-cash gain of $32.5 million from retained earnings to paid in surplus in the consolidated balance sheet and eliminates it from the consolidated statement of income. The $32.5 million gain resulted from the issuance of shares of Stolt Offshore S.A. (SOSA), a consolidated subsidiary of SNSA, as partial consideration for the acquisition of ETPM S.A. and formation of the NKT Flexibles I/S joint venture. As a consequence, the first quarter and full year 2000 results have been adjusted to net losses of $2.5 million and $12.4 million, respectively, with corresponding net losses per share of $0.05 and $0.23. There was no impact on SNSA's total consolidated shareholders' equity, reported assets, liabilities, net operating revenue, income from operations, net loss before non-recurring items, cash flows, or compliance with debt covenants. There was also no impact on SOSA's reported 2000 financial statements. Restated SNSA condensed consolidated balance sheets and statements of income for the quarter ended February 29, 2000 and the year ended November 30, 2000 are attached.
SNSA has filed with the U.S. SEC an amendment to its Form 20-F for the year ended November 30, 2000 and has filed a revised 2000 Annual Report on Form 6-K. A copy of the full restated financial statements is also available on www.stolt-nielsen.com.
SEC Staff Accounting Bulletins 51 and 84 ("SAB") gives guidance to companies on how to establish a policy for accounting for sales of stock of subsidiaries, as either direct adjustments to equity or as gains or losses through the income statement. After review by its outside auditors, Arthur Andersen, SNSA established a policy of recognizing gains and losses on sales of subsidiary stock through its income statement. This policy was followed by SNSA when shares in SOSA were sold in public offerings in 1993 and 1997.
SOSA's issuance of shares in early fiscal 2000 for the ETPM S.A. and NKT Flexibles I/S transactions included certain share price guarantees by SOSA. At the time, SNSA consulted with its outside auditors concerning the proper application of the guidance in the SAB for these transactions and determined that, consistent with its established accounting policy, the gain should be recorded through the income statement in 2000.
SNSA and Arthur Andersen have now performed additional research with respect to the accounting implications of a potential settlement of the share price guarantees by SOSA for the ETPM S.A. and NKT Flexibles I/S transactions. As a result of this further review, it was determined that the $32.5 million should not have been recognized in the income statement in 2000 because of the uncertain nature of the gain and that the proper course of action would be for SNSA to restate its earnings for the first quarter and full year of the fiscal year ended November 30, 2000 to eliminate income statement recognition of this gain, and to recognize the impact of the issuance of SOSA shares in the aforementioned transactions as a direct increase to paid-in surplus.
The SNSA financial tables can be viewed at the following link: http://reports.huginonline.com/838043/95842.pdf.
Stolt-Nielsen S.A. is one of the world's leading providers of transportation services for bulk liquid chemicals, edible oils, acids and other specialty liquids. The Company, through its parcel tanker, tank container, terminal, rail and barge services, provides integrated transportation for its customers. The Company also owns 53 percent of Stolt Offshore S.A. (Nasdaq:SOSA) (Oslo Stock Exchange:STO), which is a leading offshore contractor to the oil and gas industry. Stolt Offshore specializes in providing technologically sophisticated offshore and subsea engineering, flowline and pipeline lay, construction, inspection and maintenance services. Stolt Sea Farm, wholly-owned by the Company, produces and markets high quality Atlantic salmon, salmon trout, turbot, halibut, sturgeon, caviar, Bluefin tuna and tilapia.
This news release contains forward-looking statements as defined in the U.S. Private Securities Litigation Reform Act of 1995. Actual future results and trends could differ materially from those set forth in such statements due to various factors. Additional information concerning these factors is contained from time to time in the Company's U.S. SEC filings, including but not limited to the Company's report on Form 20-F for the year ended November 30, 2000. Copies of these filings may be obtained by contacting the Company or the U.S. SEC.