-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WUFEZxKV96wF+zo3aedVOdoX5h/84HxhAS/adPq1kBg/kn/PIvo1TYmqdc+C2GBp CRqYRgUiU9NYMamh7rKM7Q== 0001047469-03-027827.txt : 20030815 0001047469-03-027827.hdr.sgml : 20030815 20030815063716 ACCESSION NUMBER: 0001047469-03-027827 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030814 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030815 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SEA CONTAINERS LTD /NY/ CENTRAL INDEX KEY: 0000088095 STANDARD INDUSTRIAL CLASSIFICATION: WATER TRANSPORTATION [4400] IRS NUMBER: 980038412 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07560 FILM NUMBER: 03849416 BUSINESS ADDRESS: STREET 1: 41 CEDAR AVE STREET 2: P O BOX HM 1179 CITY: HAMILTON HM EX BERMU STATE: D0 BUSINESS PHONE: 4412952244 MAIL ADDRESS: STREET 1: 41 CEDAR AVE STREET 2: PO BOX HM 1179 CITY: HAMILTON HM EX BERMU STATE: D0 FORMER COMPANY: FORMER CONFORMED NAME: SEA CONTAINERS ATLANTIC LTD DATE OF NAME CHANGE: 19810817 8-K 1 a2117051z8-k.htm 8-K
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 8-K

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported) August 14, 2003


SEA CONTAINERS LTD.
(Exact name of registrant as specified in its charter)

Bermuda
(State or other jurisdiction of incorporation)

001-07560
(Commission File Number)
  98-0038412
(I.R.S. Employer Identification No.)


41 CEDAR AVENUE
P.O. BOX HM 1179
HAMILTON HMEX, BERMUDA
(Address of principal executive offices) Zip Code

441-295-2244
(Registrant's telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report)





ITEM 7.    Financial Statements, Pro Forma Financial Information and Exhibits

(c)
Exhibits

99
August 14, 2003 news release regarding second quarter 2003 consolidated earnings


ITEM 12.    Results of Operations and Financial Condition

        On August 14, 2003, the registrant announced its consolidated earnings for the second quarter 2003. The news release is attached as an Exhibit to this Current Report and incorporated herein by reference. The information in this Current Report is being furnished to the Commission.

2



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.

    SEA CONTAINERS LTD.

 

 

By:

/s/  
E.S. HETHERINGTON      
Edwin S. Hetherington
Vice President, General Counsel
and Secretary

        Date: August 14, 2003

3



EXHIBIT INDEX

Exhibit Number

  Description

99   News release dated August 14, 2003

4




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SIGNATURES
EXHIBIT INDEX
EX-99 3 a2117051zex-99.htm EX-99
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EXHIBIT 99


[Sea Containers News Release]

 
   
Contact:   William W. Galvin
203 / 618-9800

SEA CONTAINERS ANNOUNCES RESULTS FOR QUARTER AND SIX MONTHS ENDED JUNE 30, 2003; GAIN ON SALE OF FERRY OPERATION TO BE REPORTED IN THIRD QUARTER

        Hamilton, Bermuda, August 14, 2003.    Sea Containers Ltd. (NYSE: SCRA and SCRB, www.seacontainers.com) marine container lessor, passenger and freight transport operator, and leisure industry investor, today announced its results for the second quarter and six months ended June 30, 2003. Net earnings for the quarter were $9.3 million ($0.44 per common share diluted) on revenue of $420 million, compared with net earnings of $16 million ($0.79 per common share diluted) on revenue of $337 million in the year earlier period. For the six months net earnings were a loss of $1 million ($0.05 per common share diluted) on revenue of $771 million, compared with net earnings of $10 million ($0.52 per common share diluted) on revenue of $556 million in the year earlier period.

        Silja, the Baltic ferry operator subsidiary, incurred higher than normal winter losses this year due to exceptionally harsh weather with ice conditions prevailing until the beginning of May. There were also reduced travel during the Iraq conflict and very high fuel prices related to the war. However, Silja's traffic volumes have recovered and it expects to report strong results for the third quarter. Sea Containers issued in June, 2002 2.5 million Class A common shares in part payment for the purchase of the additional shareholding, increasing the average number of common shares outstanding in the first half of 2003 by 8.5%.

        Although the company sold the Isle of Man Steam Packet Company effective June 30, 2003 for a gain of $100 million the Sea Containers' auditors have indicated that this gain should be recognized in the third quarter because the sale contract became binding and the funds were received in July. The company feels that recognizing the gain at June 30, 2003 would be a better presentation of its financial position at that date but this is merely a timing issue and will not affect the results for the year. All benefit of ownership of the Steam Packet Company transferred to the new owners from July 1, 2003.

        For the second quarter, operating profits from other ferry operations were about $1 million down from the prior year due to a variety of factors none of which is significant in its own right. Needless to say, the Iraq conflict rather discouraged travel during the period and exceptionally high fuel prices (the company was 50% hedged at lower prices) didn't help. In New York City SeaStreak leased two new terminal facilities but will not get new vessels to service them for several months. Ferry volumes in the third quarter are satisfactory and the magnificent weather in Europe has eliminated (so far) weather related delays. The reduction in value of the U.K. pound to the European Euro has stimulated travel from the Continent to the U.K. this summer.

        The second quarter profits from rail are slightly down from the year earlier quarter due to less penalty payments from Network Rail.

        The company's marine container leasing business has continued to strengthen with operating profits for the second quarter of $10.8 million compared with $3.8 million in the year earlier period. For the six months operating profits were $20.7 million vs. $12 million in the prior year period. Demand continues strong for new containers placed on long leases. GE SeaCo, the company's joint venture with GE Capital Corporation, placed on lease $83 million of new containers in the first six months of 2003 and approx. $100 million of new containers are on order for delivery in the second half of the year. The seasonal lease of refrigerated containers was better than the year earlier period with

5



14,200 units leased out in the winter of 2002/2003 vs. 13,500 leased out in the winter of 2001/2002. The inability of lessors to accept return of older standard dry cargo containers in low demand locations has caused a modest slackening of demand for such equipment. However, demand for specialized containers such as tanks, swap bodies and flat racks is strong. GE SeaCo is the industry leader in specialized container leasing. The company's depots and factories are performing satisfactorily.

        The company owns 47% of the common shares of Orient-Express Hotels and reports its earnings from this investment on an equity basis. In the second quarter of 2002 the company owned 60% of Orient-Express Hotels. Orient-Express Hotels issued its second quarter and six months results on August 6, 2003 and its earnings press release can be reviewed on its website www.orient-express.com. In its earnings conference call on August 6 Orient-Express Hotels management indicated that tourist train and cruise profits would be substantially down on the prior year because the Iraq war coincided with the main booking period for those products. Hotels account for 80% of the company's profits and they will be stable for the year compared with the year earlier period, assisted by the recent acquisition of the Hotel Ritz in Madrid. Sea Containers still has no present plans to sell its shareholding in Orient-Express Hotels. It believes that 2004 will be unaffected by events such as the Iraq war and SARS and travel will return to more normal patterns which will be reflected in improved earnings for Orient-Express Hotels and hopefully, improved share prices.

        Mr. James B. Sherwood, Chairman, said that had the Steam Packet sale been recorded as a June 30, 2003 event the company would have reported profits of $2.76 per common share diluted for the six months after recognizing $40 million for non-recurring charges. Since this profit will be taken in the third quarter, the company's main earnings period of the year, the total profit for the period will be exceptionally high.

        He said that the company wishes to operate its Dover-Calais fast ferry service on a seasonal basis in the future. It already operates its Newhaven-Dieppe service seasonally and this has proved successful. Consultation with employees on this change in operations will start shortly and until that process is complete no date can be set for the change. Restructuring costs will be included in the $40 million of non-recurring charges.

        Mr. Sherwood said the outlook for the second half year was encouraging, excluding the gain on sale of the Steam Packet Company. All ferry units are enjoying a good peak season, rail volumes are increasing, excellent growth is being experienced in marine container leasing and Orient-Express Hotels should achieve satisfactory results. Debt service costs were $1.7 million less in the first six months of 2003 compared with the same period in 2002, due to lower interest rates and foreign exchange gains. In the second half of 2003 the company will enjoy lower debt service costs due to the retirement of $159 million of 9.5% and 10.5% senior notes on July 1, 2003 achieved largely through gains on asset sales. Sale of most of the company's port interests in Newhaven and Folkestone is expected in the near future.

*            *            *            *             *

This news release contains, in addition to historical information, forward-looking statements that involve risks and uncertainties. These include statements regarding earnings growth, investment and disposal plans and similar matters that are not historical facts. These statements are based on management's current expectations and are subject to a number of uncertainties and risks that could cause actual results to differ materially from those described in the forward-looking statements. Factors that may cause a difference include, but are not limited to, those mentioned in the news release, unknown effects on the transport, leasing and leisure markets in which the company operates of terrorist activity and any police or military response (including the recent Iraqi war and its aftermath), the unknown effects on those markets if a SARS epidemic recurs, varying customer demand and competitive considerations, inability to sustain price increases or to reduce costs, fluctuations in interest rates, currency values and public securities prices, variable fuel prices, variable container prices and container lease and utilization rates, uncertainty of

6


negotiating and completing proposed purchase, sale or capital expenditure transactions, inadequate sources of capital and unacceptability of finance terms, global, regional and industry economic conditions, shifting patterns and levels of world trade and tourism, seasonality and adverse weather conditions, inability of Network Rail to restore, improve and maintain the U.K. rail infrastructure and uncertainty of claims against Network Rail and insurers, and legislative, regulatory and political developments including the uncertainty of extending the GNER rail franchise beyond 2005. Further information regarding these and other factors is included in the filings by the company and Orient-Express Hotels Ltd. with the U.S. Securities and Exchange Commission.

*            *            *            *             *

        Sea Containers Ltd. will conduct a conference call today, August 14, 2003 at 10.00 AM (EDT) which is accessible at 212-346-6430. A re-play of the conference call will be available until 5.00 PM (EDT) Friday, August 22, 2003 and can be accessed by calling 800-633-8284 (International dial-in #: 402-977-9140) and entering reservation number 21155870. A re-play will also be available on the company's website: www.seacontainers.com.

7



SEA CONTAINERS LTD. AND SUBSIDIARIES

SUMMARY OF OPERATING RESULTS (UNAUDITED)

 
  Three months ended June 30,
 
 
  2003
  2002
 
Revenue and other:              
  Ferry operations   $ 216,007,000   $ 143,926,000  
  Rail operations     156,933,000     151,525,000  
  Container operations     35,901,000     27,512,000  
  Investment in Orient-Express Hotels (1)     4,412,000     6,938,000  
  Other     6,718,000     7,504,000  
   
 
 
Total revenue and other (2)   $ 419,971,000   $ 337,405,000  
   
 
 
Earnings/(losses) before net finance costs:              
  Ferry operations:              
    Silja (3) (4)   $ 10,196,000   $ 20,703,000  
    Other     (2,294,000 )   (1,212.000 )
   
 
 
      7,902,000     19,491,000  
   
 
 
  Rail operations     13,759,000     15,787,000  
   
 
 
  Container operations:              
    GE SeaCo (4)     6,628,000     4,336,000  
    Other     4,160,000     (567,000 )
   
 
 
      10,788,000     3,769,000  
   
 
 
  Other, including property, publishing and plantations (5)     835,000     2,608,000  
   
 
 
      33,284,000     41,655,000  
Corporate costs     (3,604,000 )   (3,743,000 )
   
 
 
Total earnings before net finance costs (6)     29,680,000     37,912,000  
Net finance costs (4)     (22,731,000 )   (26,551,000 )
   
 
 
Earnings before minority interest and income taxes (7)     6,949,000     11,361,000  
Minority interest (8)         (2,333,000 )
Provision for/(benefit from) income taxes (9)     1,767,000     (303,000 )
   
 
 
Net earnings (10)     5,182,000     9,331,000  
Investment in Orient-Express Hotels (1)     4,412,000     6,938,000  
Preferred share dividends     (272,000 )   (272,000 )
   
 
 
Net earnings on class A and class B common shares   $ 9,322,000   $ 15,997,000  
   
 
 
Net earnings per class A and class B common share:              
Basic and diluted   $ 0.44   $ 0.79  
   
 
 
Weighted average number of class A and B common shares:              
  Basic     21,020,360     20,192,917  
   
 
 
  Diluted     21,573,677     20,699,731  
   
 
 

        The Isle of Man Steam Packet Company sale was as of June 30, 2003 but will be reported in the third quarter. The sale gain amounted to $100m and will be reported, net of non-recurring charges of $40m.

8



        The Notes appearing above are set forth in the following pages. Many of these reconcile the data to the Form 10-Q report of Sea Containers Ltd. (SCL) for the quarter ended June 30, 2003 pursuant to SEC Regulation G.


Notes to the three months summary of operating results

(1)
SCL's economic interest in Orient-Express Hotels Ltd. (OEH) dropped below 50% to approximately 47% on November 14, 2002. Subsequent to that date, SCL's investment in OEH has been accounted for under the equity method. As such, SCL's profit/(loss) on this investment has been shown as a separate item and the previous year's amounts are presented on the same basis. Data presented for leisure operations for the three months ended June 30, 2002 were as follows (dollars in 000s):

  Revenue   $ 79,094  
     
 
  Earnings before net finance costs   $ 17,901  
  Net finance costs     (4,544 )
     
 
  Earnings before income taxes     13,357  
  Provision for income taxes     (1,793 )
     
 
  Net earnings     11,564  
  Minority interest     (4,626 )
     
 
  SCL's share reported above   $ 6,938  
     
 
(2)
See tabular reconciliation of Total revenue and other to SCL's Form 10Q below:

            Revenue and other:

 
 
  2003
  2002
 
 
 
  (dollars in 000s)

 
  As per Form 10-Q   $ 419,971   $ 409,561  
  Less revenue related to OEH (1)         (79,094 )
  Plus SCL's share of earnings related to OEH (1)         6,938  
     
 
 
  Total revenue and other   $ 419,971   $ 337,405  
     
 
 
(3)
Includes 50% of Silja for the month of April 2002 but 100% for May and June 2002 and for 2003. A majority shareholding was acquired on May 1, 2002 and Silja has been 100% consolidated from that date.

(4)
Includes SCL's share of interest charged in the GE SeaCo operations of $1,392,000 (2002—$1,127,000). SCL's share of Silja's interest in 2002 prior to consolidation of $967,000 is also included. These amounts are included in earnings/(losses) before net finance costs of GE SeaCo and Silja. See tabular reconciliation of Net finance costs to SCL's Form 10Q below:

9


            Net finance costs:

 
 
  2003
  2002
 
 
 
  (dollars in 000s)

 
  As per Form 10-Q   $ (21,339 ) $ (29,001 )
  Less net finance costs related to OEH (1)         4,544  
  Plus net finance costs related to GE SeaCo     (1,392 )   (1,127 )
  Plus net finance costs related to Silja         (967 )
     
 
 
  Net finance costs   $ (22,731 ) $ (26,551 )
     
 
 
(5)
Includes gain in 2002 of $2,225,000 on the sale by SCL of shares in Orient-Express Hotels.

(6)
See tabular reconciliation of Total earnings before net finance costs to SCL's Form 10Q below:

            Earnings before net finance costs:

 
 
  2003
  2002
 
 
 
  (dollars in 000s)

 
  As per Form 10-Q   $ 32,700   $ 53,719  
  Less earnings before net finance costs related to OEH (1)     (4,412 )   (17,901 )
  Plus SCL's 50% share of GE SeaCo's net finance costs (4)     1,392     1,127  
  Plus SCL's 50% share of Silja's net finance costs (4)         967  
     
 
 
  Total earnings before net finance costs   $ 29,680   $ 37,912  
     
 
 
(7)
See tabular reconciliation of Earnings before minority interest and income taxes to SCL's Form 10Q below:

            Earnings before minority interest and income taxes:

 
 
  2003
  2002
 
 
 
  (dollars in 000s)

 
  As per Form 10-Q   $ 11,361   $ 24,718  
  Less earnings before minority interest and income taxes related to OEH (1)     (4,412 )   (13,357 )
     
 
 
  Earnings before minority interest and income taxes   $ 6,949   $ 11,361  
     
 
 
(8)
See tabular reconciliation of Minority interest to SCL's Form 10Q below:

            Minority interest:

 
 
  2003
  2002
 
 
 
  (dollars in 000s)

 
  As per Form 10-Q   $   $ (6,959 )
  Less minority interest related to OEH (1)         4,626  
     
 
 
  Minority interest   $   $ (2,333 )
     
 
 
(9)
See tabular reconciliation of Provision for/(benefit from) income taxes to SCL's Form 10Q below:

10


            Provision for/(benefit from) income taxes:

 
 
  2003
  2002
 
 
 
  (dollars in 000s)

 
  As per Form 10-Q   $ 1,767   $ 1,490  
  Less provision for income taxes related to OEH (1)         (1,793 )
     
 
 
  Provision for/(benefit from) income taxes   $ 1,767   $ (303 )
     
 
 
(10)
See tabular reconciliation of Net earnings to SCL's Form 10Q below:

            Net earnings:

 
 
  2003
  2002
 
 
 
  (dollars in 000s)

 
  As per Form 10-Q   $ 9,594   $ 16,269  
  Less net earnings related to OEH (1)     (4,412 )   (6,938 )
     
 
 
  Net earnings   $ 5,182   $ 9,331  
     
 
 
(11)
See tabular reconciliation of earnings before interest, tax, depreciation and amortization (EBITDA) to Earnings before net finance costs in SCL's Form 10Q below:

            EBITDA:

 
 
  2003
  2002
 
 
 
  (dollars in 000s)

 
  Earnings before net finance costs as per Form 10-Q   $ 32,700   $ 53,719  
  Plus depreciation and amortization     28,054     29,891  
     
 
 
  EBITDA     60,754     83,610  
  Pro forma adjustment to exclude effect of OEH     (4,412 )   (22,806 )
     
 
 
  EBITDA as adjusted to exclude OEH   $ 56,342   $ 60,804  
     
 
 

11



SEA CONTAINERS LTD. AND SUBSIDIARIES

SUMMARY OF OPERATING RESULTS (UNAUDITED)

 
  Six months ended June 30,
 
 
  2003
  2002
 
Revenue and other:              
  Ferry operations   $ 357,811,000   $ 171,819,000  
  Rail operations     329,583,000     299,754,000  
  Container operations     68,807,000     60,835,000  
  Investment in Orient-Express Hotels (1)     3,186,000     7,206,000  
  Other     11,992,000     16,066,000  
   
 
 
Total revenue and other (2)   $ 771,379,000   $ 555,680,000  
   
 
 
Earnings/(losses) before net finance costs:              
  Ferry operations:              
    Silja (3) (4)   $ 3,381,000   $ 22,680,000  
    Other     (8,113,000 )   (6,215,000 )
   
 
 
      (4,732,000 )   16,465,000  
   
 
 
  Rail operations     34,462,000     24,890,000  
   
 
 
  Container operations:              
    GE SeaCo (4)     12,320,000     8,852,000  
    Other     8,359,000     3,113,000  
   
 
 
      20,679,000     11,965,000  
   
 
 
  Other, including property, publishing and plantations (5)     1,008,000     6,830,000  
   
 
 
      51,417,000     60,150,000  
Corporate costs     (7,692,000 )   (7,248,000 )
   
 
 
Total earnings before net finance costs (6)     43,725,000     52,902,000  
Net finance costs (4)     (50,641,000 )   (52,364,000 )
   
 
 
(Losses)/earnings before minority interest and income taxes (7)     (6,916,000 )   538,000  
Minority interest (8)         (2,333,000 )
Benefit from income taxes (9)     (3,268,000 )   (5,148,000 )
   
 
 
Net (losses)/earnings (10)     (3,648,000 )   3,353,000  
Investment in Orient-Express Hotels (1)     3,186,000     7,206,000  
Preferred share dividends     (544,000 )   (544,000 )
   
 
 
Net (losses)/earnings on class A and class B common shares   $ (1,006,000 ) $ 10,015,000  
   
 
 
Net (losses)/earnings per class A and class B common share:              
  Basic and diluted   $ (0.05 ) $ 0.52  
   
 
 
Weighted average number of class A and B common shares:              
  Basic     21,020,108     19,367,727  
   
 
 
  Diluted     21,546,346     19,871,642  
   
 
 

        The Notes appearing above are set forth in the following pages. Many of these reconcile the data to SCL's Form 10-Q report for the six months ended June 30, 2003 pursuant to SEC Regulation G.

12




Notes to the six months summary of operating results

(1)
SCL's economic interest in Orient-Express Hotels Ltd. (OEH) dropped below 50% to approximately 47% on November 14, 2002. Subsequent to that date, SCL's investment in OEH has been accounted for under the equity method. As such, SCL's profit/(loss) on this investment has been shown as a separate item and the previous year's amounts are presented on the same basis. Data presented for leisure operations for the six months ended June 30, 2002 were as follows (dollars in 000s):

  Revenue   $ 132,764  
     
 
  Earnings before net finance costs   $ 23,236  
  Net finance costs     (9,367 )
     
 
  Earnings before income taxes     13,869  
  Provision for income taxes     (1,865 )
     
 
  Net earnings     12,004  
  Minority interest     (4,798 )
     
 
  SCL's share reported above   $ 7,206  
     
 
(2)
See tabular reconciliation of Total revenue and other to SCL's Form 10Q below:

            Revenue and other:

 
 
  2003
  2002
 
 
 
  (dollars in 000s)

 
  As per Form 10-Q   $ 771,379   $ 681,238  
  Less revenue related to OEH (1)         (132,764 )
  Plus SCL's share of earnings related to OEH (1)         7,206  
     
 
 
  Total revenue and other   $ 771,379   $ 555,680  
     
 
 
(3)
Includes 50% of Silja for the four months to April 2002 but 100% for May and June 2002 and for 2003. A majority shareholding was acquired on May 1, 2002 and Silja has been 100% consolidated from that date.

(4)
Includes SCL's share of interest charged in the GE SeaCo operations of $2,717,000 (2002—$2,185,000). SCL's share of Silja's interest in 2002 prior to consolidation of $3,202,000 is also included. These amounts are included in earnings/(losses) before net finance costs of GE SeaCo and Silja. See tabular reconciliation of Net finance costs to SCL's Form 10Q below:

            Net finance costs:

 
 
  2003
  2002
 
 
 
  (dollars in 000s)

 
  As per Form 10-Q   $ (47,924 ) $ (56,344 )
  Less net finance costs related to OEH (1)         9,367  
  Plus net finance costs related to GE SeaCo     (2,717 )   (2,185 )
  Plus net finance costs related to Silja         (3,202 )
     
 
 
  Net finance costs   $ (50,641 ) $ (52,364 )
     
 
 

13


(5)
Includes gain in 2002 of $6,318,000 on the sale by SCL of shares in Orient-Express Hotels.

(6)
See tabular reconciliation of Total earnings before net finance costs to SCL's Form 10Q below:

            Earnings before net finance costs:

 
 
  2003
  2002
 
 
 
  (dollars in 000s)

 
  As per Form 10-Q   $ 44,194   $ 70,751  
  Less earnings before net finance costs related to OEH (1)     (3,186 )   (23,236 )
  Plus SCL's 50% share of GE SeaCo's net finance costs (4)     2,717     2,185  
  Plus SCL's 50% share of Silja's net finance costs (4)         3,202  
     
 
 
  Total earnings before net finance costs   $ 43,725   $ 52,902  
     
 
 
(7)
See tabular reconciliation of (Losses)/earnings before minority interest and income taxes to SCL's Form 10Q below:-

            (Losses)/earnings before minority interest and income taxes:

 
 
  2003
  2002
 
 
 
  (dollars in 000s)

 
  As per Form 10-Q   $ (3,730 ) $ 14,407  
  Less earnings before minority interest and income taxes related to OEH (1)     (3,186 )   (13,869 )
     
 
 
  (Losses)/earnings before minority interest and income taxes   $ (6,916 ) $ 538  
     
 
 
(8)
See tabular reconciliation of Minority interest to SCL's Form 10Q below:

            Minority interest:

 
 
  2003
  2002
 
 
 
  (dollars in 000s)

 
  As per Form 10-Q   $   $ (7,131 )
  Less minority interest related to OEH (1)         4,798  
     
 
 
  Minority interest   $   $ (2,333 )
     
 
 
(9)
See tabular reconciliation of Benefit from income taxes to SCL's Form 10Q below:

            Benefit from income taxes:

 
 
  2003
  2002
 
 
 
  (dollars in 000s)

 
  As per Form 10-Q   $ (3,268 ) $ (3,283 )
  Less provision for income taxes related to OEH (1)         (1,865 )
     
 
 
  Benefit from income taxes   $ (3,268 ) $ (5,148 )
     
 
 
(10)
See tabular reconciliation of Net (losses)/earnings to SCL's Form 10Q below:

14


            Net (losses)/earnings:

 
 
  2003
  2002
 
 
 
  (dollars in 000s)

 
  As per Form 10-Q   $ (462 ) $ 10,559  
  Less net earnings related to OEH (1)     (3,186 )   (7,206 )
     
 
 
  Net (losses)/earnings   $ (3,648 ) $ 3,353  
     
 
 
(11)
See tabular reconciliation of earnings before interest, tax, depreciation and amortization (EBITDA) to Earnings before net finance costs in SCL's Form 10Q below:

            EBITDA:

 
 
  2003
  2002
 
 
 
  (dollars in 000s)

 
  Earnings before net finance costs as per Form 10-Q   $ 44,194   $ 70,751  
  Plus depreciation and amortization     56,687     54,473  
     
 
 
  EBITDA     100,881     125,224  
  Pro forma adjustment to exclude effect of OEH     (3,186 )   (32,486 )
     
 
 
  EBITDA as adjusted to exclude OEH   $ 97,695   $ 92,738  
     
 
 

15



SEA CONTAINERS LTD. AND SUBSIDIARIES

CONSOLIDATED AND CONDENSED BALANCE SHEETS (UNAUDITED)

 
  June 30,
2003

  December 31,
2002

 
Cash   $ 127,694,000   $ 218,022,000  
Receivables     284,021,000     223,740,000  
Assets held for sale     109,056,000      
Containers and ships, net book value     1,641,926,000     1,659,996,000  
Real estate and other fixed assets, net book value     158,528,000     181,478,000  
Assets under capital leases, net book value     13,919,000     15,574,000  
Inventories     45,636,000     46,061,000  
Investments     301,227,000     288,570,000  
Other assets     154,675,000     163,393,000  
   
 
 
    $ 2,836,682,000   $ 2,796,834,000  
   
 
 
Accounts payable   $ 417,836,000   $ 413,168,000  
Liabilities related to assets held for sale     13,212,000      
Liabilities with respect to containers and ships     1,002,336,000     987,207,000  
Bank loans with respect to real estate and other fixed assets     266,790,000     264,036,000  
Obligations under capital leases     10,534,000     11,763,000  
Senior notes     422,879,000     422,783,000  
Senior subordinated debentures     98,589,000     98,485,000  
Minority interests and deferred revenue     22,360,000     12,560,000  
Redeemable preferred shares     15,000,000     15,000,000  
Shareholders' equity     958,407,000     963,093,000  
Class B common shares with voting rights owned by a subsidiary     (391,261,000 )   (391,261,000 )
   
 
 
    $ 2,836,682,000   $ 2,796,834,000  
   
 
 

16




QuickLinks

[Sea Containers News Release]
SEA CONTAINERS LTD. AND SUBSIDIARIES SUMMARY OF OPERATING RESULTS (UNAUDITED)
SEA CONTAINERS LTD. AND SUBSIDIARIES SUMMARY OF OPERATING RESULTS (UNAUDITED)
SEA CONTAINERS LTD. AND SUBSIDIARIES CONSOLIDATED AND CONDENSED BALANCE SHEETS (UNAUDITED)
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