6-K

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 November, 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 November 17, 2021, ZIM Integrated Shipping Services Ltd. (the “Company”) issued a press release announcing its consolidated results for the three months and nine months ended on September 30, 2021. A copy of this press release and the Company’s condensed consolidated unaudited interim financial statements for the period ended on September 30, 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: November 17, 2021

EXHIBIT INDEX

EXHIBIT NO.	DESCRIPTION
99.1	Press Release dated November 17, 2021
99.2	Condensed consolidated unaudited interim financial statements for the period ended on September 30, 2021

EX-99.1

Exhibit 99.1

ZIM Reports Record Financial Results for the
Third Quarter of 2021

Generated Highest Ever Quarterly Net Income of $1.46 Billion and
Adjusted EBITDA¹ of $2.08 Billion

Transitioned to Quarterly Dividend Payout, Declared Q3 2021 Dividend of $2.50 per Share, Representing Approx. 20% of Quarterly Net Income; 30-50% of Total 2021 Net Income Expected to be Distributed in 2022

Significantly Increased 2021 Guidance to Between $6.2 Billion and $6.4 Billion of Adjusted EBITDA and Between $5.4 Billion to $5.6 Billion of Adjusted EBIT²

Q3 2021 Carried Volume Increased 16% Year Over Year, Significantly Higher than Market Growth

Haifa, Israel, November 17, 2021 – ZIM Integrated Shipping Services Ltd. (NYSE: ZIM), a global container liner shipping company, announced today its consolidated results for the three and nine months ended September 30, 2021.

Third Quarter 2021 Highlights

· Net income for the third quarter of 2021 was $1.46 billion or $12.16 per diluted share³, compared to $144 million or $1.36 per diluted share in the third quarter of 2020, a year-over-year increase of 913% and 794%, respectively.

¹ See disclosure regarding “Use of Non-IFRS Financial Measures” below.

² See disclosure regarding “Use of Non-IFRS Measures in the Company’s 2021 Guidance” below.

³ Earnings per share calculation for all periods reflect a share split of 1:10 that became effective in 2021. The number of outstanding shares as of September 30, 2021, was 118,588,188.

· Adjusted EBITDA for the third quarter of 2021 was $2.08 billion, compared to $262 million in the third quarter of 2020, a year-over-year increase of 693%

· Operating income (EBIT) for the third quarter of 2021 was $1.86 billion, compared to $189 million in the third quarter of 2020, a year-over-year increase of 884%. Reconciliation items between operating income (EBIT) and Adjusted EBIT in the third quarter of 2021 were negligible

· Revenues for the third quarter of 2021 were $3.14 billion, compared to $1.01 billion in the third quarter of 2020, a year-over-year increase of 210%

· ZIM carried 884 thousand TEUs in the third quarter of 2021, a year-over-year increase of 16%

· The average freight rate per TEU in the third quarter of 2021 was $3,226, a year-over-year increase of 174%

· Net leverage ratio¹ of 0.0x at September 30, 2021, compared to 1.2x at December 31, 2020

· Declared a transition to interim quarterly dividend payout of approximately 20% of quarterly net income, with the fourth quarter dividend payout to total 30-50% of the annual net income, including the interim quarterly dividends; declared approximately $296 million, or $2.50 per share Q3 dividend (representing approximately 20% of Q3 2021 net income) to be paid on December 27, 2021

· Announced the strategic long-term chartering agreement and option exercise with Seaspan for a total of 15 x 7,000 TEU LNG-fueled vessels, further demonstrating ZIM's commitment to reducing its carbon footprint

· During the third quarter of 2021 and subsequent to quarter end, ZIM purchased eight (8) second-hand vessels for total consideration of approximately $355 million

Eli Glickman, ZIM President & CEO, stated, “We are very proud of ZIM’s significant accomplishments since our IPO earlier this year. The company’s continued outstanding performance is a direct result of our team’s strong execution and success proactively capitalizing on both the highly attractive market and our differentiated approach. The exceptional results we generated in the third quarter, reflect our highest ever quarterly revenues, adjusted EBITDA, net profit and operating cash flow. Importantly, we have once again delivered industry-leading margins, outperforming the sector’s average.”

 

Mr. Glickman added, “During a time when we have posted record quarterly results, we are pleased to further allocate capital to enhance our commercial prospects and unlock shareholder value. Complementing our success securing our operating fleet and equipment to best serve our customers, we have distributed a $2.00 per share special dividend in September 2021 and we are now transitioning to paying quarterly dividends to provide shareholders with an immediate and more frequent return. Accordingly, we will be paying in December 2021 a $2.50 per share interim dividend for the third quarter, representing approximately 20% of quarterly net income. Based on our expectation to distribute 30-50% of 2021 net income, we are poised to return significant capital to shareholders in 2022.”

Mr. Glickman concluded, “Reflecting ZIM’s strong outlook and extremely positive container liner market fundamentals, we have once again raised our full-year 2021 guidance. As an innovative digital leader of seaborn transportation and logistics services, we are well positioned for the future. Going forward, our unrelenting focus remains on further executing our global-niche strategy to achieve superior long-term profitability, while maintaining significant fleet flexibility, promoting our ESG values as we provide a best-in-class customer experience and taking advantage of compelling growth opportunities.”

Summary of Key Financial and Operational Results

	Q3’21		Q3’20		9M’21		9M’20
Carried volume (K-TEUs)		884		762		2,623		2,042
Average freight rate ($/TEU)		3,226		1,176		2,510		1,116
Revenue ($ in millions)		3,136		1,013		7,262		2,631
Operating income (EBIT) ($ in millions)		1,859		189		3,700		283
Profit before income tax ($ in millions)		1,821		148		3,577		169
Net income ($ in millions)		1,463		144		2,941		158
Adjusted EBITDA ($ in millions)		2,080		262		4,236		504
Adjusted EBIT ($ in millions)		1,859		189		3,706		289
Adjusted EBITDA margin (%)		66		26		58		19
Adjusted EBIT margin (%)		59		19		51		11
Net cash generated from operating activities ($ in millions)		2,008		245		3,966		466
Earnings per share (fully diluted) ($)		12.16		1.36		24.79		1.47
Free cash flow1 ($ in millions)		1,720		237		3,216		454
						Sept 21		Dec 20
Net debt1 ($ in millions)						22		1,236

 

Financial and Operating Results for the Third Quarter Ended September 30, 2021

Total revenues were $3.14 billion for the third quarter of 2021, compared to $1.01 billion for the third quarter of 2020, primarily driven by an increase in revenues from containerized cargo, reflecting increases in freight rates as well as in carried volume.

Operating income (EBIT) for the third quarter of 2021 was $1.86 billion, compared to $189 million for the third quarter of 2020. Operating margin for the third quarter of 2021 was 59%, compared to 19% in the third quarter of 2020.

Net income for the third quarter of 2021 was $1.46 billion, compared to $144 million for the third quarter of 2020. Net income for the third quarter of 2021 included a tax expense of $358 million.

Adjusted EBITDA was $2.08 billion for the third quarter of 2021, compared to $262 million for the third quarter of 2020. Adjusted EBIT was $1.86 billion for the third quarter of 2021, compared to $189 million for the third quarter of 2020. Adjusted EBITDA and Adjusted EBIT margins for the third quarter of 2021 were 66% and 59%, respectively. This compares to 26% and 19% for the third quarter of 2020, respectively.

Net cash generated from operating activities was $2.01 billion for the third quarter of 2021, compared to $245 million for the third quarter of 2020.

 

ZIM carried 884 thousand TEUs during the third quarter of 2021, compared to 762 thousand TEUs in the third quarter of 2020. The average freight rate per TEU was $3,226 for the third quarter of 2021, compared to $ 1,176 for the third quarter of 2020.

Financial and Operating Results for the Nine Months Ended September 30, 2021

Total revenues were $7.26 billion for the first nine months of 2021, compared to $2.63 billion for the first nine months of 2020, primarily driven by an increase in revenues from containerized cargo, reflecting increases in freight rates as well as in carried volume.

Operating income (EBIT) for the first nine months of 2021 was $3.70 billion, compared to $283 million for the first nine months of 2020. Operating margin for the first nine months of 2021 was 51%, compared to 11% in the first nine months of 2020.

Net income for the first nine months of 2021 was $2.94 billion, compared to $158 million for the first nine months of 2020. Net income for the nine months of 2021 included a tax expense of $636 million.

Adjusted EBITDA was $4.24 billion for the first nine months of 2021, compared to $504 million for the first nine months of 2020. Adjusted EBIT was $3.71 billion for the first nine months of 2021, compared to $289 million for the first nine months of 2020. Adjusted EBITDA and Adjusted EBIT margins for the first nine months of 2021 were 58% and 51%, respectively. This compares to 19% and 11% for the first nine months of 2020, respectively.

Net cash generated from operating activities was $3.97 billion for the first nine months of 2021, compared to $466 million for the first nine months of 2020.

ZIM carried 2,623 thousand TEUs during the first nine months of 2021, compared to 2,042 thousand TEUs in the first nine months of 2020. The average freight rate per TEU was $2,510 for the first nine months of 2021, compared to $1,116 for the first nine months of 2020.

 

Liquidity and Cash Flows

ZIM’s total cash position (which includes cash and cash equivalents and investments in bank deposits and other investment instruments) increased by $2.18 billion from $572 million as of December 31, 2020 to $2.76 billion at September 30, 2021. Capital expenditures, net totaled $288 million for the third quarter of 2021, compared to $8 million for the third quarter of 2020. Net debt decreased by $1.21 billion from $1.24 billion as of December 31, 2020 to $22 million as of September 30, 2021. ZIM’s net leverage ratio as of September 30, 2021 was 0.0x, compared to 1.2x as of December 31, 2020.

Dividend Policy

Commencing from the third quarter of 2021, the Company intends to distribute a dividend to its shareholders on a quarterly rather than on an annual basis. The quarterly dividend will be paid at a rate of approximately 20% of the net income derived during such fiscal quarter. The dividend payable on the fourth quarter of the fiscal year is expected to be at such rate that the cumulative annual dividend amount to be distributed by the Company (including the interim dividends) will total 30-50% of the annual net income (including in respect to 2021). All future dividends are subject to the Company’s Board discretion and to the restrictions provided by Israeli law. 

In accordance with the new dividend policy, the Company’s Board of Directors declared a cash dividend of approximately $296 million, or $2.50 per ordinary share, reflecting approximately 20% of Q3 2021 net income, to be paid on December 27, 2021, to holders of the ordinary shares as of December 16, 2021. 

Long-Term Chartering Agreements

In July 2021, the Company announced a second strategic agreement with Seaspan Corporation for the long-term charter of ten 7,000 TEU liquefied natural gas (LNG) dual-fuel container vessels. Subsequently, in September, the Company announced the exercise of its option to long-term charter five additional 7,000 TEU LNG dual-fuel container vessels from Seaspan, so that the total number of vessels to be chartered under this agreement is fifteen (15). These 15 vessels are intended to be deployed across ZIM’s various global trades. ZIM first strategic agreement with  Seaspan was announced in February 2021, under which the Company entered into a long-term charter agreement for ten 15,000 TEU LNG dual-fuel container vessels, intended to serve on its Asia to US East Coast trade.

 

Second-hand Vessel Purchases

During the third quarter of 2021 and subsequent to quarter end, the Company purchased eight (8) second-hand vessels (built between 2007-2010) in a number of separate transactions. The vessels purchased include five 4,250 TEU vessels, one 2,553 TEU vessel and two 1,100 TEU vessels for a total consideration of approximately $355 million.

Updated Full-Year 2021 Guidance

The Company increased its full-year guidance and expects to generate in 2021 Adjusted EBITDA of between $6.2 billion and $6.4 billion and Adjusted EBIT of between $5.4 billion to $5.6 billion.

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

The Company only provides guidance on a non-IFRS basis. The Company does not provide a reconciliation of forward-looking Adjusted EBITDA or Adjusted EBIT to IFRS measures, due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, in particular because such reconciling items used to calculate projected net income (loss) may vary dramatically based on actual events. The Company is not able to forecast on a IFRS basis with reasonable certainty all reconciliation items needed in order to provide a IFRS calculation of projected net income (loss) or EBIT at this time. The amount of these reconciliation items can vary and may be material and, therefore, could result in projected IFRS measures being materially different than projected Adjusted EBITDA or Adjusted EBIT.

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 +44-1-212-818-004. 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 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 as well as its intended dividend policy. 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 that 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 impairment of assets, non-cash charter hire expenses, capital gains (losses) beyond the ordinary course of business and expenses related to legal contingencies.

Free cash flow is a non-IFRS financial measure which we define as net cash generated from operating activities minus capital expenditures, net.

Net debt is a non-IFRS financial measure which we define as face value of short- and long-term debt, minus cash and cash equivalents, bank deposits and other investment instruments.

Net leverage ratio is a non-IFRS financial measure which we define net debt (see above) divided by Adjusted EBITDA of the last twelve-month period.

 

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)

	September 30					December 31
	2021		2020			2020
Assets
Vessels		2,280,881		732,654			948,004
Containers and handling equipment		1,258,270		486,497			520,887
Other tangible assets		66,428		70,858			67,133
Intangible assets		68,416		63,963			66,465
Investments in associates		13,349		8,843			8,441
Other investments		5,567		4,866			4,888
Trade and other receivables		6,463		4,883			5,293
Deferred tax assets		1,491		1,151			1,502
Total non-current assets		3,700,865		1,373,715			1,622,613
Assets classified as held for sale				8,663
Inventories		107,293		47,352			52,237
Trade and other receivables		1,234,209		358,200			520,001
Other investments		345,074		58,947			58,976
Cash and cash equivalents		2,454,997		350,285			570,414
Total current assets		4,141,573		823,447			1,201,628
Total assets		7,842,438		2,197,162			2,824,241
Equity
Share capital and reserves		1,994,230		1,787,285			1,790,794
Retained earnings (deficit)		1,174,499		(1,887,918	)		(1,523,528	)
Equity attributable to owners of the Company		3,168,729		(100,633	)		267,266
Non-controlling interests		6,606		5,539			7,189
Total equity		3,175,335		(95,094	)		274,455
Liabilities
Lease liabilities		1,766,247		700,678			811,840
Loans and other liabilities		126,346		554,184			519,471
Employee benefits		63,612		61,150			66,626
Deferred tax liabilities		85,947		325			339
Total non-current liabilities		2,042,152		1,316,337			1,398,276
Trade and other payables		1,052,310		396,657			398,876
Provisions		29,044		17,284			21,420
Contract liabilities		636,001		169,610			230,469
Lease liabilities		777,304		258,062			362,176
Loans and other liabilities		130,292		134,306			138,569
Total current liabilities		2,624,951		975,919			1,151,510
Total liabilities		4,667,103		2,292,256			2,549,786
Total equity and liabilities		7,842,438		2,197,162			2,824,241

 

CONSOLIDATED INCOME STATEMENTS

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

	Nine months ended September 30,						Three months ended September 30,						Year ended December 31,
	2021			2020			2021			2020			2020
Income from voyages and related services		7,262,304			2,630,850			3,135,958			1,012,505			3,991,696
Cost of voyages and related services
Operating expenses and cost of services		(2,876,906	)		(2,038,970	)		(1,007,365	)		(716,757	)		(2,835,112	)
Depreciation		(513,907	)		(204,322	)		(215,172	)		(68,511	)		(291,559	)
Gross profit		3,871,491			387,558			1,913,421			227,237			865,025
Other operating income		9,519			8,019			5,354			2,507			12,621
Other operating expenses		(714	)		(642	)		(255	)		1,064			4,272
General and administrative expenses		(183,910	)		(114,760	)		(60,375	)		(42,721	)		(163,210	)
Share of profit of associates		3,123			2,375			842			720			3,341
Results from operating activities		3,699,509			282,550			1,858,987			188,807			722,049
Finance income		9,082			1,379			3,383			(351	)		8,103
Finance expenses		(131,648	)		(114,933	)		(41,452	)		(40,356	)		(189,363	)
Net finance expenses		(122,566	)		(113,554	)		(38,069	)		(40,707	)		(181,260	)
Profit before income taxes		3,576,943			168,996			1,820,918			148,100			540,789
Income taxes		(636,221	)		(11,195	)		(358,004	)		(3,696	)		(16,599	)
Profit for the period		2,940,722			157,801			1,462,914			144,404			524,190
Attributable to:
Owners of the Company		2,935,201			152,915			1,461,146			142,424			517,961
Non-controlling interest		5,521			4,886			1,768			1,980			6,229
Profit for the period		2,940,722			157,801			1,462,914			144,404			524,190
Earnings per share
Basic earnings per 1 ordinary share		25.79			1.53	(*)		12.53			1.42	(*)		5.18
Diluted earnings per 1 ordinary share		24.79			1.47	(*)		12.16			1.36	(*)		4.96
Weighted average number of shares used to calculate basic EPS		113,823,830			100,000,000			116,618,539			100,000,000			100,000,000
Weighted average number of shares used to calculate diluted EPS		118,410,226			100,431,079			120,206,306			100,451,384			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)

	Nine months ended September 30,						Three months ended September 30,						Year ended December 31,
	2021			2020			2021			2020			2020
Cash flows from operating activities
Profit for the period		2,940,722			157,801			1,462,914			144,404			524,190
Adjustments for:
Depreciation and amortization		530,643			220,878			220,925			74,274			314,185
Impairment losses (recoveries) of tangible assets					600						(1,100	)		(4,329	)
Net finance expenses		122,566			113,554			38,069			40,707			181,260
Share of profits and change in fair value of investees		(4,016	)		(3,197	)		(832	)		(1,542	)		(4,143	)
Capital gain		(5,107	)		(4,919	)		(3,972	)		(638	)		(8,814	)
Income taxes		636,221			11,195			358,004			3,696			16,599
		4,221,029			495,912			2,075,108			259,801			1,018,948
Change in inventories		(55,056	)		12,990			(7,543	)		(3,839	)		8,105
Change in trade and other receivables		(695,611	)		(50,583	)		(261,557	)		(80,521	)		(204,469	)
Change in trade and other payables including contract liabilities		506,865			19,862			206,594			71,808			68,670
Change in provisions and employee benefits		5,599			(6,674	)		774			(322	)		(2,152	)
		(238,203	)		(24,405	)		(61,732	)		(12,874	)		(129,846	)
Dividends received from associates		3,307			2,708			1,436			571			4,360
Interest received		3,400			2,054			1,187			174			2,317
Income taxes paid		(23,200	)		(9,840	)		(7,666	)		(2,577	)		(14,983	)
Net cash generated from operating activities		3,966,333			466,429			2,008,333			245,095			880,796
Cash flows from investing activities
Proceeds from sale of tangible and intangible assets, investments and affiliates		5,008			4,352			2,721			1,358			6,717
Acquisition of tangible assets, intangible assets and investments		(755,829	)		(17,027	)		(291,342	)		(9,547	)		(42,641	)
Change in other investments and other receivables		(284,210	)		(351	)		(298,536	)		2,884			763
Net cash used in investing activities		(1,035,031	)		(13,026	)		(587,157	)		(5,305	)		(35,161	)

 

	Nine months ended September 30,						Three months ended September 30,						Year ended December 31,
	2021			2020			2021			2020			2020
Cash flows from financing activities
Receipt of long-term loans and other long-term liabilities		50,000
Issuance of share capital, net of issuance costs		205,394
Sale and lease back transactions					9,052									9,052
Repayment of borrowings and lease liabilities		(926,481	)		(203,382	)		(234,055	)		(62,351	)		(336,225	)
Change in short term loans		(16,000	)		5,471			(5	)		800			6,071
Dividend paid to non-controlling interests		(4,702	)		(3,344	)								(3,344	)
Dividend paid to owners of the Company		(237,030	)					(237,030	)
Interest and other financial expenses paid		(117,334	)		(93,903	)		(40,076	)		(32,508	)		(135,952	)
Net cash used in financing activities		(1,046,153	)		(286,106	)		(511,166	)		(94,059	)		(460,398	)
Net change in cash and cash equivalents		1,885,149			167,297			910,010			145,731			385,237
Cash and cash equivalents at beginning of the period		570,414			182,786			1,545,282			202,848			182,786
Effect of exchange rate fluctuation on cash held		(566	)		202			(295	)		1,706			2,391
Cash and cash equivalents at the end of the period		2,454,997			350,285			2,454,997			350,285			570,414

 

RECONCILIATION OF NET INCOME TO ADJUSTED EBIT

(U.S. dollars in millions)

	Nine months ended September 30,						Three months ended September 30,
	2021			2020			2021			2020
Net income		2,941			158			1,463			144
Financial expenses, net		123			114			38			41
Income taxes		636			11			358			4
Operating income (EBIT)		3,700			283			1,859			189
Non-cash charter hire expenses		1			5			0			1
Impairment of assets		0			1			0			(1	)
Expenses related to legal contingencies		5			0			0			0
Adjusted EBIT		3,706			289			1,859			189
Adjusted EBIT margin		51	%		11	%		59	%		19	%

RECONCILIATION OF NET INCOME TO ADJUSTED EBITDA

(U.S. dollars in millions)

	Nine months ended September 30,						Three months ended September 30,
	2021			2020			2021			2020
Net income		2,941			158			1,463			144
Financial expenses, net		123			114			38			41
Income taxes		636			11			358			4
Depreciation & amortization		530			220			221			74
EBITDA		4,230			503			2,080			263
Non-cash charter hire expenses		1			0			0			0
Impairment of assets		0			1			0			(1	)
Expenses related to legal contingencies		5			0			0			0
Adjusted EBITDA		4,236			504			2,080			262
Adjusted EBITDA margin		58	%		19	%		66	%		26	%

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

(U.S. dollars in millions)

	Nine months ended September 30,						Three months ended September 30,
	2021			2020			2021			2020
Net cash generated from operating activities		3,966			466			2,008			245
Capital expenditures, net		(750	)		(12	)		(288	)		(8	)
Free cash flow		3,216			454			1,720			237

 

EX-99.2

Exhibit 99.2

ZIM INTEGRATED SHIPPING SERVICES LTD

CONDENSED CONSOLIDATED UNAUDITED INTERIM

FINANCIAL STATEMENTS

SEPTEMBER 30, 2021

ZIM INTEGRATED SHIPPING SERVICES LTD.

INDEX TO CONDENSED CONSOLIDATED UNAUDITED INTERIM FINANCIAL STATEMENTS

	Page
FINANCIAL STATEMENTS:
Condensed consolidated unaudited interim Statements of Financial Position	2
Condensed consolidated unaudited interim Income Statements	3
Condensed consolidated unaudited interim Statements of Comprehensive Income	4
Condensed consolidated unaudited interim Statements of Changes in Equity	5-6
Condensed consolidated unaudited interim Statements of Cash Flows	7-8
Notes to the condensed consolidated unaudited interim Financial Statements	9-15

ZIM INTEGRATED SHIPPING SERVICES LTD.

CONDENSED CONSOLIDATED UNAUDITED INTERIM STATEMENTS OF FINANCIAL POSITION

		September 30					December 31
		2021		2020			2020
	Note	US $’000
Assets
Vessels	6		2,280,881		732,654			948,004
Containers and handling equipment	6		1,258,270		486,497			520,887
Other tangible assets	6		66,428		70,858			67,133
Intangible assets			68,416		63,963			66,465
Investments in associates			13,349		8,843			8,441
Other investments			5,567		4,866			4,888
Trade and other receivables			6,463		4,883			5,293
Deferred tax assets			1,491		1,151			1,502
Total non-current assets			3,700,865		1,373,715			1,622,613
Assets classified as held for sale					8,663
Inventories			107,293		47,352			52,237
Trade and other receivables			1,234,209		358,200			520,001
Other investments			345,074		58,947			58,976
Cash and cash equivalents			2,454,997		350,285			570,414
Total current assets			4,141,573		823,447			1,201,628
Total assets			7,842,438		2,197,162			2,824,241
Equity
Share capital and reserves	5(a)		1,994,230		1,787,285			1,790,794
Retained earnings (deficit)			1,174,499		(1,887,918	)		(1,523,528	)
Equity attributable to owners of the Company			3,168,729		(100,633	)		267,266
Non-controlling interests			6,606		5,539			7,189
Total equity			3,175,335		(95,094	)		274,455
Liabilities
Lease liabilities			1,766,247		700,678			811,840
Loans and other liabilities	4(e)		126,346		554,184			519,471
Employee benefits			63,612		61,150			66,626
Deferred tax liabilities			85,947		325			339
Total non-current liabilities			2,042,152		1,316,337			1,398,276
Trade and other payables			1,052,310		396,657			398,876
Provisions			29,044		17,284			21,420
Contract liabilities			636,001		169,610			230,469
Lease liabilities			777,304		258,062			362,176
Loans and other liabilities			130,292		134,306			138,569
Total current liabilities			2,624,951		975,919			1,151,510
Total liabilities			4,667,103		2,292,256			2,549,786
Total equity and liabilities			7,842,438		2,197,162			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: November 17, 2021.

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

2

ZIM INTEGRATED SHIPPING SERVICES LTD.

CONDENSED CONSOLIDATED UNAUDITED INTERIM INCOME STATEMENTS

	Nine months ended September 30						Three months ended September 30						Year ended December 31
	2021			2020			2021			2020			2020
	US $’000
Income from voyages and related services		7,262,304			2,630,850			3,135,958			1,012,505			3,991,696
Cost of voyages and related services
Operating expenses and cost of services		(2,876,906	)		(2,038,970	)		(1,007,365	)		(716,757	)		(2,835,112	)
Depreciation		(513,907	)		(204,322	)		(215,172	)		(68,511	)		(291,559	)
Gross profit		3,871,491			387,558			1,913,421			227,237			865,025
Other operating income		9,519			8,019			5,354			2,507			12,621
Other operating expenses		(714	)		(642	)		(255	)		1,064			4,272
General and administrative expenses		(183,910	)		(114,760	)		(60,375	)		(42,721	)		(163,210	)
Share of profit of associates		3,123			2,375			842			720			3,341
Results from operating activities		3,699,509			282,550			1,858,987			188,807			722,049
Finance income		9,082			1,379			3,383			(351	)		8,103
Finance expenses		(131,648	)		(114,933	)		(41,452	)		(40,356	)		(189,363	)
Net finance expenses		(122,566	)		(113,554	)		(38,069	)		(40,707	)		(181,260	)
Profit before income taxes		3,576,943			168,996			1,820,918			148,100			540,789
Income taxes		(636,221	)		(11,195	)		(358,004	)		(3,696	)		(16,599	)
Profit for the period		2,940,722			157,801			1,462,914			144,404			524,190
Attributable to:
Owners of the Company		2,935,201			152,915			1,461,146			142,424			517,961
Non-controlling interest		5,521			4,886			1,768			1,980			6,229
Profit for the period		2,940,722			157,801			1,462,914			144,404			524,190
Earnings per share (USD)
Basic earnings per 1 ordinary share (Note 10)		25.79			1.53	(*)		12.53			1.42	(*)		5.18
Diluted earnings per 1 ordinary share (Note 10)		24.79			1.47	(*)		12.16			1.36	(*)		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.

3

ZIM INTEGRATED SHIPPING SERVICES LTD.

CONDENSED CONSOLIDATED UNAUDITED INTERIM STATEMENTS OF COMPREHENSIVE INCOME

	Nine months ended September 30						Three months ended September 30						Year ended December 31
	2021			2020			2021			2020			2020
	US $’000
Profit for the period		2,940,722			157,801			1,462,914			144,404			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		(2,744	)		363			706			1,331			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		(144	)		(114	)		(94	)		256			563
Defined benefit pension plans actuarial gains (losses), net of tax					1,507						(1,287	)		174
Other comprehensive income for the period, net of tax		(2,888	)		1,756			612			300			4,756
Total comprehensive income for the period		2,937,834			159,557			1,463,526			144,704			528,946
Attributable to:
Owners of the Company		2,933,715			156,076			1,461,936			143,321			523,815
Non- controlling interests		4,119			3,481			1,590			1,383			5,131
Total comprehensive income for the period		2,937,834			159,557			1,463,526			144,704			528,946

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

4

ZIM INTEGRATED SHIPPING SERVICES LTD.

CONDENSED CONSOLIDATED UNAUDITED INTERIM STATEMENTS OF CHANGES IN EQUITY

	Attribute to the owners of the Company
			General			Translation			Retained earnings						Non- controlling			Total
	Share capital (*)		reserves (**)			reserve			(deficit)			Total			interests			equity
	US $’000
For the Nine months period ended September 30, 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										2,935,201			2,935,201			5,521			2,940,722
Other comprehensive income for the period, net of tax							(1,342	)		(144	)		(1,486	)		(1,402	)		(2,888	)
Issuance of share capital, net of issuance costs		203,513											203,513						203,513
Share-based compensation				1,265									1,265						1,265
Exercise of options		1,329		(1,329	)
Dividend to owners of the Company										(237,030	)		(237,030	)					(237,030	)
Dividend to non-controlling interests in subsidiaries																(4,702	)		(4,702	)
Balance at September 30, 2021		905,152		1,106,406			(17,328	)		1,174,499			3,168,729			6,606			3,175,335
For the three months period ended September 30, 2021
Balance at June 30, 2021		903,823		1,107,284			(18,212	)		(279,523	)		1,713,372			5,016			1,718,388
Profit for the period										1,461,146			1,461,146			1,768			1,462,914
Other comprehensive income for the period, net of tax							884			(94	)		790			(178	)		612
Share-based compensation				451									451						451
Exercise of options		1,329		(1,329	)
Dividend to owners of the Company										(7,030	)		(7,030	)					(7,030	)
Balance at September 30, 2021		905,152		1,106,406			(17,328	)		1,174,499			3,168,729			6,606			3,175,335

(*)   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.

5

ZIM INTEGRATED SHIPPING SERVICES LTD.

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 Nine months period ended September 30, 2020
Balance at January 1, 2020		700,310		1,105,350		(21,103	)		(2,042,226	)		(257,669	)		5,402			(252,267	)
Profit for the period									152,915			152,915			4,886			157,801
Other comprehensive income for the period, net of tax						1,768			1,393			3,161			(1,405	)		1,756
Transaction with an interested party				537								537						537
Share-based compensation				423								423						423
Dividend to non-controlling interests in subsidiaries															(3,344	)		(3,344	)
Balance at September 30, 2020		700,310		1,106,310		(19,335	)		(1,887,918	)		(100,633	)		5,539			(95,094	)
For the three months period ended September 30, 2020
Balance at June 30, 2020		700,310		1,106,068		(21,263	)		(2,029,311	)		(244,196	)		4,156			(240,040	)
Profit for the period									142,424			142,424			1,980			144,404
Other comprehensive income for the period, net of tax						1,928			(1,031	)		897			(597	)		300
Transaction with an interested party, net of tax				176								176						176
Share-based compensation				66								66						66
Balance at September 30, 2020		700,310		1,106,310		(19,335	)		(1,887,918	)		(100,633	)		5,539			(95,094	)
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 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

ZIM INTEGRATED SHIPPING SERVICES LTD.

CONDENSED CONSOLIDATED UNAUDITED INTERIM STATEMENTS OF CASH FLOWS

	Nine months ended September 30						Three months ended September 30						Year ended December 31
	2021			2020			2021			2020			2020
	US $’000
Cash flows from operating activities
Profit for the period		2,940,722			157,801			1,462,914			144,404			524,190
Adjustments for:
Depreciation and amortization		530,643			220,878			220,925			74,274			314,185
Impairment losses (recoveries) of tangible assets					600						(1,100	)		(4,329	)
Net finance expenses		122,566			113,554			38,069			40,707			181,260
Share of profits and change in fair value of investees		(4,016	)		(3,197	)		(832	)		(1,542	)		(4,143	)
Capital gain		(5,107	)		(4,919	)		(3,972	)		(638	)		(8,814	)
Income taxes		636,221			11,195			358,004			3,696			16,599
		4,221,029			495,912			2,075,108			259,801			1,018,948
Change in inventories		(55,056	)		12,990			(7,543	)		(3,839	)		8,105
Change in trade and other receivables		(695,611	)		(50,583	)		(261,557	)		(80,521	)		(204,469	)
Change in trade and other payables including contract liabilities		506,865			19,862			206,594			71,808			68,670
Change in provisions and employee benefits		5,599			(6,674	)		774			(322	)		(2,152	)
		(238,203	)		(24,405	)		(61,732	)		(12,874	)		(129,846	)
Dividends received from associates		3,307			2,708			1,436			571			4,360
Interest received		3,400			2,054			1,187			174			2,317
Income taxes paid		(23,200	)		(9,840	)		(7,666	)		(2,577	)		(14,983	)
Net cash generated from operating activities		3,966,333			466,429			2,008,333			245,095			880,796
Cash flows from investing activities
Proceeds from sale of tangible and intangible assets, investments and affiliates		5,008			4,352			2,721			1,358			6,717
Acquisition of tangible assets, intangible assets and investments		(755,829	)		(17,027	)		(291,342	)		(9,547	)		(42,641	)
Change in other investments and other receivables		(284,210	)		(351	)		(298,536	)		2,884			763
Net cash used in investing activities		(1,035,031	)		(13,026	)		(587,157	)		(5,305	)		(35,161	)

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

7

ZIM INTEGRATED SHIPPING SERVICES LTD.

CONDENSED CONSOLIDATED UNAUDITED INTERIM STATEMENTS OF CASH FLOWS

	Nine months ended September 30						Three months ended September 30						Year ended December 31
	2021			2020			2021			2020			2020
	US $’000
Cash flows from financing activities
Receipt of long-term loans and other long-term liabilities		50,000
Issuance of share capital, net of issuance costs (see Note 5(a))		205,394
Sale and lease back transactions					9,052									9,052
Repayment of borrowings and lease liabilities		(926,481	)		(203,382	)		(234,055	)		(62,351	)		(336,225	)
Change in short term loans		(16,000	)		5,471			(5	)		800			6,071
Dividend paid to non-controlling interests		(4,702	)		(3,344	)								(3,344	)
Dividend paid to owners of the Company		(237,030	)					(237,030	)
Interest and other financial expenses paid		(117,334	)		(93,903	)		(40,076	)		(32,508	)		(135,952	)
Net cash used in financing activities		(1,046,153	)		(286,106	)		(511,166	)		(94,059	)		(460,398	)
Net change in cash and cash equivalents		1,885,149			167,297			910,010			145,731			385,237
Cash and cash equivalents at beginning of the period		570,414			182,786			1,545,282			202,848			182,786
Effect of exchange rate fluctuation on cash held		(566	)		202			(295	)		1,706			2,391
Cash and cash equivalents at the end of the period		2,454,997			350,285			2,454,997			350,285			570,414

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

8

ZIM INTEGRATED SHIPPING SERVICES LTD.

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 unaudited interim 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 November 17, 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 condensed consolidated unaudited 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, resulting in improved results of the Company, mainly driven by increased freight rates and volumes of trades, partially offset by the impact of increased charter hire rates and bunker prices.

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 and/or expanding 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 to the Company’s initial public offering, completed in February 2021 - see Note 5(a).

As part of its ongoing operational needs, the Company continues to charter additional vessels and extend vessel charter periods. Regarding long-term charter agreements, see (b) below.

9

ZIM INTEGRATED SHIPPING SERVICES LTD.

NOTES TO THE CONDENSED CONSOLIDATED UNAUDITED INTERIM FINANCIAL STATEMENTS

4 Financial position (Cont’d)

As at September 30, 2021, the Company complies with its financial covenants. The Company’s liquidity amounts to US$ 2,756 million (Minimum Liquidity required is US$ 125 million) - see also Note 12(c) to the 2020 annual financial statements.

(b) Long-term charter agreements:

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. The Company intends to deploy these vessels on its Asia-US East Coast Trade, as an enhancement to its service on this strategic trade.

In July 2021, the Company entered into an additional strategic agreement with Seaspan, for the long-term charter of ten 7,000 TEU liquefied natural gas (LNG) dual-fuel container vessels, with an option for additional five of such vessels, intended to be delivered between the fourth quarter of 2023 and July 2024 and to be deployed across the Company’s various global-niche trades. In September 2021, the Company exercised the option in respect to the additional five vessels.

Pursuant to each of the agreements, 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. 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 expects to incur, in annualized charter hire costs per vessel, approximately US$ 17 million in respect of the abovementioned 15,000 TEU vessels, and approximately US$ 13 million in respect of the abovementioned 7,000 TEU vessels, over the term of the agreements, depending on the charter period elected.

(c) During 2021, the Company has entered into multiple agreements for the purchase of containers (mostly new-build units) in an aggregate amount of US$ 898 million. During the first nine months of 2021, the Company recognized an aggregated cost of US$ 689 million in respect to containers delivered, out of such purchases.

In addition, the Company entered into a series of agreements to purchase a total of eight vessels, each with a capacity ranging between 1,100 and 4,250 TEU, for an aggregated amount of US$ 355 million. In the third quarter of 2021, the Company recognized a cost of US$ 33 million in respect to one delivered vessel, with the remaining vessels intended to be delivered between November 2021 and April 2022.

(d) 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.

(e) 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 June 2021, the Company made an additional early repayment under such mechanism, in respect of its Series 1 and Series 2 notes (Tranches C and D), in a total amount of US$ 349 million. This payment reflects a full settlement of the indebtedness related to such notes and resulted in the removal of all related provisions and limitations.

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ZIM INTEGRATED SHIPPING SERVICES LTD.

NOTES TO THE CONDENSED CONSOLIDATED UNAUDITED INTERIM FINANCIAL STATEMENTS

4 Financial position (Cont’d)

(f) In May 2021, the Company was served with a claim for an alleged patents infringement filed against it in the US. Management, based on legal advice, believes that it has good defense arguments against the claim and filed a motion to dismiss the claim.

In October 2021, the Israeli Supreme Court denied an appeal on the verdict of the District Court dismissing the claim, previously filed in respect to an application to approve the filing of a class action, against shipping agencies, including the Company’s wholly-owned agency in Israel, in alleged claims of overcharging customers of local charges in excess of the rates provided in the then applicable Israeli Port Regulations (see also Note 27(b) to the Company’s 2020 annual financial statements).

(g) Dividends:

In May 2021 (further to the expected full repayment of Series 1 and Series 2 notes, as later executed - see above) the Company’s Board of Directors approved a distribution of dividend of US$ 2.00 per ordinary share. The dividend in a total amount of US$ 237 million was paid on September 15, 2021, to all holders of ordinary shares on record as at August 25, 2021.

In November 2021, the Company’s Board of Directors approved an additional distribution of dividend of approximately US$ 2.50 per ordinary share (or approximately US$ 296 million, considering the number of ordinary shares outstanding as of September 30, 2021). The dividend is scheduled to be paid on December 27, 2021, to all holders of ordinary shares on record as at December 16, 2021.

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ZIM INTEGRATED SHIPPING SERVICES LTD.

NOTES TO THE CONDENSED CONSOLIDATED UNAUDITED INTERIM FINANCIAL STATEMENTS

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 US$ 15.00 per share, for gross consideration of US$ 225 million (US$ 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.

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.

During the reported period, 3,588,188 ordinary shares were issued upon the cashless exercise of options, previously granted in respect to share-based payment arrangements.

(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 reflect 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 US$ 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 US$ 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%

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ZIM INTEGRATED SHIPPING SERVICES LTD.

NOTES TO THE CONDENSED CONSOLIDATED UNAUDITED INTERIM FINANCIAL STATEMENTS

6 Right-of-use assets

	September 30				December 31
	2021		2020		2020
	US $’000
Vessels		2,132,742		621,214		826,678
Containers and handling equipment		485,336		451,365		466,070
Other tangible assets		46,240		52,200		47,911
		2,664,318		1,124,779		1,340,659

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, in which 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:

	Nine months ended September 30				Three months ended September 30				Year ended December 31
	2021		2020		2021		2020		2020
	US $’000
Freight Revenues from containerized cargo:
Pacific		3,635,652		1,193,231		1,640,905		527,652		1,860,554
Cross-Suez		852,528		271,312		362,862		93,497		392,679
Atlantic		648,113		428,666		256,690		137,849		577,443
Intra-Asia		1,139,355		250,612		468,981		91,670		453,127
Latin America		308,370		135,623		124,023		45,147		208,374
		6,584,018		2,279,444		2,853,461		895,815		3,492,177
Other Revenues (*)		678,286		351,406		282,497		116,690		499,519
		7,262,304		2,630,850		3,135,958		1,012,505		3,991,696

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

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ZIM INTEGRATED SHIPPING SERVICES LTD.

NOTES TO THE CONDENSED CONSOLIDATED UNAUDITED INTERIM FINANCIAL STATEMENTS

8 Operating expenses and cost of services

	Nine months ended September 30				Three months ended September 30				Year ended December 31
	2021		2020		2021		2020		2020
	US $’000
Wages and expenses relating to seagoing personnel		7,742		6,625		2,434		2,263		9,099
Maintenance and repair of vessels		2,688		2,872		907		843		3,881
Expenses relating to fleet equipment (mainly containers and chassis)		21,480		18,736		6,753		6,735		26,598
Fuel and lubricants		527,505		263,548		196,570		82,652		361,568
Insurance		7,295		7,291		2,433		2,182		9,586
Expenses related to cargo handling		1,410,239		1,034,622		469,023		382,737		1,432,937
Port expenses		192,584		149,780		67,204		54,090		206,946
Agents’ salaries and commissions		146,924		113,852		53,191		39,562		159,134
Cost of related services and sundry		119,301		61,426		46,871		24,843		100,537
Slot purchases and hire of vessels		412,763		360,382		151,704		114,462		497,777
Hire of containers		28,385		19,836		10,275		6,388		27,049
		2,876,906		2,038,970		1,007,365		716,757		2,835,112

9 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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ZIM INTEGRATED SHIPPING SERVICES LTD.

NOTES TO THE CONDENSED CONSOLIDATED UNAUDITED INTERIM FINANCIAL STATEMENTS

10 Earnings per share

Basic and diluted earnings per share

	Nine months ended September 30				Three months ended September 30				Year ended December 31
	2021		2020		2021		2020		2020
	US $’000
Profit attributable to ordinary shareholders used to calculate basic and diluted earnings per share		2,935,201		152,915		1,461,146		142,424		517,961
Weighted average number of ordinary shares used to calculate basic earnings per share		113,823,830		100,000,000		116,618,539		100,000,000		100,000,000
Effect of share options (*)		4,586,396		431,079		3,587,767		451,384		4,530,892
Weighted average number of ordinary shares used to calculate diluted earnings per share		118,410,226		100,431,079		120,206,306		100,451,384		104,530,892

(*) 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 estimated fair value of these shares during such periods, for purposes of calculating the dilutive impact of share options, was determined by Company’s management and approved by the Company’s Board of Directors.

11 Related parties

During the reported period, the total balance of loans and lease liabilities attributed to related parties, increased by a net amount of US$ 77 million, mainly due to charter hire of vessels - see also Note 28 to the 2020 annual financial statements.

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