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Teekay Corporation Reports First Quarter 2014 Results

HAMILTON, BERMUDA -- (Marketwired) -- 05/15/14 -- Teekay Corporation (NYSE:TK) -

Highlights


--  First quarter of 2014 total cash flow from vessel operations of $265.0
    million, an increase of 37 percent from the same period of the prior
    year. 
--  First quarter of 2014 adjusted net income attributable to stockholders
    of Teekay of $3.5 million, or $0.05 per share (excluding specific items
    which decreased GAAP net income by $4.0 million, or $0.06 per share). 
--  The Voyageur Spirit FPSO received its certificate of final acceptance
    from the charterer effective February 22, 2014. 
--  Teekay Parent completed the sale of four conventional tankers to Tanker
    Investments Ltd. (TIL); and agreed to sell an ownership interest in
    Teekay Parent's conventional tanker commercial and technical management
    operations to Teekay Tankers Ltd. 
--  Total consolidated liquidity of approximately $1.3 billion as at March
    31, 2014. 

Teekay Corporation (Teekay or the Company) today reported adjusted net income attributable to stockholders of Teekay(1) of $3.5 million, or $0.05 per share, for the quarter ended March 31, 2014, compared to adjusted net loss attributable to stockholders of Teekay of $11.7 million, or $0.17 per share, for the same period of the prior year. Adjusted net income (loss) attributable to stockholders of Teekay excludes a number of specific items that had the net effect of decreasing GAAP net income by $4.0 million, or $0.06 per share, for the three months ended March 31, 2014 and decreasing GAAP net loss by $5.5 million, or $0.08 per share, for the same period of the prior year, as detailed in Appendix A to this release. Including these items, the Company reported, on a GAAP basis, net loss attributable to stockholders of Teekay of $0.5 million, or $0.01 per share, for the quarter ended March 31, 2014, compared to net loss attributable to stockholders of Teekay of $6.1 million, or $0.09 per share, for the same period of the prior year. Net revenues(2) for the first quarter of 2014 were $471.5 million, compared to $424.7 million for the same period of the prior year.

On April 4, 2014, the Company declared a cash dividend on its common stock of $0.31625 per share for the quarter ended March 31, 2014. The cash dividend was paid on April 30, 2014 to all shareholders of record on April 17, 2014.


(1) Adjusted net income (loss) attributable to stockholders of Teekay is a  
non-GAAP financial measure. Please refer to Appendix A to this release for a
reconciliation of this non-GAAP measure as used in this release to the most 
directly comparable financial measure under United States generally accepted
accounting principles (GAAP) and for information about specific items       
affecting net income (loss) that are typically excluded by securities       
analysts in their published estimates of the Company's financial results.   
                                                                            
(2) Net revenues is a non-GAAP financial measure used by certain investors  
to measure the financial performance of shipping companies. Please refer to 
Appendix E to this release for a reconciliation of this non-GAAP measure as 
used in this release to the most directly comparable financial measure under
GAAP.                                                                       

"We continue to be focused on project execution, improving profitability and supporting the growth of our daughter entities, consistent with our strategic objective of having our ships and offshore units owned at the daughter company level and creating value primarily by increasing the cash flows generated by our publicly-traded daughter entities," commented Peter Evensen, Teekay Corporation's President and Chief Executive Officer. "During the quarter, we co-created and invested in Tanker Investments Ltd., or TIL, to which we sold our last four directly owned Suezmax tankers in February. In addition, we recently agreed to sell an ownership interest in our conventional tanker commercial and technical management operations to Teekay Tankers. As a result of these transactions, we have further reduced our direct exposure to the volatility of the conventional tanker market, while still maintaining an interest in the upside from a tanker market recovery through Teekay Tankers and TIL."

Mr. Evensen continued, "The Petrojarl Knarr FPSO newbuilding remains on-track for its scheduled sail-away from the shipyard in late-June and start-up on its North Sea oil field in the fourth quarter. The Petrojarl Banff FPSO arrived at the Banff oil field in the first quarter and upon completion of installation at the field the FPSO is expected to recommence its charter contract and begin generating cash flow for Teekay Parent late in the second quarter. As each of Teekay Parent's remaining FPSO units become eligible for dropdown, they will serve as an important source of growth for Teekay Offshore, which benefits Teekay Parent through its general and limited partner interests in the Partnership, as well as move Teekay Parent towards becoming net debt free.

Mr. Evensen added, "Looking ahead, in addition to our existing project pipeline, the efforts of our offshore and gas business development teams have resulted in the recent signing of letters of intent by our two MLP daughter entities, Teekay Offshore and Teekay LNG, for exciting new accretive projects which, if finalized, we expect will further contribute to the value of our general partnerships."

Operating Results

The following tables highlight certain financial information for each of Teekay's four publicly-listed entities: Teekay Offshore Partners L.P. (Teekay Offshore) (NYSE:TOO), Teekay LNG Partners L.P. (Teekay LNG) (NYSE:TGP), Teekay Tankers Ltd. (Teekay Tankers) (NYSE:TNK) and Teekay Parent (which excludes the results attributed to Teekay Offshore, Teekay LNG and Teekay Tankers). A brief description of each entity and an analysis of its respective financial results follow the tables below. Please also refer to the "Fleet List" section below and Appendix B to this release for further details.


                                                                          
--------------------------------------------------------------------------
                                 Three Months Ended March 31, 2014        
                         -------------------------------------------------
                                            (unaudited)                   
(in thousands of U.S.          Teekay      Teekay      Teekay      Teekay 
 dollars)                    Offshore         LNG     Tankers      Parent 
--------------------------------------------------------------------------
                                                                          
Net revenues(1)               225,780     100,157      60,320     111,749 
                                                                          
Vessel operating expense       88,130      24,256      22,794      66,006 
Time-charter hire expense      11,412           -       1,052      31,276 
Depreciation and                                                          
 amortization                  48,488      24,110      12,502      18,358 
--------------------------------------------------------------------------
                                                                          
                                                                          
CFVO - Consolidated(2)(3)     108,149      71,434      33,282      (5,486)
CFVO - Equity                                                             
 Investments(4)                 7,947      48,140       1,423         141 
CFVO - Total                  116,096     119,574      34,705      (5,345)
--------------------------------------------------------------------------
                                                                          

                                                              
--------------------------------------------------------------
                           Three Months Ended March 31, 2014  
                         -------------------------------------
                                      (unaudited)             
                                                        Teekay
(in thousands of U.S.         Consolidation        Corporation
 dollars)                       Adjustments       Consolidated
--------------------------------------------------------------
                                                              
Net revenues(1)                     (26,524)           471,482
                                                              
Vessel operating expense                  -            201,186
Time-charter hire expense           (27,448)            16,292
Depreciation and                                              
 amortization                             -            103,458
--------------------------------------------------------------
                                                              
                                                              
CFVO - Consolidated(2)(3)                 -            207,379
CFVO - Equity                                                 
 Investments(4)                           -             57,650
CFVO - Total                              -            265,029
--------------------------------------------------------------
                                                              
                                                                          
--------------------------------------------------------------------------
                                 Three Months Ended March 31, 2013        
                         -------------------------------------------------
                                            (unaudited)                   
                         -------------------------------------------------
(in thousands of U.S.          Teekay      Teekay      Teekay      Teekay 
 dollars)                    Offshore         LNG     Tankers      Parent 
--------------------------------------------------------------------------
                                                                          
Net revenues(1)               201,196      96,716      42,040     122,218 
                                                                          
Vessel operating expense       79,115      25,316      23,054      59,979 
Time-charter hire expense      14,777           -       1,986      48,443 
Depreciation and                                                          
 amortization                  45,349      24,143      11,864      21,138 
--------------------------------------------------------------------------
                                                                          
                                                                          
CFVO - Consolidated(2)(3)      94,053      65,570      13,199     (19,386)
CFVO - Equity                                                             
 Investments(4)                     -      41,999           -         254 
CFVO - Total                   94,053     107,569      13,199     (19,132)
--------------------------------------------------------------------------

                                                              
--------------------------------------------------------------
                           Three Months Ended March 31, 2013  
                         -------------------------------------
                                      (unaudited)             
                         -------------------------------------
                                                        Teekay
(in thousands of U.S.         Consolidation        Corporation
 dollars)                       Adjustments       Consolidated
--------------------------------------------------------------
                                                              
Net revenues(1)                     (37,448)           424,722
                                                              
Vessel operating expense                  -            187,464
Time-charter hire expense           (37,754)            27,452
Depreciation and                                              
 amortization                             -            102,494
--------------------------------------------------------------
                                                              
                                                              
CFVO - Consolidated(2)(3)            (2,700)           150,736
CFVO - Equity                                                 
 Investments(4)                           -             42,253
CFVO - Total                         (2,700)           192,989
--------------------------------------------------------------
                                                                            
(1) Net voyage revenues represents voyage revenues less voyage expenses,    
which comprise all expenses relating to certain voyages, including bunker   
fuel expenses, port fees, cargo loading and unloading expenses, canal tolls,
agency fees and commissions. Net voyage revenues is a non-GAAP financial    
measure used by certain investors to measure the financial performance of   
shipping companies. Please see Appendix E for a reconciliation of this non- 
GAAP measure as used in this release to the most directly comparable GAAP   
financial measure.                                                          
                                                                            
(2) Cash flow from vessel operations (CFVO) represents income from vessel   
operations before depreciation and amortization expense, amortization of in-
process revenue contracts, vessel write downs, gains and losses on the sale 
of vessels, adjustments for direct financing leases to a cash basis, and    
unrealized gains and losses relating to derivatives, but includes realized  
gains and losses on the settlement of foreign currency forward contracts.   
CFVO - Consolidated represents CFVO from vessels that are consolidated on   
the Company's financial statements. Cash flow from vessel operations is a   
non-GAAP financial measure used by certain investors to measure the         
financial performance of shipping companies. Please refer to Appendix C and 
Appendix E of this release for a reconciliation of this non-GAAP measure as 
used in this release to the most directly comparable GAAP financial measure.
                                                                            
(3) Excludes CFVO relating to assets acquired from Teekay Parent for the    
periods prior to their acquisition by Teekay Offshore, Teekay LNG and Teekay
Tankers, respectively, as those results are included in the historical      
results for Teekay Parent.                                                  
                                                                            
(4) CFVO - Equity Investments represents the Company's proportionate share  
of CFVO from its equity-accounted vessels and other investments. Please     
refer to Appendix E of this release for a reconciliation of this non-GAAP   
measure as used in this release to the most directly comparable GAAP        
financial measure.                                                          

Teekay Offshore Partners L.P.

Teekay Offshore is an international provider of marine transportation, oil production and storage services to the offshore oil industry through its fleet of 34 shuttle tankers (including two chartered-in vessels), five floating, production, storage and offloading (FPSO) units, six floating storage and offtake (FSO) units (including one FSO unit under conversion), four long-haul towing and anchor handling vessel newbuildings, four conventional oil tankers and one HiLoad Dynamic Positioning (DP) unit. Teekay Offshore's interests in its directly-owned fleet (excluding the two chartered-in shuttle tankers) range from 50 to 100 percent. Teekay Offshore also has the right to participate in certain other FPSO and vessel opportunities pursuant to the omnibus agreement with Teekay. Teekay Parent currently owns a 29.3 percent interest in Teekay Offshore, including the 2 percent sole general partner interest.

For the first quarter of 2014, Teekay Offshore's quarterly cash distribution was $0.5384 per common unit. The cash distribution received by Teekay Parent based on its common unit ownership and general partnership interest in Teekay Offshore totaled $17.7 million for the first quarter of 2014, as detailed in Appendix D to this release.

Including cash flows from equity-accounted vessels, Teekay Offshore's total cash flow from vessel operations increased to $116.1 million in the first quarter of 2014, from $94.1 million in the same period of the prior year. The increase was primarily due to the acquisitions of the Voyageur Spirit FPSO and a 50 percent interest in the Cidade de Itajai FPSO from Teekay Corporation in the second quarter of 2013 and the commencement of the time-charter contracts for the four newbuilding shuttle tankers with the BG Group plc in June, August and November 2013 and January 2014. These increases were partially offset by the sale and lay-up of older shuttle and conventional tankers during 2013 as their related charter contracts expired or terminated.

In May 2014, Teekay Offshore entered into a letter of intent to acquire Logitel Offshore Holdings Ltd. (Logitel), a Norway-based company focused on the high-end floating accommodation market. Logitel owns two floating accommodation units (FAUs), which are based on the Sevan Marine ASA (Sevan) cylindrical hull design, currently under construction at the COSCO (Nantong) Shipyard (COSCO) in China, and has options with COSCO to order up to an additional six FAUs. The first committed FAU has secured a three-year, fixed-rate charter contract, plus extension options, with Petroleo Brasileiro SA (Petrobras) in Brazil and is scheduled for delivery in early-2015. Teekay Offshore expects to secure a charter contract for the second FAU prior to its scheduled delivery in late-2015. The agreement with COSCO for the committed FAUs includes a favorable payment schedule, with the majority of the purchase price due upon delivery. Teekay Offshore intends to finance the Logitel acquisition and the initial newbuilding payments through its existing liquidity and expects to secure long-term debt financing for the units prior to their scheduled deliveries. Teekay Offshore expects the proposed acquisition to be finalized in the third quarter of 2014.

In May 2014, Teekay Offshore entered into a letter of intent to acquire Logitel Offshore Holdings Ltd. (Logitel), a Norway-based company focused on the high-end floating accommodation market. Logitel owns two floating accommodation units (FAUs), which are based on the Sevan Marine ASA (Sevan) cylindrical hull design, currently under construction at the COSCO (Nantong) Shipyard (COSCO) in China, and has options with COSCO to order up to an additional six FAUs. The first committed FAU has secured a three-year, fixed-rate charter contract, plus extension options, with Petroleo Brasileiro SA (Petrobras) in Brazil and is scheduled for delivery in early-2015. Teekay Offshore expects to secure a charter contract for the second FAU prior to its scheduled delivery in late-2015. The agreement with COSCO for the committed FAUs includes a favorable payment schedule, with the majority of the purchase price due upon delivery. Teekay Offshore intends to finance the Logitel acquisition and the initial newbuilding payments through its existing liquidity and expects to secure long-term debt financing for the units prior to their scheduled deliveries. Teekay Offshore expects the proposed acquisition to be finalized in the third quarter of 2014.

On August 27, 2013, repairs to the defective gas compressor on the Voyageur Spirit FPSO were completed and the unit achieved full production capacity. Since that time, Teekay Offshore has been receiving full rate either directly from the charterer or through the indemnification from Teekay Corporation. On April 4, 2014, Teekay Offshore received the certificate of final acceptance from the charterer, which declared the unit on-hire effective from February 22, 2014. During the first quarter of 2014 up to February 22, 2014 and from April 13, 2013 up to February 22, 2014, Teekay Corporation indemnified Teekay Offshore for approximately $3.5 million and $38.4 million, respectively, relating to the Voyageur Spirit FPSO off-hire.

In May 2014, Teekay Offshore secured a 10-year contract extension with Apache Energy for the Dampier Spirit FSO unit, which operates on the Stag oil field offshore Western Australia. The FSO unit is expected to enter into drydock during the second quarter of 2014 for capital upgrades with an expected total cost of approximately $11 million.

Teekay LNG Partners L.P.

Teekay LNG provides liquefied natural gas (LNG), liquefied petroleum gas (LPG) and crude oil marine transportation services generally under long-term, fixed-rate charter contracts through its current fleet of 34 LNG carriers (including one LNG regasification unit and five newbuildings under construction), 27 LPG carriers (including 11 newbuildings under construction) and nine conventional tankers. Teekay LNG's interests in these vessels range from 33 to 100 percent. In addition, Teekay LNG, through its 50/50 LPG joint venture with Exmar NV, charters-in four LPG carriers. Teekay Parent currently owns a 35.3 percent interest in Teekay LNG, including the 2 percent sole general partner interest.

For the first quarter of 2014, Teekay LNG's quarterly cash distribution was $0.6918 per common unit. The cash distribution received by Teekay Parent based on its common unit ownership and general partnership interest in Teekay LNG totaled $25.0 million for the first quarter of 2014, as detailed in Appendix D to this release.

Including cash flows from equity-accounted vessels, Teekay LNG's total cash flow from vessel operations increased to $119.6 million in the first quarter of 2014, from $107.6 million in the same period of the prior year. The increase was primarily due to the February 2013 acquisition of a 50 percent interest in Exmar LPG BVBA, the delivery in late-2013 of two LNG carrier newbuildings acquired from Awilco LNG ASA, and an increase in tanker rates relating to two Suezmax tankers in the first quarter of 2014. These increases were partially offset by the sale of two 2000-built Suezmax conventional tankers, Tenerife Spirit and Algeciras Spirit, in December 2013 and February 2014, respectively.

In late-March 2014, Teekay LNG, through a new 50/50 joint venture with a China-based LNG shipping company, signed a letter of intent to provide six internationally-flagged icebreaker LNG carriers for the Yamal LNG project, located on the Yamal Peninsula in Northern Russia. The Yamal LNG project is a joint venture between Russia-based Novatek (60 percent), France-based Total (20 percent) and China-based China National Petroleum Corporation (CNPC) (20 percent), and will consist of three LNG trains with a total capacity of 16.5 million metric tons of LNG per annum. The project is currently scheduled to start-up in late-2017. Teekay LNG and its joint venture partner are currently in the process of negotiating contract terms, including the shipbuilding contracts and related time-charters, and expects to finalize these agreements during 2014.

In early April 2014, Exmar LPG BVBA took delivery of the first of its 12 mid-size LPG carrier newbuildings.

Teekay Tankers Ltd.

Teekay Tankers currently owns a fleet of 28 vessels, including 11 Aframax tankers, 10 Suezmax tankers, three Long Range 2 (LR2) product tankers, three Medium-Range (MR) product tankers, and a 50 percent interest in a Very Large Crude Carrier (VLCC) tanker. In addition, Teekay Tankers time-charters in one Aframax tanker. Of the 29 vessels currently operating in the Teekay Tankers fleet, 13 are employed on fixed-rate time-charters, generally ranging from one to three years in initial duration, with the remaining vessels trading in spot tanker pools. Based on its current ownership of Teekay Tankers Class A common stock and its ownership of 100 percent of the outstanding Class B common stock, Teekay Parent currently owns a 25.1 percent economic interest in and has voting control of Teekay Tankers.

On April 4, 2014, Teekay Tankers declared a first quarter 2014 dividend of $0.03 per share, which was paid on April 30, 2014 to all shareholders of record on April 17, 2014. Based on its ownership of Teekay Tankers Class A and Class B shares, the dividend paid to Teekay Parent totaled $0.6 million for the first quarter of 2014.

Including cash flows from equity-accounted vessels, Teekay Tankers' total cash flow from vessel operations increased to $34.7 million in the first quarter of 2014, from $13.2 million in the same period of the prior year. The increase was primarily due to higher average realized spot tanker rates from its spot Suezmax, Aframax and MR vessels and an increase in interest income recognized from Teekay Tankers' investment in two mortgage loans.

In late-March 2014, Teekay Tankers assumed full ownership of two 2010-built VLCC vessels, which previously secured Teekay Tankers' investment in two term loans that were in default. In early-May 2014, Teekay Tankers sold the vessels to TIL for an aggregate purchase price of $154 million.

In January 2014, Teekay Tankers and Teekay jointly created TIL, which will seek to opportunistically acquire, operate, and sell modern secondhand tankers to benefit from an expected recovery in the currently cyclical low of the tanker market. TIL completed a $250 million equity private placement in January 2014, in which Teekay Tankers and Teekay each invested $25 million for a combined 20 percent ownership in the new company. In March 2014, TIL completed a $175 million initial public offering and listed its shares on the Oslo Stock Exchange, which reduced Teekay Tankers and Teekay's cumulative ownership interest in TIL to 13.0 percent. To date, TIL's fleet consists of 13 vessels, including four vessels scheduled for delivery during the remainder of May and June 2014.

In April 2014, Teekay's and Teekay Tankers' Boards of Directors agreed for Teekay Tankers to acquire a 50 percent ownership interest in Teekay's conventional tanker commercial and technical management operations (Teekay Operations) for approximately $15.6 million, to be paid in the form of Teekay Tankers Class B common shares. Teekay Operations includes direct ownership in three commercially managed tanker pools, which currently generate income from commercially managing a fleet of 89 vessels, and direct ownership in Teekay Marine Limited, which currently generates income from technically managing a fleet of 51 vessels, including vessels owned by the Company. The transaction is expected to be completed during the second quarter of 2014.

Teekay Parent

In addition to its equity ownership interests in Teekay Offshore, Teekay LNG, Teekay Tankers and TIL, Teekay Parent directly owns several vessels including four FPSO units and one VLCC vessel. In the first quarter of 2014, Teekay Parent sold four Suezmax tankers to TIL. As at May 1, 2014, Teekay Parent also had six chartered-in conventional tankers (including four Aframax tankers owned by Teekay Offshore), two chartered-in LNG carriers owned by Teekay LNG and two chartered-in FSOs owned by Teekay Offshore.

For the first quarter of 2014, Teekay Parent generated negative cash flow from vessel operations of $5.3 million, compared to negative cash flow from operations of $19.1 million in the same period of the prior year. The reduction in negative cash flow is primarily a result of the re-delivery of several in-chartered tankers over the past year, higher interest income from a term loan investment and higher spot tanker rates, partially offset by the completion of the Petrojarl I FPSO time-charter in April 2013.

In April 2014, the Voyageur Spirit FPSO received its certificate of final acceptance from the charterer and commenced full operations under its charter contract effective from February 22, 2014, completing Teekay Parent's indemnification obligation related to the sale of this FPSO unit to Teekay Offshore in May 2013.

Fleet List

The following table summarizes Teekay's consolidated fleet of 166 vessels as at May 9, 2014, including chartered-in vessels and vessels under construction but excluding vessels managed for third parties:


----------------------------------------------------------------------------
                                            Number of Vessels(1)            
                               ---------------------------------------------
                                  Owned   Chartered-in Newbuildings /       
                                Vessels        Vessels    Conversions  Total
                               ---------------------------------------------
Teekay Parent Fleet(2)(3)                                                   
 Aframax Tankers (4)                  -              2              -      2
 VLCC Tanker (5)                      1              -              -      1
 MR Product Tanker                    -              1              -      1
 FPSO Units                           4              -              1      5
 Total Teekay Parent Fleet            5              3              1      9
                                                                            
Teekay Offshore Fleet                47              2              5     54
                                                                            
Teekay LNG Fleet                     54              4             16     74
                                                                            
Teekay Tankers Fleet                 28              1              -     29
                                                                            
Total Teekay Consolidated Fleet     134             10             22    166
----------------------------------------------------------------------------
                                                                            
(1) Ownership interests in these vessels range from 33 percent to 100       
percent.                                                                    
                                                                            
(2) Excludes two LNG carriers chartered-in from Teekay LNG.                 
                                                                            
(3) Excludes two shuttle tankers and two FSO units chartered-in from Teekay 
Offshore.                                                                   
                                                                            
(4) Excludes four Aframax tankers chartered-in from Teekay Offshore.        
                                                                            
(5) In late-March 2014, Teekay Parent exercised its rights under the        
security documents to realize amounts it was owed under its investment in a 
term loan and assumed full ownership of the 2011-built VLCC vessel which    
previously secured the investment in the term loan. The vessel is a         
potential FPSO conversion candidate.                                        

Liquidity

As at March 31, 2014, the Company had consolidated liquidity of approximately $1.3 billion (consisting of $584.0 million cash and cash equivalents and $714.2 million of undrawn revolving credit facilities), of which $384.2 million of liquidity (consisting of $239.0 million cash and cash equivalents and $145.2 million of undrawn revolving credit facilities) is attributable to Teekay Parent.

Availability of 2013 Annual Report

The Company filed its 2013 Annual Report on Form 20-F with the U.S. Securities and Exchange Commission (SEC) on April 28, 2014. Copies of this report are available on Teekay Corporation's website, under "SEC Filings", at www.teekay.com. Shareholders may request a printed copy of this Annual Report, including the complete audited financial statements, free of charge by contacting Teekay Corporation's Investor Relations.

Conference Call

The Company plans to host a conference call on Thursday, May 15, 2014 at 11:00 a.m. (ET) to discuss its results for the first quarter of 2014. An accompanying investor presentation will be available on Teekay's website at www.teekay.com prior to the start of the call. All shareholders and interested parties are invited to listen to the live conference call by choosing from the following options:


--  By dialing (866) 322-2356 or (416) 640-3405, if outside North America,
    and quoting conference ID code 7133169. 
--  By accessing the webcast, which will be available on Teekay's website at
    www.teekay.com (the archive will remain on the website for a period of
    30 days). 

The conference call will be recorded and available until Thursday, May 22, 2014. This recording can be accessed following the live call by dialing (888) 203-1112 or (647) 436-0148, if outside North America, and entering access code 7133169.

About Teekay

Teekay Corporation is an operational leader and project developer in the marine midstream space. Through its general partnership interests in two master limited partnerships, Teekay LNG Partners L.P. (NYSE:TGP) and Teekay Offshore Partners L.P. (NYSE:TOO), its controlling ownership of Teekay Tankers Ltd. (NYSE:TNK), and its fleet of directly-owned vessels, Teekay is responsible for managing and operating consolidated assets of over $11.5 billion, comprised of 166 liquefied gas, offshore, and conventional tanker assets. With offices in 15 countries and approximately 6,700 seagoing and shore-based employees, Teekay provides a comprehensive set of marine services to the world's leading oil and gas companies, and its reputation for safety, quality and innovation has earned it a position with its customers as The Marine Midstream Company.

Teekay's common stock is listed on the New York Stock Exchange where it trades under the symbol "TK".


                                                                            
                             TEEKAY CORPORATION                             
              SUMMARY CONSOLIDATED STATEMENTS OF INCOME (LOSS)              
      (in thousands of U.S. dollars, except share and per share data)       
----------------------------------------------------------------------------
                                                 Three Months Ended         
                                        ------------------------------------
                                                       December             
                                          March 31,         31,   March 31, 
                                               2014        2013        2013 
                                        (unaudited) (unaudited) (unaudited) 
----------------------------------------------------------------------------
                                                                            
REVENUES(1)(2)                              506,494     493,546     451,037 
                                                                            
OPERATING EXPENSES                                                          
Voyage expenses (2)                          35,012      31,727      26,315 
Vessel operating expenses (1)(2)            201,186     205,131     187,464 
Time-charter hire expense                    16,292      24,164      27,452 
Depreciation and amortization               103,458     109,709     102,494 
General and administrative (2)               37,878      34,360      39,271 
Asset impairments and provisions (3)              -      85,300       3,165 
Loss on sale of vessels and equipment           162          40          32 
Restructuring charges                           639       2,617       2,054 
----------------------------------------------------------------------------
                                            394,627     493,048     388,247 
----------------------------------------------------------------------------
Income from vessel operations               111,867         498      62,790 
----------------------------------------------------------------------------
OTHER ITEMS                                                                 
Interest expense (2)                        (49,333)    (48,382)    (42,510)
Interest income (2)                           1,783       5,129       1,018 
Realized and unrealized (loss) gain on                                      
 derivative instruments (2)                 (47,248)      2,875     (13,789)
Equity income (4)                            27,494      35,098      27,315 
Income tax (expense) recovery                (2,798)        839      (2,500)
Foreign exchange (loss) gain                   (894)     (4,334)      2,191 
Other income - net                            8,251       1,165       5,240 
----------------------------------------------------------------------------
Net income (loss)                            49,122      (7,112)     39,755 
Less: Net income attributable to non-                                       
 controlling interests                      (49,610)    (63,753)    (45,891)
----------------------------------------------------------------------------
Net loss attributable to stockholders of                                    
 Teekay Corporation                            (488)    (70,865)     (6,136)
----------------------------------------------------------------------------
Loss per common share of Teekay                                             
 - Basic                                     ($0.01)     ($1.00)     ($0.09)
 - Diluted                                   ($0.01)     ($1.00)     ($0.09)
----------------------------------------------------------------------------
                                                                            
                                                                            
Weighted-average number of common shares                                    
 outstanding                                                                
 - Basic                                 71,328,577  70,781,695  69,888,279 
 - Diluted                               71,328,577  70,781,695  69,888,279 
----------------------------------------------------------------------------
                                                                            
(1) The costs of business development and engineering studies relating to   
North Sea FPSO and FSO projects that the Company is pursuing are            
substantially reimbursable from customers upon completion. As a result, $2.8
million of revenues and $2.6 million of costs were recognized in the three  
months ended March 31, 2013 upon completion of one FPSO study.              
                                                                            
(2) Realized and unrealized gains (losses) related to derivative instruments
that are not designated as hedges for accounting purposes are included as a 
separate line item in the statements of income (loss). The realized (losses)
gains relate to the amounts the Company actually received or paid to settle 
such derivative instruments and the unrealized gains (losses) relate to the 
change in fair value of such derivative instruments, as detailed in the     
table below:                                                                
                                                                            
                                               Three Months Ended           
                                    ----------------------------------------
                                       March 31,  December 31,    March 31, 
                                    ----------------------------------------
                                            2014          2013         2013 
                                    ----------------------------------------
Realized (losses) gains relating to:                                        
 Interest rate swaps                     (29,490)      (30,967)     (30,352)
 Termination of interest rate swap                                          
  agreement                                1,000             -            - 
 Foreign currency forward contracts       (1,285)         (694)         421 
                                    ----------------------------------------
                                         (29,775)      (31,661)     (29,931)
                                    ----------------------------------------
Unrealized (losses) gains relating                                          
 to:                                                                        
 Interest rate swaps                     (25,398)       34,142       19,204 
 Foreign currency forward contracts        3,051           394       (3,062)
 Stock purchase warrants in TIL            4,874             -            - 
                                    ----------------------------------------
                                         (17,473)       34,536       16,142 
                                    ----------------------------------------
                                                                            
Total realized and unrealized                                               
 (losses) gains on non-designated                                           
 derivative instruments                  (47,248)        2,875      (13,789)
                                    ----------------------------------------
                                    ----------------------------------------
                                                                            
(3) The Company recognized asset impairments and provisions of $85.3 million
for the three months ended December 31, 2013 related to impairment charges  
on the four conventional tankers sold to TIL and two shuttle tankers which  
Teekay Offshore owns through a 67 percent-owned subsidiary. The shuttle     
tanker impairments were the result of the re-contracting of one of the      
vessels at lower rates than expected during the third quarter of 2013, and  
the cancellation of a short-term contract for one shuttle tanker in         
September 2013. The amount also includes a provision for an FPSO front-end  
engineering and design study (FEED) receivable potentially not collectible, 
and the reversal of loss provisions relating to investment in term loans and
advances to a joint venture partner's parent entity. Asset impairments and  
provisions for the three months ended March 31, 2013 of $3.2 million relates
to the loss provision on investment in term loans.                          
                                                                            
(4) The Company's proportionate share of items within equity income as      
identified in Appendix A of this release, is as detailed in the table below.
By excluding these items from equity income, the Company believes that the  
resulting adjusted equity income can be used to evaluate the financial      
performance of the Company's equity accounted investments. The adjusted     
equity income is a non-GAAP measure.                                        
                                                                            
                                               Three Months Ended           
                                    ----------------------------------------
                                       March 31,  December 31,    March 31, 
                                    ----------------------------------------
                                            2014          2013         2013 
                                    ----------------------------------------
                                                                            
Equity income                             27,494        35,098       27,315 
Proportionate share of unrealized                                           
 losses (gains) on derivative                                               
 instruments                                 909        (6,607)      (5,373)
Dilution gain on share issuance by                                          
 TIL                                      (4,108)            -            - 
Other (i)                                    966             -            - 
                                    ----------------------------------------
Equity income adjusted for items in                                         
 Appendix A                               25,261        28,491       21,942 
                                    ----------------------------------------
                                    ----------------------------------------
                                                                            
(i) Includes loss on sale of vessel in Exmar LPG BVBA joint venture.        
                                                                            
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                             TEEKAY CORPORATION                             
                     SUMMARY CONSOLIDATED BALANCE SHEETS                    
                       (in thousands of U.S. dollars)                       
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                        As at          As at
                                                    March 31,   December 31,
                                              ------------------------------
                                                         2014           2013
                                              ------------------------------
                                                  (unaudited)    (unaudited)
                                              ------------------------------
ASSETS                                                                      
Cash and cash equivalents                             583,992        614,660
Other current assets                                  605,414        585,752
Restricted cash - current                               4,236          4,748
Restricted cash - long-term                           498,898        497,984
Assets held for sale(1)                               144,000        176,247
Vessels and equipment                               6,590,189      6,584,632
Advances on newbuilding contracts/conversions       1,008,519        766,512
Derivative assets                                     128,692         92,837
Investment in equity accounted investees              767,377        727,328
Investment in term loans                                    -        211,579
Investment in direct financing leases                 722,034        727,262
Other assets                                          310,011        291,723
Intangible assets                                     104,453        107,898
Goodwill                                              168,572        166,539
----------------------------------------------------------------------------
Total Assets                                       11,636,387     11,555,701
----------------------------------------------------------------------------
----------------------------------------------------------------------------
LIABILITIES AND EQUITY                                                      
Accounts payable and accrued liabilities              698,308        565,239
Liabilities associated with assets held for                                 
 sale(1)                                                    -        168,007
Current portion of long-term debt                   1,027,626      1,028,093
Long-term debt                                      5,775,799      5,679,706
Derivative liabilities                                476,735        443,569
In process revenue contracts                          169,852        179,852
Other long-term liabilities                           292,273        271,621
Redeemable non-controlling interest                    15,911         16,564
Equity:                                                                     
 Non-controlling interests                          2,034,379      2,071,262
 Stockholders of Teekay                             1,145,504      1,131,788
----------------------------------------------------------------------------
Total Liabilities and Equity                       11,636,387     11,555,701
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                                            
(1) In connection with the 2014 sale of four conventional tanker owning     
companies to a newly created company, TIL, the vessels and equipment, long- 
term debt and working capital related to the four vessel-owning companies   
were classified as "Assets held for sale" and "Liabilities associated with  
assets held for sale" as at December 31, 2013.                              


----------------------------------------------------------------------------
----------------------------------------------------------------------------
                             TEEKAY CORPORATION                             
               SUMMARY CONSOLIDATED STATEMENTS OF CASH FLOWS                
                       (in thousands of U.S. dollars)                       
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                      Three Months Ended    
                                                  --------------------------
                                                           March 31         
                                                  --------------------------
                                                          2014         2013 
                                                  --------------------------
                                                   (unaudited)  (unaudited) 
                                                  --------------------------
Cash and cash equivalents provided by (used for)                            
OPERATING ACTIVITIES                                                        
----------------------------------------------------------------------------
Net operating cash flow                                103,737      (33,707)
----------------------------------------------------------------------------
                                                                            
FINANCING ACTIVITIES                                                        
Net proceeds from long-term debt                       306,085      544,970 
Scheduled repayments of long-term debt                 (84,451)    (122,736)
Prepayments of long-term debt                         (130,000)    (250,000)
Increase in restricted cash                               (244)      (1,370)
Equity contribution from joint venture partner           6,500            - 
Issuance of common stock upon exercise of stock                             
 options                                                34,720            - 
Cash dividends paid                                    (23,467)     (22,971)
Distribution from subsidiaries to non-controlling                           
 interests                                             (96,125)     (61,491)
Other                                                        -        4,312 
----------------------------------------------------------------------------
Net financing cash flow                                 13,018       90,714 
----------------------------------------------------------------------------
                                                                            
INVESTING ACTIVITIES                                                        
Expenditures for vessels and equipment                (106,299)     (72,196)
Proceeds from sale of vessels and equipment                  -       22,364 
Repayment of term loans                                  4,814            - 
Advances from (to) joint ventures and joint                                 
 venture partners                                        1,478      (36,196)
Investment in equity accounted investments             (50,322)    (134,109)
Direct financing lease payments received and other       2,906        3,286 
----------------------------------------------------------------------------
Net investing cash flow                               (147,423)    (216,851)
----------------------------------------------------------------------------
                                                                            
Decrease in cash and cash equivalents                  (30,668)    (159,844)
Cash and cash equivalents, beginning of the period     614,660      639,491 
----------------------------------------------------------------------------
Cash and cash equivalents, end of the period           583,992      479,647 
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                                            
                                                                            
TEEKAY CORPORATION                                                          
APPENDIX A - SPECIFIC ITEMS AFFECTING NET INCOME                            
(in thousands of U.S. dollars, except per share data)                       

Set forth below is a reconciliation of the Company's unaudited adjusted net income (loss) attributable to stockholders of Teekay, a non-GAAP financial measure, to net income (loss) attributable to stockholders of Teekay as determined in accordance with GAAP. The Company believes that, in addition to conventional measures prepared in accordance with GAAP, certain investors use this information to evaluate the Company's financial performance. The items below are also typically excluded by securities analysts in their published estimates of the Company's financial results. Adjusted net income (loss) attributable to the stockholders of Teekay is intended to provide additional information and should not be considered a substitute for measures of performance prepared in accordance with GAAP.


----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                     Three Months Ended  Three Months Ended 
                                    ----------------------------------------
                                       March 31, 2014      March 31, 2013   
                                    ----------------------------------------
                                         (unaudited)         (unaudited)    
                                                   $ Per               $ Per
                                             $  Share(1)         $  Share(1)
----------------------------------------------------------------------------
Net income - GAAP basis                 49,122              39,755          
Adjust for: Net income attributable                                         
 to                                                                         
non-controlling interests             (49,610)            (45,891)          
----------------------------------------------------------------------------
Net loss attributable to                                                    
 stockholders of Teekay                  (488)    (0.01)   (6,136)    (0.09)
Add (subtract) specific items                                               
 affecting net loss:                                                        
 Unrealized losses (gains) from                                             
  derivative instruments (2)            18,382      0.26  (20,821)    (0.30)
 Foreign exchange loss (3)                 749      0.01       333         -
 Net loss on sale of vessels and                                            
  loan loss provision                      162         -     3,197      0.05
 Restructuring charges (4)                 639      0.01     2,054      0.03
 Realized gain on termination of                                            
  interest rate swap                   (1,000)    (0.01)         -         -
 Dilution gain on share issuance by                                         
  TIL (5)                              (4,108)    (0.06)         -         -
 Other (6)                             (1,587)    (0.01)     2,403      0.04
 Non-controlling interests' share of                                        
  items above (7)                      (9,273)    (0.13)     7,287      0.10
----------------------------------------------------------------------------
Total adjustments                        3,964      0.06   (5,547)    (0.08)
----------------------------------------------------------------------------
Adjusted net income (loss)                                                  
 attributable to stockholders of                                            
 Teekay                                  3,476      0.05  (11,683)    (0.17)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                                            
(1) Fully diluted per share amounts.                                        
                                                                            
(2) Reflects the unrealized gains or losses relating to the change in the   
mark-to-market value of derivative instruments that are not designated as   
hedges for accounting purposes, including those included in equity income   
from joint ventures, and the ineffective portion of foreign currency forward
contracts designated as hedges for accounting purposes.                     
                                                                            
(3) Foreign currency exchange gains and losses primarily relate to the      
Company's debt denominated in Euros and Norwegian Kroner in addition to the 
unrealized gains and losses on cross currency swaps used to hedge the       
principal and interest on the Norwegian Kroner bonds. Nearly all of the     
Company's foreign currency exchange gains and losses are unrealized.        
                                                                            
(4) Restructuring charges primarily relate to the reorganization of the     
Company's marine operations and termination of crew upon reflagging a       
shuttle tanker in Teekay Offshore.                                          
                                                                            
(5) The Company recognized a gain from the share issuance completed as part 
of TIL's initial public offering in March 2014.                             
                                                                            
(6) Other primarily relates to an external transaction fee in connection    
with Teekay Offshore's acquisition of ALP, pre-operational costs for an FPSO
unit nearing completion, and an initial unrealized gain on the TIL stock    
purchase warrants.                                                          
                                                                            
(7) If any of the specific items affecting net (loss) income originate from 
a consolidated non-wholly-owned subsidiary, the net (income) loss           
attributable to non-controlling interests of these subsidiaries is          
recalculated without these specific items affecting net (income) loss. The  
amount identified as "Non-controlling interests' share of items above" in   
the table above is the cumulative change to the Company's net (income) loss 
attributable to non-controlling interests by excluding the specific items   
affecting net (loss) income.                                                
                                                                            
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                             TEEKAY CORPORATION                             
               APPENDIX B - SUPPLEMENTAL FINANCIAL INFORMATION              
                 SUMMARY BALANCE SHEET AS AT MARCH 31, 2014                 
                       (in thousands of U.S. dollars)                       
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                 (unaudited)                                
                                                                            
                                     Teekay     Teekay     Teekay    Teekay 
                                   Offshore        LNG    Tankers    Parent 
                                --------------------------------------------
ASSETS                                                                      
Cash and cash equivalents           222,990     94,824     27,138   239,040 
Other current assets                208,930     27,079     32,950   336,455 
Restricted cash                           -    498,208          -     4,926 
Assets held for sale                      -          -    144,000         - 
Vessels and equipment             3,067,880  1,780,237    848,988   893,084 
Advances on newbuilding                                                     
 contracts                           46,369     98,055          -   864,095 
Derivative assets                    13,714    102,162      5,857     6,959 
Investment in equity accounted                                              
 investees                           55,824    606,502     35,960    78,791 
Investment in direct financing                                              
 leases                              26,135    695,899          -         - 
Other assets                         45,288    116,464     13,438   134,821 
Advances to affiliates               19,675      3,606     25,890   (49,171)
Equity investment in                                                        
 subsidiaries                             -          -          -   460,589 
Intangibles and goodwill            138,574    130,044          -     4,407 
                                --------------------------------------------
                                                                            
TOTAL ASSETS                      3,845,379  4,153,080  1,134,221 2,973,996 
                                --------------------------------------------
                                --------------------------------------------
                                                                            
LIABILITIES AND EQUITY                                                      
Accounts payable and accrued                                                
 liabilities                        177,711     58,819     20,624   441,154 
Advances from affiliates             80,183     25,154      8,377  (113,714)
Current portion of long-term                                                
 debt                               748,055    191,196     20,367    68,008 
Long-term debt                    1,730,873  2,134,425    745,174 1,165,327 
Derivative liabilities              186,467    226,080     23,615    40,573 
In-process revenue contracts         98,151      4,495          -    67,206 
Other long-term liabilities          23,480    105,635      5,405   157,753 
Redeemable non-controlling                                                  
 interest                            15,911          -          -         - 
Equity:                                                                     
 Non-controlling interests (1)       39,519     36,274          -     2,185 
 Equity attributable to                                                     
  stockholders/unitholders of                                               
  publicly-listed entities          745,029  1,371,002    310,659 1,145,504 
                                --------------------------------------------
                                                                            
TOTAL LIABILITIES AND EQUITY      3,845,379  4,153,080  1,134,221 2,973,996 
                                --------------------------------------------
                                --------------------------------------------
                                                                            
NET DEBT(2)                       2,255,938  1,732,589    738,403   989,369 
                                --------------------------------------------
                                --------------------------------------------

---------------------------------------------------------------
---------------------------------------------------------------
                       TEEKAY CORPORATION                      
        APPENDIX B - SUPPLEMENTAL FINANCIAL INFORMATION        
           SUMMARY BALANCE SHEET AS AT MARCH 31, 2014          
                 (in thousands of U.S. dollars)                
---------------------------------------------------------------
---------------------------------------------------------------
                          (unaudited)                          
                                                               
                                  Consolidation                
                                    Adjustments           Total
                                -------------------------------
ASSETS                                                         
Cash and cash equivalents                     -         583,992
Other current assets                          -         605,414
Restricted cash                               -         503,134
Assets held for sale                          -         144,000
Vessels and equipment                         -       6,590,189
Advances on newbuilding                                        
 contracts                                    -       1,008,519
Derivative assets                             -         128,692
Investment in equity accounted                                 
 investees                               (9,700)        767,377
Investment in direct financing                                 
 leases                                       -         722,034
Other assets                                  -         310,011
Advances to affiliates                        -               -
Equity investment in                                           
 subsidiaries                          (460,589)              -
Intangibles and goodwill                      -         273,025
                                -------------------------------
                                                               
TOTAL ASSETS                           (470,289)     11,636,387
                                -------------------------------
                                -------------------------------
                                                               
LIABILITIES AND EQUITY                                         
Accounts payable and accrued                                   
 liabilities                                  -         698,308
Advances from affiliates                      -               -
Current portion of long-term                                   
 debt                                         -       1,027,626
Long-term debt                                -       5,775,799
Derivative liabilities                        -         476,735
In-process revenue contracts                  -         169,852
Other long-term liabilities                   -         292,273
Redeemable non-controlling                                     
 interest                                     -          15,911
Equity:                                                        
 Non-controlling interests (1)        1,956,401       2,034,379
 Equity attributable to                                        
  stockholders/unitholders of                                  
  publicly-listed entities           (2,426,690)      1,145,504
                                -------------------------------
                                                               
TOTAL LIABILITIES AND EQUITY           (470,289)     11,636,387
                                -------------------------------
                                -------------------------------
                                                               
NET DEBT(2)                                   -       5,716,299
                                -------------------------------
                                -------------------------------
                                                                            
(1) Non-controlling interests in the Teekay Offshore and Teekay LNG columns 
represent the respective joint venture partners' share of joint venture net 
assets. Non-controlling interest in the Consolidation Adjustments column    
represents the public's share of the net assets of Teekay's publicly-traded 
subsidiaries.                                                               
(2) Net debt represents current and long-term debt less cash and, if        
applicable, current and long-term restricted cash.                          
                                                                            
--------------------------------------------------------------------------
--------------------------------------------------------------------------
                            TEEKAY CORPORATION                            
              APPENDIX B - SUPPLEMENTAL FINANCIAL INFORMATION             
  SUMMARY STATEMENT OF INCOME (LOSS) FOR THE THREE MONTHS ENDED MARCH 31, 
                                    2014                                  
                      (in thousands of U.S. dollars)                      
--------------------------------------------------------------------------
--------------------------------------------------------------------------
                                (unaudited)                               
                                                                          
                                  Teekay     Teekay     Teekay     Teekay 
                                Offshore        LNG    Tankers     Parent 
                              --------------------------------------------
                                                                          
Revenues                         259,234    101,490     61,759    112,505 
                              --------------------------------------------
                                                                          
Voyage expenses                   33,454      1,333      1,439        756 
Vessel operating expenses         88,130     24,256     22,794     66,006 
Time-charter hire expense         11,412          -      1,052     31,276 
Depreciation and amortization     48,488     24,110     12,502     18,358 
General and administrative        14,849      6,408      3,192     12,505 
Loss on sale of vessels and                                               
 equipment                             -          -          -        162 
Restructuring charges                559          -          -         80 
                              --------------------------------------------
Total operating expenses         196,892     56,107     40,979    129,143 
                              --------------------------------------------
                                                                          
Income (loss) from vessel                                                 
 operations                       62,342     45,383     20,780    (16,638)
                              --------------------------------------------
                                                                          
Interest expense                 (18,920)   (14,831)    (2,347)   (13,235)
Interest income                      177        648        138        820 
Realized and unrealized                                                   
 (losses) gains on derivative                                             
 instruments                     (36,632)    (7,521)     1,644     (4,739)
Income tax expense                (1,263)      (395)       (55)    (1,085)
Equity income (loss)               3,703     20,373      2,594        824 
Equity in earnings of                                                     
 subsidiaries (1)                      -          -          -     28,982 
Foreign exchange (loss) gain        (775)      (779)        21        639 
Other - net                          390        218      3,657      3,986 
                              --------------------------------------------
Net income (loss)                  9,022     43,096     26,432       (446)
Less: Net (income)                                                        
 attributable to non-                                                     
 controlling interests (2)        (1,679)    (4,850)         -        (42)
                              --------------------------------------------
Net income (loss) attributable                                            
 to stockholders/unitholders                                              
 of publicly-listed entities       7,343     38,246     26,432       (488)
                              --------------------------------------------
                              --------------------------------------------
CFVO - Consolidated(3)(4)        108,149     71,434     33,282     (5,486)
CFVO - Equity Investments(5)       7,947     48,140      1,423        141 
CFVO - Total                     116,096    119,574     34,705     (5,345)
                              --------------------------------------------
                              --------------------------------------------

--------------------------------------------------------------
--------------------------------------------------------------
                      TEEKAY CORPORATION                      
       APPENDIX B - SUPPLEMENTAL FINANCIAL INFORMATION        
SUMMARY STATEMENT OF INCOME (LOSS) FOR THE THREE MONTHS ENDED 
                        MARCH 31, 2014                        
                (in thousands of U.S. dollars)                
--------------------------------------------------------------
--------------------------------------------------------------
                         (unaudited)                          
                                                              
                                Consolidation                 
                                  Adjustments           Total 
                              --------------------------------
                                                              
Revenues                              (28,494)        506,494 
                              --------------------------------
                                                              
Voyage expenses                        (1,970)         35,012 
Vessel operating expenses                   -         201,186 
Time-charter hire expense             (27,448)         16,292 
Depreciation and amortization               -         103,458 
General and administrative                924          37,878 
Loss on sale of vessels and                                   
 equipment                                  -             162 
Restructuring charges                       -             639 
                              --------------------------------
Total operating expenses              (28,494)        394,627 
                              --------------------------------
                                                              
Income (loss) from vessel                                     
 operations                                 -         111,867 
                              --------------------------------
                                                              
Interest expense                            -         (49,333)
Interest income                             -           1,783 
Realized and unrealized                                       
 (losses) gains on derivative                                 
 instruments                                -         (47,248)
Income tax expense                          -          (2,798)
Equity income (loss)                        -          27,494 
Equity in earnings of                                         
 subsidiaries (1)                     (28,982)              - 
Foreign exchange (loss) gain                -            (894)
Other - net                                 -           8,251 
                              --------------------------------
Net income (loss)                     (28,982)         49,122 
Less: Net (income)                                            
 attributable to non-                                         
 controlling interests (2)            (43,039)        (49,610)
                              --------------------------------
Net income (loss) attributable                                
 to stockholders/unitholders                                  
 of publicly-listed entities          (72,021)           (488)
                              --------------------------------
                              --------------------------------
CFVO - Consolidated(3)(4)                   -         207,379 
CFVO - Equity Investments(5)                -          57,650 
CFVO - Total                                -         265,029 
                              --------------------------------
                              --------------------------------
                                                                            
(1) Teekay Corporation's proportionate share of the net earnings of its     
publicly-traded subsidiaries.                                               
                                                                            
(2) Net (income) loss attributable to non-controlling interests in the      
Teekay Offshore and Teekay LNG columns represent the joint venture partners'
share of the net income (loss) of their respective joint ventures. Net      
(income) loss attributable to non-controlling interest in the Consolidation 
Adjustments column represents the public's share of the net income (loss) of
Teekay's publicly-traded subsidiaries.                                      
                                                                            
(3) CFVO represents income from vessel operations before depreciation and   
amortization expense, amortization of in-process revenue contracts, vessel  
write downs, gains and losses on the sale of vessels, adjustments for direct
financing leases to a cash basis, and unrealized gains and losses relating  
to derivatives, but includes realized gains and losses on the settlement of 
foreign currency forward contracts. CFVO - Consolidated represents CFVO from
vessels that are consolidated on the Company's financial statements. Cash   
flow from vessel operations is a non-GAAP financial measure used by certain 
investors to measure the financial performance of shipping companies. Please
see Appendix C and Appendix E to this release for a reconciliation of this  
non-GAAP measure as used in this release to the most directly comparable    
GAAP financial measure.                                                     
                                                                            
(4) In addition to the CFVO generated by its directly owned and chartered-in
assets, Teekay Parent also receives cash dividends and distributions from   
its publicly-traded subsidiaries. For the three months ended March 31, 2014,
Teekay Parent received cash dividends and distributions from these          
subsidiaries totaling $43.3 million. The dividends and distributions        
received by Teekay Parent include, among others, those made with respect to 
its general partner interests in Teekay Offshore and Teekay LNG. Please     
refer to Appendix D to this release for further details.                    
                                                                            
(5) CFVO - Equity Investments represents the Company's proportionate share  
of CFVO from its equity accounted vessels and other investments. Please see 
Appendix C and Appendix E to this release for reconciliations of this non-  
GAAP measure as used in this release to the most directly comparable GAAP   
financial measure.                                                          
                                                                            
                                                                            
TEEKAY CORPORATION                                                          
APPENDIX C - SUPPLEMENTAL FINANCIAL INFORMATION                             
TEEKAY PARENT SUMMARY OPERATING RESULTS                                     
FOR THE THREE MONTHS ENDED MARCH 31, 2014                                   
(in thousands of U.S. dollars)                                              
(unaudited)                                                                 

Set forth below is a reconciliation of unaudited cash flow from vessel operations, a non-GAAP financial measure, to (loss) income from vessel operations as determined in accordance with GAAP, for Teekay Parent's primary operating segments. The Company believes that, in addition to conventional measures prepared in accordance with GAAP, certain investors use this information to evaluate Teekay Parent's financial performance. Disaggregated cash flow from vessel operations for Teekay Parent, as provided below, is intended to provide additional information and should not be considered a substitute for measures of performance prepared in accordance with GAAP.


----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                                            
                         Owned In-Chartered                          Teekay 
                   Conventiona                                              
                             l Conventional                          Parent 
                       Tankers      Tankers     FPSOs Other (1)       Total 
                   ---------------------------------------------------------
                                                                            
Revenues                 7,965       16,806    59,383    28,351     112,505 
                                                                            
Voyage expenses            473          272         -        11         756 
Vessel operating                                                            
 expenses                2,353        5,406    53,091     5,155      66,006 
Time-charter hire                                                           
 expense                     -       13,212     7,366    10,698      31,276 
Depreciation and                                                            
 amortization               80            -    18,335       (57)     18,358 
General and                                                                 
 administrative            387          735     5,725     5,658      12,505 
Loss on sale of                                                             
 vessels and                                                                
 equipment (2)             162            -         -         -         162 
Restructuring                                                               
 charges                     -            -         -        80          80 
                   ---------------------------------------------------------
Total operating                                                             
 expenses                3,455       19,625    84,517    21,545     129,143 
                   ---------------------------------------------------------
                                                                            
Income (loss) from                                                          
 vessel operations       4,510       (2,819)  (25,135)    6,807     (16,638)
                   ---------------------------------------------------------
                                                                            
Reconciliation of income (loss) from vessel operations to cash flow from    
 vessel operations                                                          
                                                                            
Income (loss) from                                                          
 vessel operations       4,510       (2,819)  (25,135)    6,807     (16,638)
Depreciation and                                                            
 amortization               80            -    18,335       (57)     18,358 
Loss on sale of                                                             
 vessels and                                                                
 equipment (2)             162            -         -         -         162 
Amortization of in                                                          
 process revenue                                                            
 contracts and                                                              
 other                       -            -    (6,580)        -      (6,580)
Realized gains from                                                         
 the settlements of                                                         
 non-designated                                                             
 derivative                                                                 
 instruments              (262)           -      (526)        -        (788)
                   ---------------------------------------------------------
CFVO -                                                                      
 Consolidated(3)(4)      4,490       (2,819)  (13,906)    6,750      (5,486)
CFVO - Equity(5)           846            -      (851)      146         141 
                   ---------------------------------------------------------
CFVO - Total             5,337       (2,819)  (14,757)    6,896      (5,345)
                   ---------------------------------------------------------
                                                                            
(1) Includes results of two chartered-in LNG carriers owned by Teekay LNG   
and one chartered-in FSO unit owned by Teekay Offshore, and interest income 
received from an investment in a term loan.                                 
                                                                            
(2) Teekay Parent recognized a loss relating to four conventional tankers in
connection with the sale of these vessels to TIL.                           
                                                                            
(3) CFVO represents income from vessel operations before depreciation and   
amortization expense, amortization of in-process revenue contracts, vessel  
write downs, gains and losses on the sale of vessels, adjustments for direct
financing leases to a cash basis, and unrealized gains and losses relating  
to derivatives, but includes realized gains and losses on the settlement of 
foreign currency forward contracts. CFVO - Consolidated represents Teekay   
Parent's CFVO from vessels that are consolidated on the Company's financial 
statements. Cash flow from vessel operations is a non-GAAP financial measure
used by certain investors to measure the financial performance of shipping  
companies. Please see Appendix E to this release for a reconciliation of    
this non-GAAP measure as used in this release to the most directly          
comparable GAAP financial measure.                                          
                                                                            
(4) In addition to the CFVO generated by its directly owned and chartered-in
assets, Teekay Parent also receives cash dividends and distributions from   
its publicly-traded subsidiaries. For the three months ended March 31, 2014,
Teekay Parent received cash dividends and distributions from these          
subsidiaries totaling $43.3 million. The dividends and distributions        
received by Teekay Parent include, among others, those made with respect to 
its general partner interests in Teekay Offshore and Teekay LNG. Please     
refer to Appendix D to this release for further details.                    
                                                                            
(5) CFVO - Equity Investments represents Teekay Parent's proportionate share
of CFVO from its equity accounted vessels and other investments. Please see 
Appendix E to this release for a reconciliation of this non-GAAP measure as 
used in this release to the most directly comparable GAAP financial measure.
                                                                            
                                                                            
TEEKAY CORPORATION                                                          
APPENDIX D - SUPPLEMENTAL FINANCIAL INFORMATION                             
TEEKAY PARENT FREE CASH FLOW                                                
(in thousands of U.S. dollars)                                              
(unaudited)                                                                 

Set forth below is an unaudited calculation of Teekay Parent free cash flow for the three months ended March 31, 2014, December 31, 2013, September 30, 2013, June 30, 2013, and March 31, 2013. The Company defines free cash flow, a non-GAAP financial measure, as cash flow from vessel operations attributed to its directly-owned and in-chartered assets, distributions received as a result of ownership interests in its publicly-traded subsidiaries (Teekay LNG, Teekay Offshore, and Teekay Tankers), net of interest expense and drydock expenditures in the respective period. For a reconciliation of Teekay Parent cash flow from vessel operations for the three months ended March 31, 2014 to the most directly comparable financial measure under GAAP, please refer to Appendix C to this release. For a reconciliation of Teekay Parent cash flow from vessel operations to the most directly comparable GAAP financial measure for the three months ended December 31, 2013, September 30, 2013, June 30, 2013, and March 31, 2013, please see Appendix E to this release. Teekay Parent free cash flow, as provided below, is intended to provide additional information and should not be considered a substitute for measures of performance prepared in accordance with GAAP.


                                      Three Months Ended                    
                  ----------------------------------------------------------
                  March 31,  December 31, September 30,  June 30, March 31, 
                  ----------------------------------------------------------
                       2014          2013          2013      2013      2013 
                  ----------------------------------------------------------
Teekay Parent cash                                                          
 flow from vessel                                                           
 operations (1)                                                             
 Owned                                                                      
  Conventional                                                              
  Tankers             4,490           232           883      (380)       99 
 In-Chartered                                                               
  Conventional                                                              
  Tankers (2)        (2,819)       (9,292)       (8,672)  (18,436)  (20,008)
 FPSOs              (13,906)       (4,932)      (24,214)  (13,407)    5,500 
 Other                6,750        (2,959)       (2,528)   (3,337)   (4,977)
                  ----------------------------------------------------------
 Total               (5,486)      (16,951)      (34,531)  (35,560)  (19,386)
Daughter company                                                            
 distributions to                                                           
 Teekay Parent (3)                                                          
 Common                                                                     
  shares/units (4)                                                          
 Teekay LNG                                                                 
  Partners           17,439        17,439        17,016    17,016    17,016 
 Teekay Offshore                                                            
  Partners           12,819        12,819        12,507    12,507    11,747 
 Teekay Tankers                                                             
  Ltd. (5)              629           629           629       629       629 
                  ----------------------------------------------------------
 Total               30,887        30,887        30,152    30,152    29,392 
General partner                                                             
 interest                                                                   
 Teekay LNG                                                                 
  Partners            7,568         7,566         6,320     5,946     5,935 
 Teekay Offshore                                                            
  Partners            4,868         4,867         3,671     3,671     3,603 
                  ----------------------------------------------------------
 Total               12,436        12,433         9,991     9,617     9,538 
Total Teekay                                                                
 Parent cash flow                                                           
 before interest                                                            
 and dry dock                                                               
 expenditures        37,837        26,369         5,612     4,209    19,544 
Less:                                                                       
 Net interest                                                               
  expense (6)       (16,151)      (12,039)      (16,576)  (17,017)  (18,574)
 Dry dock                                                                   
  expenditures         (549)       (2,056)         (607)        -         - 
                  ----------------------------------------------------------
TOTAL TEEKAY                                                                
 PARENT FREE CASH                                                           
 FLOW                21,137        12,274       (11,571)  (12,808)      970 
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                                            
(1) CFVO represents income from vessel operations before depreciation and   
amortization expense, vessel/goodwill write downs, loan loss provisions,    
gains or losses on the sale of vessels, adjustments for direct financing    
leases on a cash basis, and unrealized gains and losses relating to         
derivatives, but includes realized gains and losses on the settlement of    
foreign currency forward contracts. CFVO is a non-GAAP financial measure    
used by certain investors to measure the financial performance of shipping  
companies. For further details for the three months ended March 31, 2014,   
including a reconciliation of this non-GAAP financial measure to the most   
directly comparable GAAP financial measure, please refer to Appendix C to   
this release; for a reconciliation of this non-GAAP financial measure to the
most directly comparable GAAP financial measure for the three months ended  
December 31, 2013, September 30, 2013, June 30, 2013, and March 31, 2013,   
please refer to Appendix E to this release.                                 
                                                                            
(2) Includes charter termination fees of $4.5 million and $6.8 million paid 
to Teekay Offshore during the three months ended June 30, 2013 and March 31,
2013, respectively.                                                         
                                                                            
(3) Cash dividend and distribution cash flows are shown on an accrual basis 
for dividends and distributions declared for the respective period.         
                                                                            
(4) Common share/unit dividend/distribution cash flows to Teekay Parent are 
based on Teekay Parent's ownership on the ex-dividend date for the          
respective publicly traded subsidiary and period as follows:                
                                                                            
                                        Three Months Ended                  
                      ------------------------------------------------------
                               March 31,      December 31,     September 30,
                      ------------------------------------------------------
                                    2014              2013              2013
                      ------------------------------------------------------
                                                                            
Teekay LNG Partners                                                         
 Distribution per                                                           
  common unit          $          0.6918 $          0.6918 $          0.6750
 Common units owned by                                                      
  Teekay Parent               25,208,274        25,208,274        25,208,274
                      ------------------------------------------------------
 Total distribution    $      17,439,084 $      17,439,084 $      17,015,585
Teekay Offshore                                                             
 Partners                                                                   
 Distribution per                                                           
  common unit          $          0.5384 $          0.5384 $          0.5253
 Common units owned by                                                      
  Teekay Parent               23,809,468        23,809,468        23,809,468
                      ------------------------------------------------------
 Total distribution    $      12,819,018 $      12,819,018 $      12,507,114
Teekay Tankers Ltd.                                                         
 Dividend per share    $            0.03 $            0.03 $            0.03
 Shares owned by                                                            
  Teekay Parent (5)           20,976,530        20,976,530        20,976,530
                      ------------------------------------------------------
 Total dividend        $         629,296 $         629,296 $         629,296

                               Three Months Ended         
                      ------------------------------------
                                June 30,         March 31,
                      ------------------------------------
                                    2013              2013
                      ------------------------------------
                                                          
Teekay LNG Partners                                       
 Distribution per                                         
  common unit          $          0.6750 $          0.6750
 Common units owned by                                    
  Teekay Parent               25,208,274        25,208,274
                      ------------------------------------
 Total distribution    $      17,015,585 $      17,015,585
Teekay Offshore                                           
 Partners                                                 
 Distribution per                                         
  common unit          $          0.5253 $          0.5253
 Common units owned by                                    
  Teekay Parent               23,809,468        22,362,814
                      ------------------------------------
 Total distribution    $      12,507,114 $      11,747,186
Teekay Tankers Ltd.                                       
 Dividend per share    $            0.03 $            0.03
 Shares owned by                                          
  Teekay Parent (5)           20,976,530        20,976,530
                      ------------------------------------
 Total dividend        $         629,296 $         629,296
                                                                            
(5) Includes Class A and Class B shareholdings.                             
                                                                            
(6) Net interest expense is a non-GAAP financial measure that includes      
realized gains and losses on interest rate swaps. Please see Appendix E to  
this release for a reconciliation of this non-GAAP measure as used in this  
release to the most directly comparable GAAP financial measure.             
                                                                            
                                                                            
TEEKAY CORPORATION                                                          
APPENDIX E - RECONCILIATION OF NON-GAAP FINANCIAL MEASURES                  
CASH FLOW FROM VESSEL OPERATIONS - CONSOLIDATED                             
(in thousands of U.S. dollars)                                              
(unaudited)                                                                 

Set forth below is an unaudited calculation of consolidated CFVO for the three months ended March 31, 2014 and March 31, 2013. CFVO, a non-GAAP financial measure, represents income from vessel operations before depreciation and amortization expense, amortization of in-process revenue contracts, vessel write-downs, gains or losses on the sale of vessels and unrealized gains or losses relating to derivatives but includes realized gains or losses on the settlement of foreign exchange forward contracts. CFVO is included because certain investors use this data to measure a company's financial performance. CFVO is not required by GAAP and should not be considered as an alternative to net income or any other indicator of the Company's performance required by GAAP.


                                                                            
                                Three Months Ended March 31, 2014           
                    --------------------------------------------------------
                                           (unaudited)                      
                    --------------------------------------------------------
                           Teekay                                           
                         Offshore    Teekay LNG         Teekay       Teekay 
                      Partners LP   Partners LP   Tankers Ltd.       Parent 
----------------------------------------------------------------------------
Income (loss) from                                                          
 vessel operations         62,342        45,383         20,780      (16,638)
Depreciation and                                                            
 amortization              48,488        24,110         12,502       18,358 
Amortization of in                                                          
 process revenue                                                            
 contracts and other       (3,142)         (278)             -       (6,580)
Realized losses from                                                        
 the settlements of                                                         
 non designated                                                             
 derivative                                                                 
 instruments                 (497)            -              -         (788)
Gain on sale of                                                             
 vessels and                                                                
 equipment                      -             -              -          162 
Cash flow from time-                                                        
 charter contracts,                                                         
 net of revenue                                                             
 accounted for as                                                           
 direct finance                                                             
 leases                       958         2,219              -            - 
----------------------------------------------------------------------------
Cash flow from                                                              
 vessel operations -                                                        
 Consolidated             108,149        71,434         33,282       (5,486)
----------------------------------------------------------------------------
----------------------------------------------------------------------------

                                                   
                     Three Months Ended March 31,  
                                 2014              
                    -------------------------------
                              (unaudited)          
                    -------------------------------
                                            Teekay 
                      Consolidation    Corporation 
                        Adjustments   Consolidated 
---------------------------------------------------
Income (loss) from                                 
 vessel operations                -        111,867 
Depreciation and                                   
 amortization                     -        103,458 
Amortization of in                                 
 process revenue                                   
 contracts and other              -        (10,000)
Realized losses from                               
 the settlements of                                
 non designated                                    
 derivative                                        
 instruments                      -         (1,285)
Gain on sale of                                    
 vessels and                                       
 equipment                        -            162 
Cash flow from time-                               
 charter contracts,                                
 net of revenue                                    
 accounted for as                                  
 direct finance                                    
 leases                           -          3,177 
---------------------------------------------------
Cash flow from                                     
 vessel operations -                               
 Consolidated                     -        207,379 
---------------------------------------------------
---------------------------------------------------
                                                                            
                                Three Months Ended March 31, 2013           
                    --------------------------------------------------------
                                           (unaudited)                      
                    --------------------------------------------------------
                              Teekay                                        
                            Offshore   Teekay LNG       Teekay       Teekay 
                     Partners LP (1)  Partners LP Tankers Ltd.       Parent 
----------------------------------------------------------------------------
                                                                            
Income (loss) from                                                          
 vessel operations            39,384       41,788        1,504      (17,186)
Depreciation and                                                            
 amortization                 45,349       24,143       11,864       21,138 
Amortization of in                                                          
 process revenue                                                            
 contracts and other          (3,123)      (1,945)        (240)     (15,300)
Unrealized losses                                                           
 from the change in                                                         
 fair value of                                                              
 designated foreign                                                         
 exchange forward                                                           
 contracts                        59            -            -           15 
Realized gains                                                              
 (losses) from the                                                          
 settlements of non-                                                        
 designated foreign                                                         
 exchange forward                                                           
 contracts                       353            -            -           68 
Asset impairments /                                                         
 net loss on vessel                                                         
 sales                        11,247            -           71       (8,121)
Cash flow from time-                                                        
 charter contracts,                                                         
 net of revenue                                                             
 accounted for as                                                           
 accounted for as                                                           
 direct finance                                                             
 leases                          784        1,584            -            - 
----------------------------------------------------------------------------
Cash flow from                                                              
 vessel operations -                                                        
 Consolidated(2)              94,053       65,570       13,199      (19,386)
----------------------------------------------------------------------------
----------------------------------------------------------------------------

                                                    
                      Three Months Ended March 31,  
                                  2013              
                    --------------------------------
                              (unaudited)           
                    --------------------------------
                                             Teekay 
                      Consolidation     Corporation 
                        Adjustments    Consolidated 
----------------------------------------------------
                                                    
Income (loss) from                                  
 vessel operations           (2,700)         62,790 
Depreciation and                                    
 amortization                     -         102,494 
Amortization of in                                  
 process revenue                                    
 contracts and other              -         (20,608)
Unrealized losses                                   
 from the change in                                 
 fair value of                                      
 designated foreign                                 
 exchange forward                                   
 contracts                        -              74 
Realized gains                                      
 (losses) from the                                  
 settlements of non-                                
 designated foreign                                 
 exchange forward                                   
 contracts                        -             421 
Asset impairments /                                 
 net loss on vessel                                 
 sales                            -           3,197 
Cash flow from time-                                
 charter contracts,                                 
 net of revenue                                     
 accounted for as                                   
 accounted for as                                   
 direct finance                                     
 leases                           -           2,368 
----------------------------------------------------
Cash flow from                                      
 vessel operations -                                
 Consolidated(2)             (2,700)        150,736 
----------------------------------------------------
----------------------------------------------------
                                                                            
(1) The results of Teekay Offshore include the results from both continuing 
and discontinued operations.                                                
                                                                            
(2) Excludes the cash flow from vessel operations relating to assets        
acquired from Teekay Parent for the periods prior to their acquisition by   
Teekay Offshore, Teekay LNG and Teekay Tankers, respectively, as those      
results are included in the historical results for Teekay Parent.           
                                                                            
                                                                            
TEEKAY CORPORATION                                                          
APPENDIX E - RECONCILIATION OF NON-GAAP FINANCIAL MEASURES                  
CASH FLOW FROM VESSEL OPERATIONS - EQUITY ACCOUNTED VESSELS                 
(in thousands of U.S. dollars)                                              
(unaudited)                                                                 

Set forth below is an unaudited calculation of cash flow from vessel operations for equity-accounted vessels for the three months ended March 31, 2014 and March 31, 2013. CFVO, a non-GAAP financial measure, represents income from vessel operations before depreciation and amortization expense, amortization of in-process revenue contracts, vessel write-downs, gains or losses on the sale of vessels and unrealized gains or losses relating to derivatives, but includes realized gains or losses on the settlement of foreign exchange forward contracts. CFVO from equity accounted vessels represents the Company's proportionate share of CFVO from its equity accounted vessels and other investments. CFVO is included because certain investors use this data to measure a company's financial performance. CFVO is not required by GAAP and should not be considered as an alternative to net income or any other indicator of the Company's performance required by GAAP.


                                Three Months Ended     Three Months Ended   
                                  March 31, 2014         March 31, 2013     
                                    (unaudited)            (unaudited)      
                                      At   Company's         At   Company's 
                                    100%  Portion(1)       100%  Portion(2) 
----------------------------------------------------------------------------
                                                                            
Revenues                         224,386     103,165    197,448      89,873 
Vessel and other operating                                                  
 expenses                        101,092      46,075    101,526      46,894 
Depreciation and amortization     29,252      14,529     19,920      10,133 
Loss on sale of vessel             1,931         966          -           - 
----------------------------------------------------------------------------
Income from vessel operations                                               
 of equity accounted vessels      92,111      41,594     76,002      32,846 
----------------------------------------------------------------------------
Interest expense                 (22,076)    (10,217)   (13,060)     (5,825)
Realized and unrealized gain                                                
 on derivative instruments       (18,931)     (6,726)    (5,176)     (2,401)
Dilution gain on share                                                      
 issuance by TIL                       -       4,108          -           - 
Other income - net                (2,819)     (1,266)     6,344       2,695 
----------------------------------------------------------------------------
Other items                      (43,826)    (14,100)   (11,892)     (5,531)
----------------------------------------------------------------------------
Equity income of equity                                                     
 accounted vessels                48,285      27,494     64,110      27,315 
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Income from vessel operations                                               
 of equity accounted vessels      92,111      41,594     76,002      32,846 
Depreciation and amortization     29,252      14,529     19,920      10,133 
Loss on sale of vessel             1,931         966          -           - 
Cash flow from time-charter                                                 
 contracts net of revenue                                                   
 accounted for as direct                                                    
 finance lease                     7,462       2,707      6,876       2,495 
Amortization of in-process                                                  
 revenue contracts and other      (4,225)     (2,146)    (6,200)     (3,221)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Cash flow from vessel                                                       
 operationsof equity accounted                                              
 vessels(3)                      126,531      57,650     96,598      42,253 
----------------------------------------------------------------------------
----------------------------------------------------------------------------
(1) The Company's proportionate share of its equity accounted vessels and   
other investments ranges from 13 percent to 52 percent.                     
                                                                            
(2) The Company's proportionate share of its equity accounted vessels and   
other investments ranges from 33 percent to 52 percent.                     
                                                                            
(3) CFVO from equity accounted vessels represents the Company's             
proportionate share of CFVO from its equity accounted vessels and other     
investments.                                                                
                                                                            
                                                                            
TEEKAY CORPORATION                                                          
APPENDIX E - RECONCILIATION OF NON-GAAP MEASURES                            
CASH FLOW FROM VESSEL OPERATIONS - TEEKAY PARENT                            
(in thousands of U.S. dollars)                                              
(unaudited)                                                                 

Set forth below is an unaudited calculation of Teekay Parent cash flow from vessel operations for the three months ended December 31, 2013, September 30, 2013, June 30, 2013, and March 31, 2013. CFVO, a non-GAAP financial measure, represents income from vessel operations before depreciation and amortization expense, amortization of in-process revenue contracts, vessel write-downs, gains or losses on the sale of vessels and unrealized gains or losses relating to derivatives, but includes realized gains or losses on the settlement of foreign exchange forward contracts. CFVO is included because certain investors use this data to measure a company's financial performance. CFVO is not required by GAAP and should not be considered as an alternative to net income or any other indicator of the Company's performance required by GAAP.


                              Three Months Ended December 31, 2013          
                    --------------------------------------------------------
                                          (unaudited)                       
                    --------------------------------------------------------
                           Owned In-chartered                        Teekay 
                    Conventional Conventional                        Parent 
                         Tankers      Tankers     FPSOs     Other     Total 
----------------------------------------------------------------------------
Teekay Parent (loss)                                                        
 income from vessel                                                         
 operations              (93,160)      (9,292)  (15,452)    6,171  (111,733)
Depreciation and                                                            
 amortization              2,602            -    18,995      (475)   21,140 
Asset impairments                                                           
 and provisions                                                             
 (recoveries)             90,813            -     2,634    (8,713)   84,734 
Gain on sale of                                                             
 vessel                        -            -         -        40        40 
Amortization of in                                                          
 process revenue                                                            
 contracts and other           -            -   (10,691)        -   (10,691)
Realized losses from                                                        
 the settlements of                                                         
 non-designated                                                             
 foreign exchange                                                           
 forward contracts           (23)           -      (418)        -      (441)
----------------------------------------------------------------------------
Cash flow from                                                              
 vessel operations -                                                        
 Teekay Parent               232       (9,292)   (4,932)   (2,959)  (16,951)
----------------------------------------------------------------------------
----------------------------------------------------------------------------


                                                                            
                             Three Months Ended September 30, 2013          
                    --------------------------------------------------------
                                          (unaudited)                       
                    --------------------------------------------------------
                           Owned In-chartered                        Teekay 
                    Conventional Conventional                        Parent 
                         Tankers      Tankers     FPSOs     Other     Total 
----------------------------------------------------------------------------
Teekay Parent loss                                                          
 from vessel                                                                
 operations               (1,634)      (8,672)  (32,692)   (1,172)  (44,170)
Depreciation and                                                            
 amortization              2,582            -    19,670    (1,433)   20,819 
Loss provision                 -            -         -     1,141     1,141 
Gain on sale of                                                             
 vessel                        -            -         -      (161)     (161)
Amortization of in                                                          
 process                                                                    
revenue contracts                                                           
 and other                     -            -   (10,708)        -   (10,708)
Unrealized losses                                                           
 from the change in                                                         
 fair value of                                                              
 designated foreign                                                         
 exchange forward                                                           
 contracts                    19            -         -         -        19 
Realized losses from                                                        
 the settlements of                                                         
 non-designated                                                             
 foreign exchange                                                           
 forward contracts           (84)           -      (484)     (903)   (1,471)
----------------------------------------------------------------------------
Cash flow from                                                              
 vessel operations -                                                        
 Teekay Parent               883       (8,672)  (24,214)   (2,528)  (34,531)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                                            
                                 Three Months Ended June 30, 2013           
                       -----------------------------------------------------
                                            (unaudited)                     
                       -----------------------------------------------------
                              Owned In-chartered                     Teekay 
                       Conventional Conventional                     Parent 
                            Tankers      Tankers    FPSOs    Other    Total 
----------------------------------------------------------------------------
Teekay Parent (loss)                                                        
 income from vessel                                                         
 operations                  (2,922)     (18,203) (21,883)   2,883  (40,125)
Depreciation and                                                            
 amortization                 2,582         (233)  20,646     (965)  22,030 
Asset impairments/net                                                       
 (gain) on vessel sales           -            -   (1,337)  (5,255)  (6,592)
Amortization of in                                                          
 process                                                                    
revenue contracts and                                                       
 other                            -            -  (11,184)       -  (11,184)
Unrealized (gains)                                                          
 losses from the change                                                     
 in fair value of                                                           
 designated foreign                                                         
 exchange forward                                                           
 contracts                       38            -        -        -       38 
Realized (losses) gains                                                     
 from the settlements                                                       
 of non-designated                                                          
 foreign exchange                                                           
 forward contracts              (78)           -     (150)       -     (228)
Dropdown predecessor                                                        
 cash flow                        -            -      501        -      501 
----------------------------------------------------------------------------
Cash flow from vessel                                                       
 operations - Teekay                                                        
 Parent                        (380)     (18,436) (13,407)  (3,337) (35,560)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                                            
                                 Three Months Ended March 31, 2013          
                       -----------------------------------------------------
                                            (unaudited)                     
                       -----------------------------------------------------
                              Owned In-chartered                     Teekay 
                       Conventional Conventional                     Parent 
                            Tankers      Tankers    FPSOs    Other    Total 
----------------------------------------------------------------------------
Teekay Parent (loss)                                                        
 income from vessel                                                         
 operations                  (2,547)      (8,528)   1,446   (7,557) (17,186)
Depreciation and                                                            
 amortization                 2,582         (233)  19,335     (546)  21,138 
Asset impairments/net                                                       
 (gain) loss on vessel                                                      
 sales                            -      (11,247)       -    3,126   (8,121)
Amortization of in                                                          
 process revenue                                                            
 contracts and other              -            -  (15,300)       -  (15,300)
Unrealized losses from                                                      
 the change in fair                                                         
 value of designated                                                        
 foreign exchange                                                           
 forward contracts               15            -        -        -       15 
Realized gains from the                                                     
 settlements of non-                                                        
 designated foreign                                                         
 exchange forward                                                           
 contracts                       49            -       19        -       68 
----------------------------------------------------------------------------
Cash flow from vessel                                                       
 operations - Teekay                                                        
 Parent                          99      (20,008)   5,500   (4,977) (19,386)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                                            
                                                                            
TEEKAY CORPORATION                                                          
APPENDIX E - RECONCILIATION OF NON-GAAP FINANCIAL MEASURES                  
NET REVENUES                                                                
(in thousands of U.S. dollars)                                              
(unaudited)                                                                 

Set forth below is an unaudited calculation of net revenues for the three months and year ended March 31, 2014 and March 31, 2013. Net revenues represents revenues less voyage expenses, which comprise all expenses relating to certain voyages, including bunker fuel expenses, port fees, cargo loading and unloading expenses, canal tolls, agency fees and commissions. Net revenues is included because certain investors use this data to measure the financial performance of shipping companies. Net revenues is not required by GAAP and should not be considered as an alternative to revenues or any other indicator of the Company's performance required by GAAP.


                                                                            
                                                                            
                               Three Months Ended March 31, 2014            
                  ----------------------------------------------------------
                                                                            
                                                                            
                  Teekay Offshore    Teekay LNG        Teekay        Teekay 
                      Partners LP   Partners LP  Tankers Ltd.        Parent 
----------------------------------------------------------------------------
Revenues                  259,234       101,490        61,759       112,505 
Voyage expense            (33,454)       (1,333)       (1,439)         (756)
----------------------------------------------------------------------------
Net revenues              225,780       100,157        60,320       111,749 
----------------------------------------------------------------------------
----------------------------------------------------------------------------

                                              
                                              
                    Three Months Ended March  
                            31, 2014          
                  --------------------------- 
                                              
                                       Teekay 
                  Consolidation   Corporation 
                    Adjustments  Consolidated 
----------------------------------------------
Revenues                (28,494)      506,494 
Voyage expense            1,970       (35,012)
----------------------------------------------
Net revenues            (26,524)      471,482 
----------------------------------------------
----------------------------------------------
                                                                            
                                                                            
                                                                            
                                Three Months Ended March 31, 2013           
                    --------------------------------------------------------
                                                                            
                     Teekay Offshore   Teekay LNG       Teekay       Teekay 
                     Partners LP (1)  Partners LP Tankers Ltd.       Parent 
----------------------------------------------------------------------------
Revenues                     224,422       97,107       44,953      123,960 
Voyage expense               (23,226)        (391)      (2,913)      (1,742)
----------------------------------------------------------------------------
Net revenues                 201,196       96,716       42,040      122,218 
----------------------------------------------------------------------------
----------------------------------------------------------------------------

                                                  
                                                  
                                                  
                     Three Months Ended March 31, 
                                 2013             
                    ------------------------------
                                           Teekay 
                     Consolidation    Corporation 
                       Adjustments   Consolidated 
--------------------------------------------------
Revenues                   (39,405)       451,037 
Voyage expense               1,957        (26,315)
--------------------------------------------------
Net revenues               (37,448)       424,722 
--------------------------------------------------
--------------------------------------------------
                                                                            
(1) The results of Teekay Offshore include the results from both continuing 
and discontinued operations.                                                
                                                                            
                                                                            
TEEKAY CORPORATION                                                          
APPENDIX E - RECONCILIATION OF NON-GAAP FINANCIAL MEASURES                  
NET INTEREST EXPENSE - TEEKAY PARENT                                        
(in thousands of U.S. dollars)                                              
(unaudited)                                                                 

Set forth below is an unaudited calculation of Teekay Parent net interest expense for the three months ended March 31, 2014, December 31, 2013, September 30, 2013, June 30, 2013, and March 31, 2013. Net interest expense is a non-GAAP financial measure that includes realized gains and losses on interest rate swaps. Net interest expense is not required by GAAP and should not be considered as an alternative to interest expense or any other indicator of the Company's performance required by GAAP.


                                                                            
                                      Three Months Ended                    
                  ----------------------------------------------------------
                   March 31,  December 31, September 30, June 30, March 31, 
                        2014          2013          2013     2013      2013 
                  ----------------------------------------------------------
Interest expense     (49,333)      (48,382)      (45,817) (44,687)  (42,510)
Interest income        1,783         5,129         1,543    2,018     1,018 
----------------------------------------------------------------------------
Net interest                                                                
 expense -                                                                  
 consolidated        (47,550)      (43,253)      (44,274) (42,669)  (41,492)
Less:                                                                       
 Non-Teekay Parent                                                          
  net interest                                                              
  expense            (35,135)      (35,130)      (31,604) (29,540)  (26,725)
----------------------------------------------------------------------------
Interest expense                                                            
 net of interest                                                            
 income - Teekay                                                            
 Parent              (12,415)       (8,123)      (12,670) (13,129)  (14,767)
Add:                                                                        
 Teekay Parent                                                              
  realized losses                                                           
  on interest rate                                                          
  swaps (1)           (3,736)       (3,916)       (3,906)  (3,888)   (3,807)
----------------------------------------------------------------------------
Net interest                                                                
 expense - Teekay                                                           
 Parent              (16,151)      (12,039)      (16,576) (17,017)  (18,574)
----------------------------------------------------------------------------
----------------------------------------------------------------------------
                                                                            
(1) Realized losses on interest rate swaps for the three months ended March 
31, 2014 excludes a realized gain on the termination of a swap agreement.   
Realized losses on interest rate swaps for the three months ended June 30,  
2013 excludes a realized loss on the termination of a swap agreement prior  
to the acquisition of the Voyageur FPSO unit in May 2013.                   

FORWARD-LOOKING STATEMENTS

This release contains forward-looking statements (as defined in Section 21E of the Securities Exchange Act of 1934, as amended) which reflect management's current views with respect to certain future events and performance, including statements regarding: Teekay Parent's strategic objective of having our ships and offshore units owned at the daughter company level and creating value primarily by increasing cash flows generated by its publicly-traded daughter entities; the estimated cost and timing of delivery of newbuildings and converted vessels and the commencement of associated time-charter contracts; Teekay Offshore's potential acquisition of Logitel, including the timing of finalizing the transaction and the effect on the value of Teekay Parent's general partnership interest; securing employment for Logitel's second FAU newbuilding; the ability of Teekay Offshore to obtain financing for the FAU newbuildings; the timing and certainty of Teekay Parent's FPSOs becoming eligible for dropdown to Teekay Offshore under the omnibus agreement, including the effect on Teekay Offshore's growth and Teekay Parent's general partnership ownership and net debt; the timing of the Petrojarl Banff FPSO completing field installation and recommencing its charter contract, including the effect on Teekay Parent's cash flow; the potential for Teekay LNG, through a new 50/50 joint venture with a China-based LNG shipping company, to provide six icebreaker LNG carriers for the Yamal LNG project, including the effect on the value of Teekay Parent's general partnership interest, and the actual magnitude of such project, if completed; TIL's acquisition of four vessels and the ability of TIL to secure additional future tanker acquisitions; Teekay Tankers completing the acquisition of an ownership interest in Teekay Operations; the potential upside to Teekay Parent from an expected tanker market recovery; and the timing of amount of future capital expenditure commitments for Teekay Parent, Teekay LNG and Teekay Offshore. The following factors are among those that could cause actual results to differ materially from the forward-looking statements, which involve risks and uncertainties, and that should be considered in evaluating any such statement: changes in production of or demand for oil, petroleum products, LNG and LPG, either generally or in particular regions; greater or less than anticipated levels of tanker newbuilding orders or greater or less than anticipated rates of tanker scrapping; changes in trading patterns significantly affecting overall vessel tonnage requirements;

changes in applicable industry laws and regulations and the timing of implementation of new laws and regulations; changes in the typical seasonal variations in tanker charter rates; changes in the offshore production of oil or demand for shuttle tankers, FSOs and FPSOs; decreases in oil production by or increased operating expenses for FPSO units; trends in prevailing charter rates for shuttle tanker and FPSO contract renewals; the potential for early termination of long-term contracts and inability of the Company to renew or replace long-term contracts or complete existing contract negotiations; failure by Teekay Offshore to complete the acquisition of Logitel; failure by Teekay Offshore to secure financing on the two FAU newbuildings and secure a charter contract for the second FAU newbuilding; failure by Teekay LNG to secure financing for newbuildings; potential failure of the Yamal LNG Project to be completed for any reason, including due to lack of funding as a result of existing or future sanctions against Russia and Russian entities and individuals, which may affect partners in the project; potential inability of the Partnership's joint venture to negotiate acceptable terms and documentation relating to its proposed participation in the Yamal LNG Project; failure by Teekay LNG to secure the required contracts for the Yamal LNG project for six icebreaker LNG carriers; potential delays or cancellation of the Yamal LNG project; shipyard construction or vessel conversion delays and cost overruns; delays in commencement of operations of FPSO and FSO units at designated fields; changes in the Company's expenses; the Company's future capital expenditure requirements and the inability to secure financing for such requirements; the inability of the Company to complete vessel sale transactions to its publicly-traded subsidiaries or to third parties; potential delays in the construction of the Knarr FPSO and/or commencement of operations under its charter contract; potential delays in installing the Petrojarl Banff FPSO and/or recommencement of operations under its charter contract; conditions in the capital markets; failure of TIL to complete its anticipated vessel acquisitions and/or to enter into a new credit facility; and other factors discussed in Teekay's filings from time to time with the SEC, including its Report on Form 20-F for the fiscal year ended December 31, 2013. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company's expectations with respect thereto or any change in events, conditions or circumstances on which any such statement is based.

Contacts:
Teekay Corporation
Ryan Hamilton
Investor Relations Enquiries
+1 (604) 844-6654
www.teekay.com

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