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Wilh. Wilhelmsen ASA

Earnings Release Feb 15, 2024

3790_rns_2024-02-15_a1a50087-a5d1-41a7-9f4d-fa005b64fb11.pdf

Earnings Release

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WILH. WILHELMSEN HOLDING ASA

Fourth quarter 2023

Highlights for the quarter

Wilhelmsen delivered stable operating results while receiving lower contribution from associates in the fourth quarter. Net profit after financial items and tax was USD 80 million and net profit to equity holders of the company was USD 74 million.

USD 33 million in EBITDA.

  • Up from the corresponding period last year adjusted for sales gain but below the third quarter.
  • USD 24 million EBITDA in Maritime Services.
  • USD 13 million EBITDA in New Energy.

USD 68 million in share of profit from joint ventures and associates.

  • Down from the corresponding period last year and the third quarter due to reduced net profit in Wallenius Wilhelmsen.
  • USD 42 million share of profit from Wallenius Wilhelmsen.
  • USD 21 million share of profit from Hyundai Glovis.

USD 6 million in net financial income.

In December, Wilhelmsen Ship Management and MPC Capital agreed to acquire 100% of the company Zeaborn Ship Management.

In December, Wilh. Wilhelmsen Holding ASA and Wallenius Lines AB decided to extend the duration of the limited shareholders' agreement related to Wallenius Wilhelmsen ASA for three years.

Post quarter event

The board proposes that the Annual General Meeting approves a first dividend of NOK 10.00 per share and authorises the board to distribute additional dividend of up to NOK 8.00 per share. This is in line with the updated dividend objective, targeting an annual dividend yield of 3 – 5% over time.

Key figures

Financial performance

USD million Q-on-Q Y-o-Y 01.01- 01.01- Y-o-Y
Q4'23 Q3'23 Change Q4'22 Change 31.12.23 31.12.22 Change
Total income 256 253 1% 246 4% 1,029 958 7%
of which operating revenue 250 254 -2% 237 6% 1,027 943 9%
of which other gain/(loss) 5 (1) 9 1 15
EBITDA 33 36 -8% 34 -2% 147 153 -3%
Operating profit/EBIT 17 21 -18% 7 146% 88 83 6%
Share of profit/(loss) from JVs and associates 68 138 -50% 130 -47% 431 397 8%
Financial items 6 (6) 34 (4) (40)
of which change in fair value financial assets 5 4 8 11 (5)
of which other financial income/(expenses) 1 (11) 27 (15) (36)
Profit/(loss) before tax/EBT 91 153 -40% 171 -47% 515 440 17%
Tax income/(expenses) (11) (5) (14) (27) (13)
Profit/(loss) for the period 80 148 -46% 157 -49% 487 427 14%
Profit/(loss) to equity holders of the company 74 143 -48% 151 -51% 466 400 16%
EPS (USD) 1.68 3.24 -48% 3.38 -50% 10.52 8.98 17%
Other comprehensive income 74 (20) 142 (11) (88)
Total comprehensive income 154 128 21% 299 -48% 476 339 40%
Total comp. income equity holder of the company 142 127 12% 276 -49% 457 326 40%
Total assets 4,105 3,906 5% 3,711 11% 4,105 3,711 11%
Shareholders' equity 2,702 2,572 5% 2,278 19% 2,702 2,278 19%
Total equity 2,857 2,720 5% 2,438 17% 2,857 2,438 17%
Equity ratio 70% 70% 0% 66% 4% 70% 66% 4%

Group result for the fourth quarter 2023

Total income for the Wilh. Wilhelmsen Holding ASA group (referred to as Wilhelmsen or group) was USD 256 million in the fourth quarter of 2023, up 4% from the corresponding period last year and up 1% from the previous quarter. Income was up for Maritime Services while down for New Energy on both measures.

EBITDA was USD 33 million, down from last year and the previous quarter. When adjusting for a previous year sales gain in New Energy, EBITDA was up year-over-year. The EBITDA margin was down from last year in Maritime Services while up in New Energy.

Share of profit from joint ventures and associates was USD 68 million. This was down from previous quarters due to reduced contribution from Wallenius Wilhelmsen ASA.

Financial items were a net income of USD 6 million while tax was an expense of USD 11 million for the quarter.

Net profit to equity holders of the company was USD 74 million for the quarter, equal to USD 1.68 earnings per share (EPS).

Other comprehensive income was negative with USD 74 million, mainly from positive currency translation differences related to non-USD entities. Total comprehensive income, including net profit and other comprehensive income, attributable to equity holders of the company was USD 143 million.

Group balance sheet

Total assets were up 5% in the fourth quarter partly due to currency effect on asset values. Profit and other comprehensive income lifted shareholders' equity with 5% for the quarter, to USD 2,702 million. As of 31 December, the group equity ratio was 70%.

In October, Wilhelmsen completed the sale of 13,700 own A-shares as part of a share program for employees.

Group cash and debt

USD million Cash
& cash
equiv.
Curr.
fin.
inv.
IBD Lease
liabil.
NIBD
Maritime Services 144 0 174 39 69
New Energy 21 0 306 71 355
Strategic Holdings and Inv. 59 124 8 25 (150)
Elimination 0 0 (5) (10) (15)
Wilhelmsen group 224 124 483 125 260

Cash and cash equivalents were USD 224 million at the end of the fourth quarter, up USD 38 million from the previous quarter. Operating cash flow was USD 64 million, including a positive USD 44 million change in working capital. Cash flow from investing activities was positive with USD 30 million, lifted by dividend from joint ventures and associates. Cash flow from financing activities was negative with USD 56 million, mainly from net repayment of debt and dividend to shareholders.

Total interest-bearing debt including lease liabilities was USD 608 million by the end of the fourth quarter. This was up USD 21 million from the previous quarter mainly due to higher leasing liabilities in New Energy.

Dividend (post quarter event)

The board proposes that the Annual General Meeting approves a first dividend of NOK 10.00 per share and authorises the board to distribute additional dividend of up to NOK 8.00 per share.

Full year 2023

*) The investment in Hyundai Glovis has been reclassified from fair value financial asset through income statement to associate and equity method in financial reporting. The balance per 31.12.2021 and the accounts for 2022 have been restated accordingly.

Preliminary result for the year

Total income for Wilhelmsen was USD 1,029 million in 2023, up 7% from 2022. Income was up for Maritime Services but down for New Energy for the year.

Group EBITDA came in at USD 147 million for the year, down 3%. EBITDA was up for Maritime Services but down for New Energy. Adjusting for a 2022 sales gain and a step-up gain from acquisition of a joint venture, the EBITDA for New Energy was stable year-on-year.

Share of profit from joint ventures and associates was USD 431 million for the year, up from USD 397 million one year earlier. The improvement was due to an increase in net profit for Wallenius Wilhelmsen ASA for the year.

Change in fair value financial assets was positive with USD 11 million, while other financials were a net expense of USD 15 million. Interest expenses were up for the year, but this was more than offset by improved contribution from investment management.

Tax was included with an expense of USD 27 million, mainly related to Maritime Services.

Net profit to equity holders of the company was USD 466 million in 2023, up from USD 400 million in 2022.

Other comprehensive income was negative with USD 11million, resulting in a total comprehensive income to equity holders of the company of USD 457 million for the year.

Environment Social Governance (ESG)

This report includes aggregated ESG results for consolidated entities in the Wilhelmsen group, which includes the Maritime Services segment (Ships Service, Port Services, Ship Management, Global Business Services, Chemicals and Insurance Services) and the New Energy segment (NorSea Group only).

Strategic focus Measures 2023 Annual target Q1'23 Q2'23 Q3'23 Q4'23 01.01-
31.12.23
E -
Decarbonisation
and green
Status of scope 3 GHG emissions
inventory and target setting
100% completion of 3-step
program for scope 3 GHG
emissions inventory
20% 29% 43% 100% 100%
growth Scope 1 emissions reduction tCO2e -5.25% reduction compared
to base year 2022
-3.38% -2.65% -11.39% -4.70% -6.18%
Scope 2 electricity consumed
classified as renewable
50% of electricity
consumption classified as
renewable
51% 49% 41% 55% 50%
S - Health and Sickness absence percent < 5 % 3% 2% 2% 3% 2%
safety Occupational disease rate <0.20 0.00 0.16 0.08 0.31 0.13
Onshore* *Lost time injury frequency rate <0.40 0.42 0.48 0.39 0.31 0.40
Total recordable case frequency rate <1.00 0.57 0.45 0.80 0.51 0.66
S - Health and Sickness absence percent < 5 % 0.03% 0.02% 0.01% 0.02% 0.02%
safety Occupational disease rate <0.20 0 0 0 0 0
Seafarers* *Lost time injury frequency rate <0.40 0.43 0.44 0.11 0.41 0.35
Total recordable case frequency rate <2.80 1.94 2.20 2.02 2.88 2.27
S - Equality,
diversity and
Gender balance in the top three
management levels (% female)
>25% female 27% 33% 30% 31% 31%
inclusion (EDI)** Turnover rate <3% per quarter and 13%
annual result
3% 4% 3% 3% 13%
Average registered employee
training hours
Average 8 hours per
employee
4 1 2 4 10
**Engagement survey score New system implementation -
base year score (out of 10)
n/a n/a n/a 8.1 8.1
**Diversity and inclusion score New system implementation -
base year score (out of 10)
n/a n/a n/a 8.4 8.4
G - Compliance Number of internal ESG audits As per audit plan 11 30 24 85 150
and value chain
management
Number of supplier ESG audits or
assessments
As per audit plan 50 243 594 249 1 136
Percentage of new suppliers
screened with ESG criteria
100% in defined tiers 100% 100% 100% 99% 100%
Percentage of new suppliers
agreeing to Wilhelmsen Supplier
Code of Conduct
100% in defined tiers 100% 100% 100% 99% 100%
Percentage completion rate for
mandatory business training
100% 74% 120% 96% 97% 97%

*Lost time injury frequency rate calculation based on multiplier of 200,000 manhours for onshore (exposure 8 hours 5 days) and 1,000,000 manhours for seafarers (exposure 24 hours 7 days). **Two EDI metrics are measured annually and reported in the fourth quarter.

Restatements in Q4 report (in light blue):

  1. Scope 1 and 2 data restated for the first three quarters due to base year recalculation, and corrections made during annual data review as part of year end verification process.

  2. Health and safety onshore data restated for the first three quarters based on one LTI not previously reported in the third quarter results, and an additional NorSea Group business unit included in reporting with one additional LTI in the first quarter.

  3. Audits, screening, and training data restated for the first three quarters based on corrections made in annual data review and year end process.

ESG Index

The group's internal index measures ESG performance in four strategic focus areas. 17 KPIs are weighted within these areas based on the group's strategic ambitions (excluding financial targets which are reported separately). The overall target for the ESG index at year end is a result greater than 0.9 which means the group ESG activities are on or better than targeted.

The overall group ESG index result was 0.99 for the fourth quarter. The results were positively affected by achievement of KPIs related to environment, health and safety, gender diversity and employee training hours. The results were negatively affected by the mandatory training completion rate below 100% target.

Environment

Our ambition is to shape the maritime industry's transition towards net zero emissions and capitalize on green growth.

In the fourth quarter, Scope 1 GHG emissions were 4.7% lower compared with the corresponding period in 2022 (base year). Renewable energy accounted for 55% of the electricity consumption. An initial screening of Scope 3 GHG emissions and entity climate risk assessments were completed in the quarter.

Social

Our ambition is to have a safe and engaging workplace with no harm to people, with a culture where each employee is valued for their contribution.

In the fourth quarter, the lost time injury (LTI) frequency results were within target. Gender balance in top management and employee training were positively above target. The employee engagement survey results were solid for the group.

Governance

Our ambition is to be a responsible, trusted, and compliant value chain partner.

In the fourth quarter, supplier assessments and audits were positively above target. The completion rate for mandatory business training was below target.

Segment information

Maritime Services

This includes Ships Service, Port Services, Ship Management, and other activities reported under the Maritime Services segment.

USD million Q-on-Q Y-o-Y 01.01- 01.01- Y-o-Y
Q4'23 Q3'23 Change Q4'22 Change 31.12.23 31.12.22 Change
Total income 187 178 5% 162 15% 732 628 17%
of which Ships Service 115 115 0% 102 13% 467 394 19%
of which Port Services 41 37 9% 34 20% 153 136 13%
of which Ship Management 23 22 7% 19 25% 87 68 26%
of which other activities/eliminations 8 4 8 26 29
EBITDA 24 24 0% 25 -4% 105 94 12%
EBITDA margin (%) 13% 13% 15% 14% 15%
Operating profit/EBIT 16 17 -2% 6 174% 77 57 35%
EBIT margin (%) 9% 9% 4% 11% 9%
Share of profit/(loss) from JVs and associates 2 2 1 7 7 -2%
Financial items (4) (6) 22 (19) (20)
Tax income/(expense) (9) (3) (12) (20) (16)
Profit/(loss) 5 10 -50% 17 -70% 45 28 58%
Profit margin (%) 3% 6% 10% 6% 4%
Non controlling interests 1 0 0 2 1
Profit/(loss) to equity holders of the company 4 10 -62% 16 -77% 42 27 54%

Maritime Services segment

Total income for the Maritime Services segment was USD 187 million in the fourth quarter. This was up 15% from the corresponding period last year and up 5% from the previous quarter. All main activities had a year-over-year increase in total income, driven by volume growth, new bolt-on acquisitions, and inflationary effect on pricing.

EBITDA was USD 24 million, down 4% year-over-year and on par with the previous quarter. The EBITDA margin was down mainly due to higher employee expenses.

Share of profit from joint ventures and associates was USD 2 million in the quarter. Financial items were an expense of USD 4 million, including a net FX loss of USD 1 million. Tax expense was USD 9 million for the quarter, including changes in deferred tax.

The quarter ended with a profit to equity holders of the company of USD 4 million.

Ships Service

Wilhelmsen Ships Service offers a portfolio of maritime solutions to the merchant fleet.

Total income for Ships Service was USD 115 million. This was up 13% from the corresponding period last year and on par with the previous quarter. Year-over year, income was lifted by a combination of higher volumes, price increases, and acquisitions. Volume was up for most product categories despite some fallback at the tail end of the year. The price increases mainly reflected higher product and freight cost. Acquisition growth was mainly related to Navadan, a tank and cargo hold cleaning company acquired in January 2023.

Port Services

Wilhelmsen Port Services provides full agency, husbandry, and protective agency services to the merchant fleet.

Total income for Port Services was USD 41 million. This was up 20% from the corresponding period last year and up 9% from the previous quarter. The year-over-year increase was mainly due to the acquisition of Vopak Agencies, completed in December 2022. A higher number of appointments (port calls) also had a positive impact. Income per appointment was down year-over-year, but with some improvement during the fourth quarter.

Ship Management

Wilhelmsen Ship Management provides full technical management, crewing, and related services for all major vessel types.

Total income for Ship Management was USD 23 million, up 25% from the corresponding period last year and up 7% from the previous quarter. Year-over-year, income was lifted by a higher number of vessels under full technical management and an increase in crew management.

In December, Wilhelmsen and MPC Capital agreed to acquire 100 % of the company Zeaborn Ship Management. Zeaborn manages a fleet of around 100 vessels. The closing of the transaction is expected in the first quarter of 2024 and is subject to approval by the competent antitrust authorities.

Other activities

This includes Wilhelmsen Chemicals, Wilhelmsen Insurance Services and Global Business Services (all fully owned by Wilhelmsen), and certain other activities reported under the Maritime Services segment.

Total income from other activities was stable year-overyear. Income is partly generated from inter-company services and product sales to other Maritime Services' entities which is eliminated in the segment accounts.

Segment information

New Energy

This includes NorSea, Edda Wind ASA, and other activities reported under the New Energy segment.

USD million Q-on-Q Y-o-Y 01.01- 01.01- Y-o-Y
Q4'23 Q3'23 Change Q4'22 Change 31.12.23 31.12.22 Change
Total income 68 74 -8% 83 -18% 291 333 -13%
of which NorSea (Energy Infrastructure) 67 74 -9% 74 -9% 283 292 -3%
of which other activities/eliminations 1 0 123% 10 -90% 7 41 -82%
EBITDA 13 14 -12% 15 -15% 51 75 -32%
EBITDA margin (%) 19% 19% 18% 17% 22%
Operating profit/EBIT 5 7 -32% 8 -38% 23 46 -51%
EBIT margin (%) 7% 10% 10% 8% 14%
Share of profit/(loss) from JVs and associates 3 4 -11% 1 252% 10 8 24%
of which NorSea (Energy Infrastructure) 1 1 -25% 1 18% 5 7 -28%
of which other activities/eliminations 2 2 -2% 0 >500% 5 1 384%
Financial items (9) (2) (4) (18) (14)
Tax income/(expense) (1) (1) (3) (2) (2)
Profit/(loss) (1) 8 neg. 2 neg. 12 38 -68%
Profit margin (%) -1% 11% 2% 4% 11%
Non controlling interests 0 0 0 1 7
Profit/(loss) to equity holders of the company (1) 8 neg. 2 12 31 -62%

New Energy segment

Total income for the New Energy segment was USD 68 million in the fourth quarter. This was down 18% from the corresponding period last year and down 8% from the previous quarter. The reduction year-over-year was due to a previous year sales gain and loss of income from NorSea Wind. The reduction from the third quarter was mainly due to seasonality.

EBITDA was USD 13 million, down 15% from the corresponding period last year and down 12% from the previous quarter. The reduction in EBITDA was mainly due to the reduction in total income.

Share of profit from joint ventures and associates was USD 3 million in the fourth quarter, while financial items were included with a net expense of USD 9 million. Financial expenses included a USD 4 million expense related to an intra-group transaction which is eliminated in the group accounts. Tax expense was USD 1 million for the quarter.

Profit to equity holders of the company was a loss of USD 1 million for the quarter.

NorSea

NorSea provides supply bases and integrated logistics solutions to the offshore industry. Wilhelmsen owns 99.0% of NorSea.

Total income for NorSea was USD 67 million in the fourth quarter, down 9% year-over-year and down 9% from the previous quarter. Adjusting for a 2022 sales gain, income was stable year-over-year with increased income from the operation in Denmark offset by lower income from the Norwegian logistics operation. A lower activity level at main Norwegian supply bases entering the winter season explains the reduction in income when compared with the previous quarter.

Share of profit from joint ventures and associates in NorSea was USD 1 million in the fourth quarter.

Edda Wind ASA

Edda Wind ASA provides services to the global offshore wind industry and is listed on Oslo Børs. Wilhelmsen owns 25.4% of the company, which is reported as associate in Wilhelmsen's accounts.

Share of profit from Edda Wind ASA was included with USD 1 million for the quarter.

The book value of the 25.4% shareholding in Edda Wind ASA was USD 84 million at the end of the fourth quarter.

Other activities

This includes Reach Subsea ASA (owned 19.2%), Raa Labs AS (owned 75.1%), Massterly AS (owned 50%) and certain other activities reported under the New Energy segment.

Total income for other activities was down from 2022. This was due to ceasing of operation in NorSea Wind during the first quarter of 2023.

Share of profit from other activities was included with USD 2 million for the quarter.

The book value of Wilhelmsen's 19.2% shareholding in Reach Subsea ASA was USD 23 million at the end of the fourth quarter. Wilhelmsen also has an option to subscribe for additional shares in Reach Subsea ASA in accordance with a three-year warrant issued in the first quarter of 2022.

Segment information

Strategic Holdings and Investments

This includes the strategic holdings in Wallenius Wilhelmsen ASA and Treasure ASA, other financial and non-financial investments, and other activities reported under the Strategic Holdings and Investments segment.

USD million Q-on-Q Y-o-Y 01.01- 01.01- Y-o-Y
Q4'23 Q3'23 Change Q4'22 Change 31.12.23 31.12.22 Change
Total income 3 4 -15% 4 -16% 15 10 58%
of which operating revenue 3 4 -8% 4 -13% 16 17 -8%
of which other gain/(loss) (0) 0 (0) (0) (7)
EBITDA (3) (2) (6) (7) (16)
Operating profit/EBIT (4) (3) (7) (12) (20)
Share of profit/(loss) from JVs and associates 63 132 -52% 128 -50% 413 382 8%
of which Wallenius Wilhelmsen ASA 42 113 -63% 98 -57% 324 281 16%
of which Hyundai Glovis 21 20 8% 29 -28% 89 102 -12%
of which other/eliminations 0 0 0 0 0
Change in fair value financial assets 5 1 6 7 (6)
Other financial income/(expenses) 19 26 11 64 0
of which investment management 6 0 12 15 (3)
of which financial income from group companies 9 26 0 41 0
of which other financial income/(expense) 4 (0) (2) 7 (10)
Tax income/(expense) (2) (1) 1 (5) 4
Profit/(loss) 81 155 139 467 361
Non controlling interests 4 4 7 18 19
Profit/(loss) to equity holders of the company 76 151 132 449 342

Strategic Holdings and Investments segment

The Strategic Holdings and Investments segment reported a USD 76 million profit to equity holders of the company in the fourth quarter. This reflected lower contribution from Wallenius Wilhelmsen ASA and stable contribution from other holdings and investments quarter-on-quarter and year-over-year.

Wallenius Wilhelmsen ASA

Wallenius Wilhelmsen ASA is a market leader in RoRo shipping and vehicle logistics and is listed on Oslo Børs. Wilhelmsen owns 37.9% of the company, which is reported as associate in Wilhelmsen's accounts.

Share of profit from Wallenius Wilhelmsen ASA was USD 42 million for the quarter. This was down from USD 98 million in the corresponding period last year and down from USD 113 million in the previous quarter.

The book value of the 37.9% shareholding in Wallenius Wilhelmsen ASA was USD 1,337 million at the end of the fourth quarter.

In December, Wilh. Wilhelmsen Holding ASA and Wallenius Lines AB decided to extend the duration of the limited shareholders agreement related to Wallenius Wilhelmsen ASA for three years, until 31 December, 2026. The agreement shall automatically renew thereafter for successive periods of three years, unless and until terminated by a party on no less than six months' written notice given before the relevant end date.

Treasure ASA

Treasure ASA holds a 11.0% ownership interest in Hyundai Glovis Co., Ltd. (Hyundai Glovis) and is listed on Oslo Børs. Wilhelmsen owns 78.7% of Treasure ASA. Hyundai Glovis is reported as an associate in Wilhelmsen's accounts.

Share of profit from Hyundai Glovis was included with USD 21 million for the quarter.

The book value of the 11.0% shareholding in Hyundai Glovis was USD 675 million at the end of the fourth quarter.

On 6 December, Treasure ASA liquidated 517,771 own shares, reducing the number of issued shares from 205,240,434 to 204,722,663. Consequently, the Wilhelmsen shareholding increased from 78.5% to 78.7%.

Financial investments

Financial investments include cash and cash equivalents, current financial investments and other financial assets held by the parent and fully owned subsidiaries.

Net income from investment management was USD 6 million for the quarter. The market value of current financial investments was USD 124 million at the end of the fourth quarter.

Change in fair value of non-current financial assets was a gain of USD 5 million for the quarter. The fair value at the end of the fourth quarter was USD 82 million. The largest investment was the 25 million shares held in Qube Holdings Limited with a market value of USD 55 million.

Other activities

This includes WilNor Governmental Services (owned 51% directly and 49% through NorSea), Wilservice AS, holding company activities, and certain other activities reported under the Strategic Holdings and Investments segment.

Income for other activities remained limited in the quarter.

Outlook

Wilhelmsen is an industrial holding company within the maritime industry. The group's activities are carried out through fully and partly owned entities, most of which are among the market leaders within their segments. Our ambition is to develop companies within maritime services, shipping, logistics, renewables, and related infrastructure through active ownership.

Outlook for Maritime Services

Maritime Services delivers value creating solutions to the global merchant fleet, focusing on Ships Service, Port Services, and Ship Management.

The Maritime Services operation is presently supported by a predominantly positive global shipping market, with income also lifted by bolt-on acquisitions and inflationary impact. At the same time, inflation and new system costs are putting pressure on operating margins. We expect these factors to remain in 2024.

Looking further ahead, we believe that the Maritime Services market will continue to grow, supported by a growing world economy. With global networks, strong brands built over many years, and a long history of innovation and market adaptation, Wilhelmsen is in a good position to service this market.

Outlook for New Energy

The New Energy segment focuses on building an ecosystem supporting energy transition. With segment companies representing energy infrastructure, offshore wind, and technology & decarbonisation, Wilhelmsen is driving value-creation by bringing together their unique competencies.

Supply risk following the Russian invasion of Ukraine continues to put focus on securing Europe's need for energy. This supports a continued high activity level at the offshore fields supported by NorSea and other Wilhelmsen operations. We believe this situation to continue.

A strong focus on climate measures in Europe and globally will support, inter alia, a gradual shift from offshore oil and gas to offshore wind, and decarbonization of the global fleet. With a broad range of operations, infrastructure, and new initiatives across offshore and other maritime activities, Wilhelmsen is well positioned to participate in these energy and technology shifts.

Outlook for Strategic Holdings and Investments

Wilhelmsen holds large strategic shareholdings in Wallenius Wilhelmsen ASA and, through its shareholding in Treasure ASA, in Hyundai Glovis. Through our shareholdings in these companies, we will continue to provide and develop world leading logistics services to the global automotive and ro-ro industries.

A favourable supply-demand balance in global ro-ro shipping has lifted the earnings and dividend capacity of our strategic holdings. We expect this situation to remain in 2024.

Long term, Wallenius Wilhelmsen ASA and Hyundai Glovis have the size, global reach, human and physical assets, and customer base to succeed in a continuously changing world.

Outlook for the Wilhelmsen group

Wilhelmsen retains a strong balance sheet and a balanced portfolio of leading maritime operations and investments.

While uncertainty persists, specifically regarding inflationary pressure and geopolitical tension, the group retains its capacity to support and grow the portfolio, and to deliver consistent yearly dividends.

Lysaker, 15 February 2024

The board of directors of Wilh. Wilhelmsen Holding ASA

Forward-looking statements presented in this report are based on various assumptions. These assumptions were reasonable when made, but as assumptions are inherently subject to uncertainties and contingencies which are difficult or impossible to predict, Wilhelmsen cannot give assurances that expectations regarding the outlook will be achieved or accomplished.

Consolidated income statement *

USD mill Note Q4 Q4 YTD YTD
2023 2022 2023 2022
Operating revenue 250 237 1 027 943
Other gain/(loss) 5 5 9 1 15
Total income 256 246 1 029 958
Operating expenses
Cost of goods and change in inventory (81) (82) (340) (313)
Employee benefits (100) (92) (387) (341)
Other expenses (42) (39) (153) (151)
Operating profit before depreciation and amortisation (EBITDA) 33 34 147 153
Depreciation and impairments 7/8 (16) (27) (59) (69)
Operating profit (EBIT) 17 7 88 83
Share of profit from associates 4 68 130 431 397
Financial items
Change in fair value financial assets 10 5 8 11 (5)
Other financial income/(expenses) 11 1 27 (15) (36)
Net financial items 6 34 (4) (40)
Profit/(loss) before tax 91 171 515 440
Tax income/(expense) (11) (14) (27) (13)
Profit for the period 80 157 487 427
Attributable to: equity holders of the company 74 151 466 400
non-controlling interests 6 7 21 27
Basic earnings per share (USD) 9 1.68 3.38 10.52 8.98
Consolidated comprehensive income *
USD mill Q4 Q4 YTD YTD
2023 2022 2023 2022

Profit for the period 80 157 487 427 Items that may be reclassified to income statement Cash flow hedges (net after tax) (1) (0) 0 4 Comprehensive income from associates (2) (10) 5 6 Currency translation differences 79 153 (15) (99) Items that will not be reclassified to income statement Remeasurement pension liabilities, net of tax (1) (1) (1) 1 Other comprehensive income, net of tax 74 142 (11) (88) Total comprehensive income for the period 154 300 476 339 Total comprehensive income attributable to: Equity holders of the company 142 276 457 326 Non-controlling interests 13 23 19 13 Total comprehensive income for the period 154 299 476 339

* The investment in Hyundai Glovis has been restated from fair value through income statement to equity method.

Consolidated balance sheet *

USD mill Note 31.12.2023 31.12.2022
Deferred tax asset 6 51 61
Goodwill and other intangible assets 7 132 129
Vessels, property and other tangible assets 7 623 623
Right of use assets 8 112 102
Investments in joint ventures and associates 4 2 247 1 962
Financial assets to fair value 10 87 75
Other non current assets 42 28
Total non current assets 3 294 2 981
Inventory 121 114
Current financial investments 124 104
Other current assets 342 349
Cash and cash equivalents 224 163
Total current assets 811 730
Total assets 4 105 3 711
Paid-in capital 9 118 118
Own shares 9 (1) -
Retained earnings 9/12 2 585 2 160
Attributable to equity holders of the parent 2 702 2 278
Non-controlling interests 155 160
Total equity 2 857 2 438
Pension liabilities 23 21
Deferred tax 6 12 17
Non-current interest-bearing debt
Non-current lease liability
13/14
8/13
456
101
473
93
Other non-current liabilities 11 11
Total non current liabilities 603 615
Current income tax 10 10
Public duties payable 18 13
Current interest-bearing debt 13/14 27 65
Current lease liability 8/13 24 23
Other current liabilities 567 547
Total current liabilities 645 658
Total equity and liabilities 4 105 3 711

* The investment in Hyundai Glovis has been restated from fair value through income statement to equity method.

Consolidated cash flow statement *

USD mill Note Q4 Q4 YTD YTD
2023 2022 2023 2022
Cash flow from operating activities
Profit before tax 91 171 515 440
Share of (profit)/loss from joint ventures and associates 4 (68) (130) (431) (397)
Changes in fair value financial assets 10 (5) (8) (11) 5
Other financial (income)/expenses 11 (1) (27) 15 36
Depreciation, amortisation and impairment 7/8 16 27 59 69
Other (gain)/loss 5 (5) (9) (1) (15)
Change in net pension asset/liability (1) 1 1 (2)
Change in inventories 1 (2) (7) (21)
Change in working capital 44 12 75 (32)
Tax paid (company income tax, withholding tax) (8) (8) (21) (17)
Net cash provided by operating activities 64 27 194 64
Cash flow from investing activities
Dividend received from joint ventures and associates 59 10 170 50
Proceeds from sale of fixed assets 7/8 1 26 2 27
Investments in fixed assets 7 (13) (23) (43) (49)
Investments in subsidiaries, joint ventures and associates (2) (4) (50) (55)
Loans granted to joint ventures and associates (9) (1) (11) (1)
Proceeds from dividend and sale of financial investments 6 3 41 53
Purchase of current financial investments (13) (10) (53) (22)
Interest received 2 3 8 4
Changes in other investments - 2 - -
Net cash flow from investing activities 30 6 63 6
Cash flow from financing activities
Net proceeds from issue of debt after debt expenses 5 0 84 310
Repayment of debt (28) 0 (157) (292)
Repayment of lease liabilities (6) (4) (27) (28)
Interest paid including interest derivatives (8) (10) (33) (27)
Cash from/ to financial derivatives (2) (1) (4) (3)
Purchase of non-controlling interest - - (2) (53)
Investment/disposal own shares 0 - (11) (4)
Dividend to shareholders (18) (15) (46) (42)
Net cash flow from financing activities (56) (29) (196) (138)
Net increase in cash and cash equivalents 1 38 4 61 (68)
Cash and cash equivalents at the beg. of the period 1 186 159 163 231
Cash and cash equivalents at the end of the period 1 224 163 224 163

1 The group is located and operating world wide, and every entity has several bank accounts in different currencies. Unrealised currency effects are included in net cash provided by operating activities.

* The investment in Hyundai Glovis has been restated from fair value through income statement to equity method.

Statement of changes in equity *

Statement of changes in equity - Year to date

USD mill Share capital Own shares Retained
earnings
Total Non
controlling
interests
Total equity
Balance at 31.12.2022 118 - 2 160 2 278 160 2 438
Profit/(loss) for the period - - 466 466 21 487
Other comprehensive income 0 - (9) (9) (2) (11)
Reclass and change in ownership NCI - - 19 19 (19) 0
Purchase of own shares - (1) (10) (10) (0) (11)
Paid dividend to shareholders - - (41) (41) (5) (46)
Balance 31.12.2023 118 (1) 2 585 2 702 155 2 857
USD mill Share capital Own shares Retained
earnings
Total Non
controlling
interests
Total equity
Balance at 31.12.2021 118 - 1 871 1 989 214 2 203
Profit/(loss) for the period - - 400 400 27 427
Other comprehensive income - - (74) (74) (14) (88)
Reclass and change in ownership NCI - - - - (57) (57)
Purchase of own shares - - (4) (4) (0) (4)
Paid dividend to shareholders - - (33) (33) (9) (42)
Balance 31.12.2022 118 - 2 160 2 278 160 2 438

* The investment in Hyundai Glovis has been restated from fair value through income statement to equity method.

Note 1 - Accounting principles

General information

This consolidated interim financial report has been prepared in accordance with International Accounting Standards (IAS 34), "interim financial reporting". The consolidated interim financial reporting should be read in conjunction with the annual financial statements for the year end 31 December 2022 for Wilh.Wilhelmsen Holding ASA group, which has been prepared in accordance with IFRS endorsed by the EU. Basic policies annual financial statements for Wilh. Wilhelmsen Holding ASA group for the year end 31 December 2022 except for the investment in Hyundai Glovis Co. Ltd. ("Hyundai Glovis"), refer to note 18.

The accounting policies implemented are consistent with those of the

Roundings

As a result of rounding adjustments, the figures in one or more columns may not add up to the total of that column.

Note 2 - Significant acquisitions and disposals

2023

Q4 No material acquisitions and disposals.

Q3

No material acquisitions and disposals. note 18.

2022

Q4 In December 2022 the group completed the acquistion of 100% of the shares in Vopak Agencies and 50% of the shares in Diize. Vopak agencies and Diize will be included in Wilhelmsen Port Services, and reported as part of the Wilhelmsen Maritime Services segment.

Q3

No material acquisitions and disposals.

Q2

Acquisition of external shares in NorSea Group AS, increased the ownership to 99% from 75%. The transaction impacted the non controlling interests only.

Q2 No material acquisitions and disposals.

Q1

Acquisition of Navadan completed in the quarter with a purchase price of USD 11 million. Navadan A/S is Danish company within tank and cargo hold cleaning. Navadan will be a part of the segment Maritime Services.

Q1

Acquisition of the remaining part of shares 50% in Vikan Næringspark Invest AS. Reclassed from investment in associates to wholly owned subsidiary of NorSea group.

Acquisition of 21% stake in Reach Subsea ASA Acquisition of 80% of the shares in Ahrenkiel Tankers and renamed to Barber Ship Management.

Note 3 - Segment reporting: Income statement per operating segment

USD mill Maritime Services New Energy Strategic Holdings
& Investments *
Eliminations Total WWH
Group *
Quarterly figures
Note
Q4
2023
Q4
2022
Q4
2023
Q4
2022
Q4
2023
Q4
2022
Q4
2023
Q4
2022
Q4
2023
Q4
2022
Operating revenue 182 158 68 78 3 4 (3) (3) 250 237
Other gain/(loss)
5
5 4 0 5 (0) (0) 0 - 5 9
Total income 187 162 68 83 3 4 (2) (3) 256 246
Operating expenses
Cost of goods and change in inventory (66) (58) (15) (24) (0) (0) 0 0 (81) (82)
Employee benefits (69) (56) (28) (28) (4) (7) 0 0 (100) (92)
Other expenses (28) (23) (13) (16) (3) (2) 2 3 (42) (39)
Operating profit before depreciation 24 25 13 15 (3) (6) (0) - 33 34
and amortisation (EBITDA)
Depreciation and impairments (7) (19) (8) (7) (1) (1) 0 - (16) (27)
Operating profit (EBIT) 16 6 5 8 (4) (7) 0 0 17 7
Share of profit from associates 2 1 3 1 63 128 - - 68 130
Financial items
Change in fair value financial assets - - (1) 2 5 6 - - 5 8
Other financial income/(expenses) (4) 22 (8) (6) 19 11 (5) - 1 27
Net financial items (4) 22 (9) (4) 24 17 (5) - 6 34
Profit/(loss) before tax 14 29 (0) 5 83 138 (5) - 91 171
Tax income/(expense) (9) (12) (1) (3) (2) 1 - - (11) (14)
Profit for the period 5 17 (1) 2 81 139 (5) - 80 157
Non-controlling interests (1) (0) (0) (0) (4) (7) - - (6) (7)
Profit/(loss) to the equity holders of the
company
4 16 (1) 2 76 132 (5) - 74 151

* The investment in Hyundai Glovis has been restated from fair value through income statement to equity method.

Cont. Note 3 - Segment reporting: Income statement per operating segment

USD mill Maritime Services New Energy Strategic Holdings &
Investments *
Eliminations Total WWH Group *
YTD YTD
Full
YTD YTD
Full
YTD YTD
Full
YTD YTD
Full
YTD YTD
Full
Year-to-date figures year year year year year
2023 2022 2022 2023 2022 2022 2023 2022 2022 2023 2022 2022 2023 2022 2022
Operating revenue 732 628
628
290 310
310
16 17
17
(11) (12) 1 027
(12)
943
943
Other gain/(loss) 1 (0)
(0)
1 23
23
(0) (7)
(7)
0 -
-
1 15
15
Total income 732 628
628
291 333
333
15 10
10
(10) (12) 1 029
(12)
958
958
Operating expenses
Cost of goods and change in inventory (266) (225)
(225)
(73) (87)
(87)
(1) (1)
(1)
0 0
0
(340) (313)
(313)
Employee benefits (259) (215)
(215)
(117) (111)
(111)
(12) (15)
(15)
0 0
0
(387) (342)
(342)
Other expenses (102) (93)
(93)
(51) (60)
(60)
(9) (9)
(9)
8 12
12
(153) (151)
(151)
Operating profit before depreciation 105 94
94
51 75
75
(7) (16)
(16)
(1) (0)
(0)
147 152
152
and amortisation (EBITDA)
Depreciation and impairments (28) (37)
(37)
(28) (28)
(28)
(4) (4)
(4)
1 -
-
(59) (69)
(69)
Operating profit (EBIT) 77 57
57
23 46
46
(12) (20)
(20)
(0) -
-
88 83
83
Share of profit from associates 7 7
7
10 8
8
414 382
382
- -
-
431 397
397
Financial items
Change in fair value financial assets - -
-
4 2
2
7 (6)
(6)
- -
-
11 (5)
(5)
Other financial income/(expenses) (19) (20)
(20)
(22) (16)
(16)
64 0
0
(37) -
-
(15) (36)
(36)
Net financial items (19) (20)
(20)
(18) (14)
(14)
71 (6)
(6)
(37) -
-
(4) (40)
(40)
Profit/(loss) before tax 65 44
44
14 40
40
473 356
356
(37) -
-
515 440
440
Tax income/(expense) (20) (16)
(16)
(2) (2)
(2)
(5) 4
4
- -
-
(27) (13)
(13)
Profit for the period 45 28
28
12 38
38
468 361
361
(37) -
-
487 427
427
Non-controlling interests (2) (1)
(1)
(1) (7)
(7)
(18) (19)
(19)
- -
-
(21) (27)
(27)
Profit/(loss) to the equity holders of the 42 27
27
12 31
31
449 342
342
(37) -
-
466 400
400
company

* The investment in Hyundai Glovis has been restated from fair value through income statement to equity method.

Cont. Note 3 - Segment reporting: Balance sheet per operating segment

USD mill Maritime Services New Energy Strategic Holdings
& Investments *
Eliminations Total WWH
Group *
Year-to-date figures 31.12 31.12 31.12 31.12 31.12 31.12 31.12 31.12 31.12 31.12
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
Deferred tax asset 40 45 1 - 10 16 - - 51 61
Goodwill and other intangible assets 125 122 6 6 1 1 - - 132 129
Vessels, property and other tangible assets 168 155 439 452 16 16 - - 623 623
Right of use assets 36 36 61 49 24 27 (10) (9) 112 102
Investments in joint ventures and associates 30 26 204 171 2 012 1 766 - (0) 2 247 1 962
Financial assets to fair value - 0 5 4 82 71 - - 87 75
Other non current assets 8 8 38 27 0 3 (5) (9) 42 28
Total non current assets 408 392 754 708 2 146 1 899 (14) (19) 3 294 2 981
Inventory 121 114 0 0 - - - 0 121 114
Current financial investments - 0 - - 124 104 - - 124 104
Other current assets 261 264 76 80 17 14 (11) (10) 342 349
Cash and cash equivalents 144 131 21 8 59 24 - (0) 224 163
Total current assets 526 509 98 88 200 143 (11) (10) 811 730
Total assets 933 901 852 797 2 346 2 042 (26) (29) 4 105 3 711
Shareholders' equity 177 158 382 337 2 142 1 783 0 0 2 702 2 278
Equity non-controlling interests 2 (2) 5 3 148 160 - 0 155 160
Total equity 179 156 388 340 2 291 1 942 0 0 2 857 2 438
Pension liabilities 15 14 1 0 7 7 - (0) 23 21
Deferred tax 11 14 0 0 0 0 - 2 12 17
Non-current interest-bearing debt 174 188 279 281 8 4 (5) - 456 473
Non-current lease liability 28 28 61 48 22 25 (9) (9) 101 93
Other non-current liabilities 6 5 5 9 - 9 - (12) 11 11
Total non current liabilities 233 249 346 339 37 45 (14) (18) 603 615
Current income tax 8 8 0 1 1 0 - - 10 10
Public duties payable 10 7 7 5 1 1 - (0) 18 13
Current interest-bearing debt 0 - 27 35 - 30 - - 27 65
Current lease liability 12 11 9 10 4 3 (1) (1) 24 23
Other current liabilities 492 470 73 67 13 21 (11) (10) 567 547
Total current liabilities 522 496 117 117 18 55 (12) (11) 645 658
Total equity and liabilities 933 901 852 797 2 346 2 042 (26) (29) 4 105 3 711

* The investment in Hyundai Glovis has been restated from fair value through income statement to equity method.

Cont. Note 3 - Segment reporting: Cash flow per operating segment

Maritime Services New Energy Strategic Holdings &
Investments *
USD mill Q4 Q4 Q4 Q4 Q4 Q4
2023 2022 2023 2022 2023 2022
Cash flow from operating activities
Profit before tax 14 29 (0) 5 83 138
Share of (profit)/loss from joint ventures and associates (2) (1) (3) (1) (63) (128)
Changes in fair value financial assets - - 1 (2) (5) (6)
Other financial (income)/expenses 4 (22) 8 6 (19) (11)
Depreciation, amortisation and impairment 7 19 8 7 1 1
Change in working capital 13 (14) 4 (5) 3 2
Net (gain)/loss from sale of assets (5) (4) (0) (5) 0 0
Net cash provided by operating activities 32 7 17 5 (1) (4)
Cash flow from investing activities
Dividend received from joint ventures and associates 1 0 5 1 68 10
Net sale/(investments) in fixed assets (6) 4 (5) 9 (1) (0)
Net sale/(investments) and repayment/(granted loan) to entities (2) (3) 39 (1) 0 3
Net changes in other investments/financial items 2 1 1 (4) (5) 3
Net cash flow from investing activities (6) 1 40 4 63 14
Cash flow from financing activities
Net change of debt (18) (1) (10) 0 (1) 1
Net change in other financial items (4) (5) (5) (5) (2) (1)
Net dividend/ loan from other segments/ to shareholders 0 0 1 (4) (68) (9)
Net cash flow from financing activities (22) (6) (14) (8) (72) (10)
Net increase in cash and cash equivalents 4 2 43 1 (9) 1
Cash and cash equivalents at the beg. of the period 140 128 (21) 7 68 24
Cash and cash equivalents at the end of the period 144 131 21 8 59 24

* The investment in Hyundai Glovis has been restated from fair value through income statement to equity method.

Cont. Note 3 - Segment reporting: Breakdown New Energy income statement

USD mill NorSea Group
NOK mill
Energy
Infrastructure
(NorSea)
Other New
Energy
New Energy
Quarterly figures Q4 2023 Property Logistics Impact Other and
eliminations
Total
NorSea
Group
Total
Total income 162 321 298 (53) 728 67 2 68
Operating expenses (59) (279) (280) 32 (586) (54) (2) (56)
EBITDA 104 42 18 (21) 142 13 (0) 13
Depreciation and impairments (43) (18) (20) (2) (83) (8) (0) (8)
EBIT 61 24 (2) (23) 60 6 (1) 5
Share of profits from JVs and associates
Change in fair value financial assets
Net financial income/(expenses)
1
-
(6)
0
-
2
(2)
-
(6)
12
-
(44)
11
-
(54)
1
-
(5)
2
(1)
(3)
3
(1)
(8)
Profit/(loss) before tax 56 26 (10) (55) 17 2 (2) #########
USD mill NorSea Group
NOK mill
Energy
Infrastructure
(NorSea)
Other New
Energy
New
Energy
Year-to-date figures Q4 2023
Property Logistics Impact Other and
eliminations
Total
Norsea
Group
Total
Total income 621 1 415 1 154 (196) 2 994 283 8 291
Operating expenses (210) (1 206) (1 124) 125 (2 416) (229) (13) (240)
EBITDA 411 209 30 (72) 577 55 (4) 51
Depreciation and impairments (168) (70) (43) (9) (291) (27) (1) (28)
EBIT 242 138 (14) (81) 286 27 (5) 23
Share of profits from JVs and associates
Change in fair value financial assets
4
-
(2)
-
(5)
-
56
-
52
-
6
-
5
4
10
4
Net financial income/(expenses) (20) 6 (11) (176) (201) (19) 1 (22)
Profit/(loss) before tax 226 142 (30) (200) 137 14 5 14

Cont. Note 3 - Segment reporting: Breakdown New Energy selected balance sheet items

USD mill NorSea Group
NOK mill
Energy
Infrastructure
(NorSea)
New
Energy
31.12.2023
Tangible assets 4 514 446 439
Right of use assets 623 61 61
Investments in joint ventures and associates 955 93 204
Other non-current assets 362 36 50
Total non current assets 6 454 636 754
Current assets excl. cash 775 77 76
Non current interest-bearing debt 2 826 279 279
Current interest-bearing debt 274 27 27
Non current lease liabilities 619 61 61
Current lease liabilities 96 10 9
Total interest-bearing debt 3 815 377 377
Cash and cash equivalents 54 5 21
Net interest-bearing debt 3 762 371 355

Note 4 - Investment in joint ventures and associates

USD mill Ownership 31.12.2023
Booked value
31.12.2022
Booked value
Strategic Holdings and Investments:
Wallenius Wilhelmsen ASA 37.9 % 1 337 1 146
Hyundai Glovis Co., Ltd. 11.0 % 675 620
Maritime Services:
Wilhelmsen Ahrenkiel Ship Management 50 % 10 10
Associates 20 - 50% 20 16
New Energy:
Joint ventures
Coast Center Base 50 % 85 91
Other joint ventures 50 % 2 3
Associates
Edda Wind ASA 25.4 % 84 53
Reach Subsea ASA 19.2 % 23 17
Other associates 33-49% 10 5
Total investment in joint ventures and associates 2 247 1 962
Share of profit from joint ventures and associates Q4 2023 Q4 2022 YTD 2023 YTD 2022
Wallenius Wilhelmsen ASA 42 98 324 281
Hyundai Glovis Co., Ltd. 21 29 89 102
Joint ventures and associates in New Energy 3 1 10 8
Joint ventures and associates in Maritime Services 2 1 7 7
Share of profit from joint ventures and associates 68 130 431 397
Note 5 - Other gain / (loss)
No material
gain/(loss) from sale of assets during 2023. Gain of USD 5
million in Q4 is a reversal of accruals from previous periods.
Note 6 - Tax
The effective tax rate for the group will
change from period to period,
dependent on the group gains and losses from investments within the
including a mandatory temporary exemption to the accounting for
deferred tax arising from the jurisdictional implementation of the Pillar
Edda Wind ASA 25.4 % 84 53
Reach Subsea ASA 19.2 % 23 17
Other associates 33-49% 10 5
Total investment in joint ventures and associates 2 247 1 962
Share of profit from joint ventures and associates Q4 2023 Q4 2022 YTD 2023 YTD 2022
Wallenius Wilhelmsen ASA 42 98 324 281
Hyundai Glovis Co., Ltd. 21 29 89 102
Joint ventures and associates in New Energy 3 1 10 8
Joint ventures and associates in Maritime Services 2 1 7 7
Share of profit from joint ventures and associates 68 130 431 397
Note 5 - Other gain / (loss)
No material
gain/(loss) from sale of assets during 2023. Gain of USD 5
million in Q4 is a reversal of accruals from previous periods.
Note 6 - Tax

Note 5 - Other gain / (loss)

Note 6 - Tax

Note 7 - Tangible and intangible assets

2023 - Year to date - USD mill Vessels Properties Other tangible Intangible Total
assets assets
Cost 1.1 0 692 226 201 1 119
Acquisition - 16 23 3 43
Business combinations - 3 0 10 13
Reclass/disposal (0) 33 (7) (3) 22
Currency translation differences - (14) 1 (3) (17)
Cost 31.12 - 730 243 207 1 180
Accumulated depreciation and impairment losses 1.1 0 (206) (89) (73) (368)
Depreciation/amortisation - (18) (11) (8) (36)
Reclass/disposal (0) (36) 7 4 (25)
Impairment - (1) - (0) (1)
Currency translation differences (0) 3 1 1 5
Accumulated depreciation and impairment losses 31.12 0 (258) (92) (75) (425)
Carrying amounts 31.12 0 472 151 132 755
2022 - Year to date - USD mill Vessels Properties Other tangible
assets
Intangible
assets
Total
Cost 1.1 35 601 229 193 1 058
Acquisition - 23 23 3 50
Business combinations - 140 0 - 140
Reclass/disposal (33) (0) (16) 23 (25)
Currency translation differences (3) (73) (10) (18) (104)
Cost 31.12 0 692 226 201 1 119
Accumulated depreciation and impairment losses 1.1 (23) (207) (93) (57) (381)
Depreciation/amortisation (1) (19) (9) (6) (36)
Reclass/disposal 22 (1) 5 (2) 24
Impairment - (0) - (13) (13)
Currency translation differences 2 22 8 5 37
Accumulated depreciation and impairment losses 31.12 0 (206) (89) (73) (368)
Carrying amounts 31.12 0 486 137 129 751

Note 8 - Leases

Right-of-use-assets

The group leases several assets such as buildings, property, machinery, equipment and vehicles. The group's rightof-use assets are categorised and presented in the tables below:

2023 - Year to date - USD mill Properties Other tangible
assets
Total
Cost 1.1 134 15 149
Additions including remeasurements 28 8 36
Reclass/disposal including cancellations (7) (4) (12)
Change in estimates 5 (0) 5
Cost 31.12 160 19 179
Accumulated depreciation and impairment losses 1.1 (40) (6) (47)
Depreciation/amortisation (18) (3) (21)
Reclass/disposal 3 3 6
Change in estimates (5) (0) (5)
Accumulated depreciation and impairment losses 31.12 (60) (7) (66)
Carrying amounts 31.12 100 12 112
2022 - Year to date - USD mill Properties Other tangible
assets
Total
Cost 1.1 199 15 214
Additions including remeasurements 39 3 42
Reclass/disposal including cancellations (88) (1) (89)
Change in estimates - - -
Currency translation differences (16) (1) (18)
Cost 31.12 134 15 149
Accumulated depreciation and impairment losses 1.1 (55) (4) (59)
Depreciation/amortisation (17) (3) (20)
Reclass/disposal 27 1 28
Currency translation differences 4 0 5
Accumulated depreciation and impairment losses 31.12 (40) (6) (47)
Carrying amounts 31.12 94 9 102

Note 9 - Shares and share capital

The number of shares is as follows with a nominal value of NOK 20:

Notes
Note 9 - Shares and share capital
The number of shares is as follows with a nominal value of NOK 20:
31.12.2023 31.12.2023 31.12.2022
Total shares
A - shares
34 000 000
B - shares
10 580 000
34 000 000
10 580 000
34 000 000
10 580 000
Total shares
44 580 000
44 580 000 44 580 000
Own shares
A - shares
286 300
286 300 -
B - shares
100 000
100 000 -
Total own shares
386 300
386 300 -
Earnings per share taking into consideration the weighted
average
Earnings per share is calculated based on 44
number of outstanding shares in the period.
for 2023. Corresponding for 2022 was 44 580 000 shares.
Basic earnings per share is calculated by dividing profit for the period
In May 2023 WWH ASA aquired 400 000 own shares (300 000 A -
after non-controlling interests, by average number of total outstanding
and 100 000 B -
shares). In Q4 2023, a total of 13 700 own A-
shares.
sold to employees as part of the employee share program.
283 425 outstanding shares shares
shares were
Note 10 - Financial assets to fair value
USD mill
31.12.2023
31.12.2023 31.12.2022

Own shares

Total own shares
386 300
386 300
B - shares
100 000
100 000
-
A - shares
286 300
286 300
-

Note 10 - Financial assets to fair value

USD mill
31.12.2023
31.12.2023 31.12.2022
Financial assets to fair value
At 1 January
75
75 105
Acquisition
1
1 2
Sale during the year
(0)
(0) (22)
Currency translation adjustment through other comprehensive income
0
0 (5)
Change in fair value through income statement
11
11 (5)
Total financial assets to fair value
87
87 75

Note 11 - Other financial income/(expenses)

Change in fair value through income statement
11
11 (5)
Total financial assets to fair value 87 87 75
Financial assets to fair value are held in subsidiaries with different functional currencies and thereby creating translation adjustment.
The investment in Hyundai Glovis is restated from financial asset to fair value to equity method. Comparative figures are restated.
Note 11 - Other financial income/(expenses)
USD mill Q4 Q4 YTD YTD
2023 2022 2023 2022
Investment management 6 11 15 (4)
Interest income 2 4 8 5
Other financial income 1 1 6 6
Interest expenses (10) (10) (39) (27)
Other financial expenses (2) (4) (4) (6)
Net financial currency (3) (15) (8) 2
Net financial currencies derivatives 7 40 7 (11)
Other financial income/(expenses) 1 27 (15) (35)
Note 12 - Paid dividend
Dividend for fiscal year 2022 was NOK 6.00 and approved by the annual
general meeting
on 27 April 2023.
The dividend was paid to the shareholders in May 2023. The annual
general meeting additionally authorised a second dividend of NOK 4.00
per share and this was paid in November 2023, bringing the total
dividend paid in 2023 to NOK 10.00 per share.
The proposed dividend for fiscal year 2023, payable in second quarter
accrued in the year-end balance. The dividend will have effect on the
retained earning in second quarter 2024.

Note 12 - Paid dividend

The proposed dividend for fiscal year 2023, payable in second quarter 2024, is NOK 10.00 per share. A decision on this proposal will be taken by the annual general meeting on 2 May 2024. The proposed dividend is not accrued in the year-end balance. The dividend will have effect on the retained earning in second quarter 2024.

Note 13 - Interest-bearing debt including lease liabilities

Notes
Note 13 - Interest-bearing debt including lease liabilities
USD mill 31.12.2023 31.12.2022
Non current interest-bearing debt 456 473
Current interest-bearing debt 27 65
Non current lease liabilities 101 93
Current lease liabilities 24 23
Total interest-bearing debt 608 654
Cash and cash equivalents 224 163
Current financial investments 124 104
Net interest-bearing debt 260 386
Loan agreements entered into by group companies contain
companies. The group was in compliance with these covenants
financial covenants related to equity ratio, liquidity, current
at 31 December 2023
ratio and net interest-bearing debt / EBITDA measured in
respect of the relevant borrowing company or group of
(analogous for 31 December 2022).
Specification of interest-bearing debt
USD mill 31.12.2023 31.12.2022
Total interest-bearing debt 608 654
Lease liabilities 125 116
Bankloan 483 538
Interest-bearing debt
USD mill 31.12.2023
31.12.2022
Specification of interest-bearing debt

Repayment schedule for interest-bearing debt

Total interest-bearing debt 608 654
Due in 5 years and later 76 503
Due in 4 years 435 24
Due in 3 years 28 22
Due in 2 years 19 17
Due in 1 year 51 88

Note 14 - Financial level

USD mill Level 1 Level 2 Level 3 Total
2023
Financial assets at fair value
Equities 88 - - 88
Bonds 36 0 - 36
Financial derivatives - 2 - 2
Financial assets at fair value 55 8 24 87
Total financial assets 31.12 179 10 24 214
Financial liabilities at fair value
Financial derivatives - (0) - (0)
Total financial liabilities 31.12 - (0) - (0)
2022
Financial assets at fair value
Equities 71 - - 71
Bonds 33 - - 33
Financial derivatives 0 - - 0
Financial assets at fair value 45 7 22 75
Total financial assets 31.12 150 7 22 179
Financial liabilities at fair value
Financial derivatives - (10) - (10)
Total financial liabilities 31.12 - (10) - (10)
The fair value of financial instruments traded in an active market is based using a rate based on market rates including margins and are within level
on quoted market prices at the balance sheet date. The fair value of 2 of the fair value hierarchy. The fair values of the bond debt are based
on quoted prices and are also classified within level 2 of the fair value
financial instruments that are not traded in an active market (over-the
counter contracts) are based on third party quotes. These quotes use the
hierarchy due to limited trading in an active market.
maximum number of observable market rates for price discovery.
Specific valuation techniques used by financial counterparties (banks) to The fair value of financial instruments traded in active markets is based
value financial derivatives include: on quoted market prices at the balance sheet date. A market is regarded
-
Quoted market prices or dealer quotes for similar derivatives
as active if quoted prices are readily and regularly available from an
-
The fair value of interest rate swaps is calculated as the net present
exchange, dealer, broker, industry group, pricing service, or regulatory
value of the estimated future cash flows based on observable yield agency, and those prices represent actual and regularly occurring market
curves
-
The fair value of interest rate swap option (swaption) contracts is
transactions on an arm's length basis.
determined using observable volatility, yield curve and time-to-maturity The quoted market price used for financial assets held by the group is
parameters at the balance sheet date, resulting in a swaption premium.
Options are typically valued by applying the Black-Scholes model. the current mid price. These instruments are included in level 1.
Instruments included in level 1 at the end of December
2023 are liquid
-
The fair value of forward foreign exchange contracts is determined
investment grade bonds (analogous for 2022).
using forward exchange rates at the balance sheet date, with the
resulting value discounted back to net present value The fair value of financial instruments that are not traded in an active
-
The fair value of foreign exchange option contracts is determined using
market (over-the-counter contracts) are based on third party quotes
observable forward exchange rates, volatility, yield curves and time-to (Mark-to-Market). These quotes use the maximum number of observable
maturity parameters at the balance sheet date, resulting in an option
premium. Options are typically valued by applying the Black-Scholes
market rates for price discovery. The different techniques typically
applied by financial counterparties (banks) were described above. These
model. instruments -
FX and IR derivatives -
are included in level 2.
The carrying value less impairment provision of receivables and payables If one or more of the significant inputs is not based on observable market
are assumed to approximate their fair values. The fair value of financial data, the derivatives is in level 3. Primarily illiquid investment funds and

The carrying value less impairment provision of receivables and payables are assumed to approximate their fair values. The fair value of financial liabilities for disclosure purposes is estimated by discounting the future contractual cash flows at the current market interest rate that is available to the group for similar financial derivatives.

The fair values, except for bond debt, are based on cash flows discounted

The fair value of financial instruments traded in active markets is based on quoted market prices at the balance sheet date. A market is regarded as active if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm's length basis. instruments - FX and IR derivatives - are included in level 2.

If one or more of the significant inputs is not based on observable market data, the derivatives is in level 3. Primarily illiquid investment funds and structured notes are included in level 3.

Note 15 - Related party transactions

WWH delivers services to the Wallenius Wilhelmsen group. These include primarily in-house services such as canteen, post, switchboard and rent of office facilities.

Generally, Shared Services are priced using a cost plus 5% margin calculation, in accordance with the principles set out in the OECD Transfer Pricing Guidelines and are delivered according to agreements that are renewed annually.

Note 16 - Contingencies

The size and global activities of the group dictate that companies in the group will be involved from time to time in disputes and legal actions. The group is not aware of any financial risk associated with disputes and legal actions which are not largely covered through insurance arrangements. Nevertheless, any such disputes/actions which might exist

Note 17 - Events occurring after the balance sheet date

In January 2024, Wilhelmsen Ship Management, a fully owned subsidiary of Wilh. Wilhelmsen Holding ASA together with MPC Capital agreed to acquire 100 % of the company Zeaborn Ship Management. The closing of the transaction is expected for Q1 2024 and is subject to approval by the competent antitrust authorities.

In addition group companies have several transactions with associates. The contracts governing such transactions are based on commercial market terms.

are of such a nature that they will not significantly affect the group's financial position.

No other material events occured between the balance sheet date and the date when the accounts were presented providing new information about the conditions prevailing on the balance sheet date.

Note 18 - Changes in classification of asset - restated financial figures

Change in classification of the group's investment in Hyundai Glovis Co., Ltd.

As of December 31, 2023 the group holds a 78.68% share in the company Treasure ASA, who through the fully owned subsidiary Den Norske Amerikalinje AS holds a 11% share in Hyundai Glovis, a logistics company headquartered in Seoul, Republic of Korea, listed on the Korean Stock Exchange.

Hyundai Glovis' principal activity is logistics and distribution services. The company provides overseas logistics services, including vehicle export logistics, air freight forwarding, ocean freight forwarding and international express service. Hyundai Glovis also has a growing shipping segment with its own fleet of car carriers and bulk carriers.

Basis for change in accounting method

The group has previously recognised the investment as financial assets to fair value ("FV") measurement with changes in FV recognised in profit

or loss in accordance with IFRS 9 - Financial Instruments. In 2023 the group has changed the classification to consider Hyundai Glovis as an associated company and to recognise the investment according to the equity method in accordance with IAS 28 - Investments in Associates and Joint Ventures, with the group's share of changes in net assets of Hyundai Glovis reported as share of profit from associates and dividends from associates. This change comes as a result from discussions with Financial Supervisory Authority of Norway (the "NFSA").

The group received a preliminary notice from the NFSA regarding it's accounting treatment of the Hyundai Glovis investment in the group's consolidated financial statements for the period ending December 31, 2021. In the notice, the NFSA has concluded the group has significant influence over Hyundai Glovis, and is therefore required to classify the

Restatement period ending December 31, 2022 (Q4 and full year) - USD mill

Consolidated income statement Q4 2022 Q4 2022 Q4 2022 Full year 2022 Full year 2022 Full year 2022 as reported adjustments restated as reported adjustments restated Operating profit 7 7 83 83 Share of profit/(loss) from joint ventures and associates 100 29 130 296 102 397 Change in fair value financial assets 78 (70) 8 (50) 46 (5) Other financial income 27 27 42 (13) 29 Other financial items (65) (65) Profit before tax 212 (41) 171 306 134 440 Tax income/(expense) (14) (14) (13) (13) Profit for the period 198 (41) 157 293 134 427 Profit attr. to the equity holders of the company 182 (31) 151 296 105 400 Profit/(loss) attributable to non-contr. interests 16 (9) 7 (3) 30 27 Other comprehensive income Comprehensive income from associates 3 (13) (10) 4 1 6 Currency translation differences 76 78 153 (73) (26) (99) Other items in other comprehensive income (1) (1) 5 5 Total comprehensive income 276 23 299 229 110 339 Attributable to the equity holders of the company 258 18 276 240 86 326 Attributable to non-controlling interest 18 5 23 (11) 23 13 Basic / diluted earnings per share (USD) 4.08 (0.71) 3.38 6.63 2.35 8.98

investment as an associated company, and to measure the investment using the equity method in accordance with IAS 28 Investments in Associates and Joint Ventures. The change in classification should be corrected retrospectivly as an error according to IAS 8 - Accounting Policies, Changes in Accounting Estimates and Errors.

Presentation of restated comparable amounts

Applying IAS 8 - Accounting Policies, Changes in Accounting Estimates and Errors, the group have presented in this note the restated comparable amounts for each period presented as if the investment in Hyundai Glovis had been recognised in accordance with the equity method for each period, including quarterly reporting periods, starting from the reporting period ending December 31, 2021. The restated figures for 2022 have not been audited. The impact on the consolidated balance sheet as of January 1, 2022 is a

Impact of the change on accounting method on the group's consolidated financial statements

decrease in total equity and retained earnings of USD 27 million, with a decrease of USD 20 million attributable to equity holders of the parent and a decrease of USD 7 million attributable to non-controlling interests.

The group's restated financial statements for the previous period is presented below.

Cont. Note 18 - Changes in classification of asset - restated financial figures

Restatement period ending December 31, 2022 (Q4 and full year) - USD mill (cont.)

Consolidated balance sheet 31.12.2021 01.01.2022 01.01.2022 31.12.2022 31.12.2022 31.12.2022
as reported adjustments restated as reported adjustments restated
Investments in joint ventures and associates 1 093 556 1 649 1 342 620 1 962
Financial assets to fair value 688 (583) 105 613 (538) 75
Other non current assets 921 921 943 943
Total non current assets 2 702 (27) 2 675 2 898 83 2 981
Total current assets 746 746 730 730
Total assets 3 448 (27) 3 421 3 628 83 3 711
Attributable to equity holders of the parent 2 009 (20) 1 989 2 212 66 2 278
Non-controlling interests 221 (7) 214 144 17 160
Total equity 2 230 (27) 2 203 2 355 83 2 438
Total liabilities 1 218 1 218 1 273 1 273
Total equity and liabilities 3 448 (27) 3 421 3 628 83 3 711
Consolidated cash flow statement Q4 2022 Q4 2022 Q4 2022 Full year 2022 Full year 2022 Full year 2022
as reported adjustments restated as reported adjustments restated
Profit before tax 212 (41) 171 306 134 440
Share of (profit)/loss from joint ventures and associates (100) (29) (130) (296) (102) (397)
Changes in fair value financial assets (78) 70 (8) 50 (46) 5
Financial (income)/expenses (27) (27) 23 13 36
Other net cash flow provided by operating activities 20 20 (19) (19)
Net cash provided by operating activities 27 27 64 64
Dividend received from joint ventures and associates 10 10 37 13 50
Proceeds from dividend and sale of financial investments 3 3 66 (13) 53
Other net cash flow provided by investing activities (7) (7) (97) (97)
Net cash flow from investing activities 6 6 6 6

Note 19 - Alternative performance measures

This section describes non-GAAP financial alternative performance measures (APM) that may be used in the quarterly and annual reports and related presentations.

The following measures are not defined nor specified in the applicable financial reporting framework of IFRS. They may be considered as non-GAAP financial measures that may include or exclude amounts that are calculated and presented according to the IFRS. These APMs are intended to enhance comparability of the results, balance sheet and cash flows from period to period and it is the Company's experience that these are frequently used by investors, analysts and other parties. Internally, these APMs are used by the management to measure performance on a regular basis. The APMs should not be considered as a substitute for measures of performance in accordance with IFRS. Total income, with Total income also adjusted for the same income

EBITDA is defined as Total income (Operating revenue and gain/(loss) on sale of assets) adjusted for Operating expenses. EBITDA is used as an additional measure of operational profitability, excluding the impact from financial items, taxes, depreciation and amortization.

EBITDA adjusted is defined as EBITDA excluding certain income and/or cost items which are not regarded as part of the underlying operational performance for the period. The Company does not report EBITDA adjusted on a regular basis, but may use it on a case by case basis to better explain operational performance.

EBITDA margin is defined as EBITDA as a per cent of of Total income.

EBITDA margin adjusted is defined as EBITDA adjusted as a per cent of elements as those which have been adjusted for in EBITDA adjusted.

EBIT is defined as Total income (Operating revenue and gain/(loss) on sale of assets) less Operating expenses, Other gain/loss and depreciation and amortization. EBIT is used as a measure of operational profitability excluding the effects of how the operations were financed, taxed and excluding foreign exchange gains & losses. prepared in the same manner as described under EBITDA. Net interest-bearing debt (NIBD) is defined as total interest bearing debt

EBIT adjusted, EBIT margin and EBIT margin adjusted will, if used, be

(Non-current interest-bearing debt, Non-current lease liabilities, Current interest-bearing debt and Current lease liabilities) less Cash and cash equivalenets and Current financial investments.

Equity ratio is defined as Total equity as a percent of Total assets.

Wilh. Wilhelmsen Holding ASA PO Box 33 NO-1324 Lysaker, NORWAY Tel: +47 67 58 40 00 http://www.wilhelmsen.com/

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