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Statt Torsk ASA

Annual Report May 11, 2023

3765_10-k_2023-05-11_f0e29fcc-b522-4eea-8bbf-cefea688cd28.pdf

Annual Report

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Statt Torsk ASA Annual Report 2022

Table of contents

Section Page Content
0 3 A word from our CEO
1 5 This is Statt Torsk
2 9 The Board of Directors Report
3 16 Financial Report 2022
17 Statement of Profit and Loss
17 Statement of Comprehensive Income
18 Statement of Financial Position
19 Consolidated Statement of Cashflow
20 Statement of Changes in Equity
4 21 Notes to the Financial Report
22 Notes Overview
23 Note 1: A Summary of Significant Accounting Policies
38 Notes 2-27
5 66 Independent Auditors Review

A Word from our CEO

In Statt-Torsk we continue our mission to deliver fresh, healthy and sustainable food. We strive to deliver whole year, predictable in logistics as well as in quality, creating stable supplies to the markets.

Our product is a new product that meets all these criteria and consists of a new addition to the world's need for high quality products, rich in proteins.

We are continuing our tasks, creating a new frontier for Norwegian aquaculture and are leading the way in developing a new, sustainable industry based on selling high-quality products to markets in Norway and the world.

However, unfortunate and unforeseen challenges have occurred:

  • On 29th September 2022, the Norwegian Government announced a new tax regime for the salmon and trout framers. Although not directly hit by this it virtually slammed the door in our face for our access to the investor markets.
  • Inflation and the resulting hike in interest rates increases our cost of production.
  • The general conditions in the capital markets are not favorable.

Have we achieved our goals? Yes and no.

To take the "no's" first:

  • We are not satisfied with the prices achieved. This is disappointing, particularly in view of the unique product we have. We need to adjust our sales strategy to adapt ourselves to the know how we are building up.
  • We were obliged to reduce the total weights of our production. There is work to be done and systems to improve to make it better!
  • Our young industry has been under strong criticism due to escapes and uncontrolled maturation of the fish. Touch wood: we have experienced neither. It is however a challenge to deal with this situation and we are putting strong emphasis on this, through high specification of the nets and strong routines to monitor possible maturation.

And the "Yes'es": Statt Torsk reached several milestones in 2022:

  • We raised approx. MNOK 80 in new equity, an achievement in view of the general market conditions.
  • We were granted licenses for a third location.
  • We obtained certification from Global Gap.
  • We strengthened our relationship with a large chain in southern Europe to whom a major part of our production now goes.
  • We entered into a long-term agreement with Western Sea Products AS for the harvesting of our products. Combined with chartering of the well boat Havørn we completed the logistics enabling us to be able to propose predictable deliveries to our customers.
  • We started our marketing efforts in Japan and Korea, probably the most important markets for sushi and sashimi. Our networks there are being developed, with good progress. These markets take time to develop, we are challenging it not only through own resources but also in close cooperation with the Norwegian Seafood Council who are very helpful indeed.

And most important:

• We have started full industrial production, with the aim of steady and even deliveries all year round. This is a major gamechanger.

For 2023 our goal is to focus on the following:

  • 3 more applications
  • Increase sales and sale prices; differentiating our product
  • Improve full utilization of the fish, including sales of liver.
  • Delivery of 3,000 tons to the market.
  • Funding of biomass building
  • Continue to implement environment reporting.
  • Build a larger company widen the value chain.

We have an excellent and dedicated team; ensuring us that the creation of a new product shall progress to become an important part of the seafood industry.

There is no change in our belief in the success of this story!

Gustave Brun-Lie CEO

This is Statt Torsk Section 1

A decisive competitive advantage

Tasty and healthy

Chef-endorsed, mild-tasting, quality cod; filled to the brim with important nutrients.

Consistent quality

State of the art production and logistics, ensures consistent quality in all deliveries, to the delight of your customers' healthy habits.

Sustainable production

Ocean farmed food is one of the most sustainable production methods, with a feed conversion rate nearing 1. The production is aligned with several of the UN sustainability goals.

Continuous deliveries

The predictable year-round supply provides a unique opportunity for long-term customer relationships.

High quality

Norwegian seafood is an exclusive and high-end product category.

Unique freshness

Delivery 2-4 days ahead of wild fish, results in an increased shelf life and less food waste.

To learn more, visit statt.no

Expanding the product range

Our Atlantic cod is proving itself as an excellent product for raw use in sushi. In addition to exploring international markets for the Statt cod, the process of expanding our range of products is continually ongoing.

We are improving the full utilization of the fish, beginning with cod liver – rich in protein, vitamin D and Omega-3.

Product concept mockup

A successful seminar

Statt Torsk arranged a successful seminar adressing ocean farming sustainability, safety and operations. The event was live streamed, and attended by both investors, media and other interested parties.

I have tested the ocean-farmed cod from Statt, and it has positively surprised me. Fantastic consistency when served raw; very crispy and good. My conclusion: this is something I want to work with, and I am looking forward to getting it on the menu.

Trond Moi, Chef and Restaurateur

Promotion tour in Asia

In collaboration with Seafood from Norway, Statt Torsk promoted ocean farmed cod from Norwegian fjords in Asia. The tour resulted in several exciting leads, and the shipment of our first pilot delivery to South Korea.

Answering demands of quality

Anchored in local values, the Statt cod fulfills the highest quality requirements throughout the production chain.

Statt Torsk received GLOBALG.A.P certification in 2022, confirming that we as a company hold a high standard and meet the international requirements to aquaculture and fish farming. The certification covers the production process from fry to slaughter, as well as further production through Chain of Custodycertification.

Statt Torsk is certified in accordance with IFA standard CPCC v.5.4-1 GFS for aquaculture.

GLOBALG.A.P. certificate: GGN 00110-HTNHH-0002

Section 2

Board of Directors Report

Statt Torsk ASA – the board of directors' report for 2022

Operations and locations

Statt Torsk ASA ("Statt") is a Norwegian producer of farmed cod, based at Stadlandet in Stad municipality by Vanylvsfjorden in the county of Vestland, Norway. Statt has 2 sites in operation.

In addition to Statt Torsk ASA, the group includes the subsidiary Stokkeneset Reiarlag AS and Statt Sjømat AS. Statt's investments in barges and vessels have so far been placed in the 100% owned subsidiary Stokkeneset Reiarlag AS. Statt Sjømat AS has, as of today, limited activity.

Cod farming is a relative new industry within Norwegian aquaculture. What took salmon farming 10-20 years to make profitable, can take 5-10 years for cod farming. Statt believes that the biological performance now has reached such a level that sustainable production is economical feasible, and Statt refers to a seminar on the topic held on 30 March 2023, available on www.statt.no. The future financial position and future development of Statt depend, however, to a considerable extent on the price of farmed cod in the market, build of a cost-effective value chain, and necessary future financing.

Statt adjusted its harvest plan in 2022 to make available year-around deliveries of farmed cod. With the new harvest plan, Statt has delivered fresh, healthy, and sustainable farmed cod to our clients on a consistent weekly basis from September 2022, and Statt expects to continue such harvest plan. Statt intends to scale up production when the necessary price achievement is established. Aquaculture depends on large-scale operations to reduce production costs. When the value chain and volume for farmed cod are in place, fully invested, based on current prices and factors, Statt may be able to achieve production costs of approx. NOK 40/kg (WFE).

Statt was awarded GlobalGAP certifications in 2022.

Statt's price achievement, declining from NOK 44/kg (WFE) in Q4 2022 to NOK 36/kg (WFE) in Q1 2023, can be explained by a general lack of market awareness of farmed cod, and ineffective sales strategies for part of our production. The sales strategies will be revised. Statt has initiated work to enter more markets and we expect to see results from this during 2023.

The board of directors of Statt believes that the industry of cod farming, due to the current conditions, will benefit from a significantly greater and broader collaboration than so far, throughout the entire value chain.

Statt's assets and biomass are properly insured.

Our product

Farmed cod is a unique and distinctive product. Its genes have been developed for about 20 years and have now reached the 7th and 8th generation of fry. Farmed cod from Statt is a sustainable product, high on proteins, no parasites, low on fat and calories.

The board of directors expects that the production and harvesting plan places Statt in the best possible position to achieve the right price for Statt's products in the coming years.

Through our vision of creating a sustainable quality product, as an attractive addition to the existing white fish products in the market, Statt is now focusing on the features particular to our product.

  • The concept of "no insects" shall allow Statt's product to be used fresh in sushi and sashimi, the fastest growing part of seafood consumption. A scientific process to document this feature is in progress, expected to be ready during the second half of 2023.
  • Our aim of sustainability has made a step further to utilize the entire fish, i.e., no waste. Statt is now launching a new product of canned liver, ready for the market this coming fall. The liver is about 12 per cent of the fish, which means that Statt is now utilizing more than 90 per cent of the fish.
  • The particularities of Statt's product, and the surrounding logistics, will necessitate new marketing strategies. This work is in good progress.
  • Statt strongly believes that, due to predictability both in qualities and logistics, Statt can develop better returns for our shareholders, without asking for higher prices from the consumers.

Comments related to the financial statements

Our consolidated revenues in 2022 was NOK 34 million, mostly from harvest in the period September-December. Previous years have been low due to small scale pilots. In 2021, the consolidated revenue was NOK 8.9 million. Increased losses are due to a larger production and generally an upscale of Statt through 2022.

In connection with the 2022 annual report, Statt has carried out a fair value assessment which devalues Statt's biomass at the end of the year by NOK 51.5 million. In addition to implying the current value of the biomass, the change also includes a portion of previously unrecognized variable operating costs.

Statt devalued its biomass with NOK 47 million as per 31.12.2022, due to a declined price achievement of our farmed cod from NOK 44/kg (WFE) in Q4 2022 to NOK 36/kg (WFE) in Q1 2023 and reduced weight of fish due to harvesting regime 1H2023. Further, in connection with the 2022 annual report, certain operating costs are recognized under a fair value adjustment of NOK 4.5 million (bringing the total devaluation to NOK 51.5 million).

The board of directors expects Statt's products to be sold for prices better than NOK 36 per kg WFE in 2023 and years to come. Since farmed cod does not have the large established market as salmon, Statt's fair value adjustment will impact from period to period.

During 2022, Statt has invested NOK 136 million in biomass, sites, barges, boats and in associated companies. The investments in 2022 were mainly financed with cash in hand, a loan facility of NOK 35 million and two capital increases.

Total cash flow for Statt group was negative NOK 62.6 million in 2022. Net cashflow from operating activities was negative NOK 99.9 million.

Statt's consolidated liquidity reserve as of 31.12.2022 was NOK 4.8 million, being the remaining available amount under our credit facility agreement of NOK 35 million. According to plan, Statt intends to issue new shares to follow its strategies on sales, biomass and establishing new sites.

Statt's consolidated short-term debt as of 31.12.2022 constituted 65% of the Statt's total debt, compared to 42% as of 31.12.2021. This change is mainly attributable to the short-term loan facility.

Total consolidated assets at year-end amounted to NOK 249.1 million, compared to NOK 205.1 mill last year. The equity ratio was 54% as of 31.12.2022, compared to 68% in 2021.

Future challenges

The market expectations over the next few years are still uncertain. Due to previous unsuccessful production in the period 2000-2010, the farmed cod business is somewhat stigmatized.

The industry's challenges are partly to build the market for our product, but also to establish a sustainable value chain that works on new business' conditions and assumptions. The cod farming industry must be consolidated to be able to build the necessary and cost-effective value chain both upstream and downstream, and/or cooperate to a significantly greater extent. It can be challenging for each cod farmer to set up their own value chains.

The board of directors finds it challenging to finance both Statt's short-term and long-term capital requirements under the current conditions. In the current capital market, Statt's shareholders may not benefit from a continued admission to trading on Euronext Growth Oslo. A continued admission to trading must be assessed in connection with the financing for the period 2023-2025.

The board of directors will try to find an industrial partner to make available financing through the coming years, with a phase one investment of NOK 200 million for marketing and production efforts until 2025, and a phase two investment of approx. NOK 400 million to increase volume and reduce production costs. The suggested phase two also requires new locations.

The Norwegian government's proposed "resource" tax (or salmon tax), to impose tax on the value added to salmon and trout stocks during the time they spend growing to harvest size in Norway's fjords, also causes uncertainty for Statt as a cod farmer, due to the unclarified future taxable framework, the risk of entering into long-term contracts because fish farmers do not know how the tax system will be, what the basis for the tax will be, and investors assessed risk for investing in the aquaculture.

The board of directors does not, however, expect Statt to have significant problems with deliveries to production in 2023 or 2024 due to mentioned conditions.

Financial risk

Overall view on objectives and strategy

Statt is exposed to various types of financial risk in different areas. The goal is to reduce the financial risk as much as possible. Statt's current strategy does not include the use of financial instruments for hedging purposes. This is, however, continuously being assessed by the board of directors.

Market risk

Fluctuations in EUR and USD is a risk for Statt, as approximately 40% of Statt's sales have countries of origin in areas with these currencies. Statt has not entered into derivative or other agreements to reduce the exchange rate risk and the related market risk. Statt is also exposed to changes in the interest rate, as Statt debt has a floating interest rate. Changes in the interest rate can also affect future investment opportunities.

Credit risk

The risk for losses on receivables is considered low. Statt has not yet experienced significant losses on receivables. Gross credit risk exposure per 31.12.2022 is NOK 11.7 million for the group and Statt Torsk ASA. Statt has not made any set-off or other derivative agreements to reduce the credit risk.

Liquidity risk

Statt's liquidity has declined through 2022. As previously stated, to be able to implement its plans, Statt intends to obtain the necessary working capital by issuing new shares and/or increase of debt financing. The board of director's intention is to carry out a share issue in Q2/Q3 2023 to finance build of biomass to be able to deliver every week in 2025.

Going concern

Statt's working capital forecast indicates a temporary shortfall of NOK 48 million up to May/June 2024, based on our present biomass requirements.

Aquaculture is a capital-intensive business and Statt is still in an expansion phase. Stat's funding policy is based on Statt seeking new working capital, by accessing capital markets, new lines of credit, and/or a combination thereof, to finance such shortfall. Temporary working capital shortfalls can also be finances with asset sales. We believe Statt will be able to obtain the required working capital in the short term by pursuing one of these options. We can, however, provide no assurance that any of these options will be available to us on favorable terms.

In accordance with the Accounting Act § 3-3a, we confirm that the financial statements have been prepared under the assumption of going concern. This assumption is based on Statt obtaining new working capital, the profit forecasts for the year 2023 and 2024, and Statt's long-term strategic forecasts.

In connection with filing of the annual report for 2021, Statt could have generated positive results from operations by the end of the autumn in 2022. Several negative events came, however, through 2022 that changed this significantly, inter alia, non-attractive prices which led to postponement in the harvest, and price increases in the production costs for the farming.

Coverage of loss

The board of directors has proposed to cover the loss of 2022 by transfer from share premiums.

The working environment and the employees

Leave of absence due to illness is close to zero, totaled 116 hours in 2022 (10 hours in 2021), which equals approximately 0 % in both years of the total working hours in Statt.

No incidences or reporting of work-related accidents resulting in significant material damage or personal injury occurred during the year.

The working environment is considered to be good, and efforts for improvements are made on an ongoing basis. The cooperation with employees has been constructive and contributed positively to operations. The board of director's is proud of consisting of a dedicated and capable team, making all efforts to make Statt and products a success.

Equal opportunities and discrimination

Equal opportunity in the workplace plays a key part in protecting human rights. To give everyone equal opportunities, Statt is focusing on education and equal possibilities. Every person can participate freely and equally in areas wherever possible.

All employees are treated equally by every means, whether what rase, gender, age, color, religion, political opinion, nationality, and/or age, an employee or jobseeker should have.

Environmental report

Statt is dedicated to of the environment and sustainability. Statt has reason to believe that our industry is among the most environmental food producers. Waste from production facilities, including waste considered harmful to the environment, is at all times within regulatory limitations. Statt's operations are regulated by licenses. A significant portion of the environmental work is concentrated on establishing systems for measuring our environmental footprint in the production facilities.

Statt has not, as of today, experienced any escapes of fish from its cages. Strict internal control of maturation has been implemented. Frequent tests are undertaken to confirm that the routines are satisfactory to avoid escapes and to ensure satisfactorily maturation. Statt's philosophy of a gradual start-up and step by step increase in production gives less uncertainty and better risk assessments, our way to ensure the development of the cod industry.

As part of the GlobalGAP framework Statt measure critical factors in our production to ensure that we choose the right environmentally friendly input factors and procedures.

Insurance for board members and general manager

An insurance policy has been signed for members of the board of directors and the CEO for their potential liability towards the company and third parties covering activities and operational areas of the group.

Oslo, 10 May 2023

Gustave Brun-Lie CEO (This document is signed electronically)

Marianne Kveldstad Board member (This document is signed electronically)

Nicolas Brun-Lie Chairman (This document is signed electronically)

Øyvind Schanke Board member (This document is signed electronically)

Financial Report 2022 Section 3

Statement of Profit and Loss

1 January - 31 December (NOK 1000)

Parent Group
2021 2022 Note Note 2022 2021
Continuing operations
8905 33 597 Revenue from contracts with customers 33 597 8905
0 385 Other operating income 385 0
8 905 33 982 Total revenue 33 982 8 905
-18 187 -41 975 7 Cost of goods sold 7 -41 975 -18 187
-7 930 -8 186 14,20 Salary and personell costs 14,20 -8 186 -7 930
-9 511 -8 763 15 Other operating expenses 15 -8 912 -9 516
-2 230 -3 905 2,3 Depreciation, amortizations and write downs 2,3 -3 755 -2 147
-28 953 -28 847 Operating profit before fair value adjustment
of biomass
-28 846 -28 875
-51 462 7 Fair value adjustment 7 -51 462
-80 309 Operating profit -80 308
55 60 21 Finance income 21 60 55
198 430 18 Finance income group 0 0
-233 -4 788 21 Finance costs 21 -3 211 -84
-28 933 -84 607 Profit before tax from continuing operations -83 459 -28 904
0 0 5 Income tax expense 5 0 0
-28 933 -84 607 Profit after tax from continuing operations -83 459 -28 904
-28 933 -84 607 Profit for the year from total operations -83 459 -28 904
Attributable to:
Equity holders of the parent company -83 459 -28 904
Non-controlling interests 0 0
0 0 12 -83 459 -28 904
Earnings per share: 2022 2021
Continued operation
- Basic 16 -0,463 -0,194
- Diluted 16 -0,463 -0,194

Statement of Other Comprehensive Income

1 January - 31 December (NOK 1000)
Other comprehensive income Note 2022 2021
Net other comprehensive income 0 0
Total comprehensive income for the year -83 459 -28 904
Total comprehensive income attributable to: 2022 2021
Equity holders of the parent company -83 459 -28 904
Non-controlling interests 0 0
-83 459 -28 904

Statement of Financial Position

1 January - 31 December (NOK 1000)

Parent Group
31.12.2021 31.12.2022 Note Note 31.12.2022 31.12.2021
ASSETS
Non-current assets
22 470 43 198 2 Property, plant and equipment 2,18,19 66 267 87 881
5 833 50 118 3 Right-of-use assets 3 62 213 3 127
23 510 30 395 11,17,18 Investments in subsidiaries 0 0
1 023 1 103 6 Financial assets 6 1 138 1 023
935 0 4, 17 Investments in associated companies and joint ventures 4, 17 0 935
3 055 3 115 Other non-current assets 3 115 3 055
0 0 5 Deferred tax assets 5 0 0
56 826 127 929 Total non-current assets 132 733 96 021
Current assets
46 514 90 728 7 Inventories 7 90 728 46 514
9 073 11 659 8 Accounts receivable 8 11 659 9 073
19 867 9 147 9 Prepayments 9 13 116 19 867
32 174 639 10 Cash and cash equivalents 10 1 197 33 601
107 628 112 173 Total current assets 116 700 109 055
164 454 240 102 TOTAL ASSETS 249 433 205 076
EQUITY AND LIABILITIES
Equity
Paid in capital
16 611 21 029 12 Issued capital 12 21 029 16 611
123 756 113 120 12 Share premium 12 114 220 123 707
12 Other paid in capital 12
140 367 134 149 Total paid in capital 135 249 140 318
140 367 134 149 Total equity 135 249 140 318
Non-current liabilities
5 013 48 725 3 Lease liabilities 3,18 40 242 37 649
5 013 48 725 Total non-current liabilities 40 242 37 649
Current liabilities
0 30 155 24 Short term financial liabilities 24 30 155
913 2 892 3,24 Current lease liabilities 3,24 9 187 8 673
18 161 24 181 13 Accounts payable and other current liabilities 13 34 600 18 435
19 074 57 228 Total current liabilities 73 942 27 108
24 087 105 953 Total liabilities 114 184 64 757
164 454 240 102 TOTAL EQUITY AND LIABILITIES 249 433 205 075

Consolidated Statement of Cashflow

(NOK 1000)

Parent Group
Y2021 Y2022 Y2022 Y2021
Cashflow from operating activities
-28 933 -84 607 Net profit before tax -83 459 -28 904
51 462 Fair value adj. Bio mass 51 462
2 230 309 Depreciation 3 755 2 147
-38 507 -91 913 Change in inventory and biological assets -91 913 -38 507
-15 218 8 133 Change in receivables 4 165 -15 218
17 130 5 212 Change in accounts payable 15 412 17 404
-472 2 777 Change in other items 648 729
-63 770 -108 627 = Net cashflow from operating activities -99 930 -62 349
Cashflow from investing activities
-22 129 -26 483 Purchase of plant and equipment -44 848 -83 887
-23 611 -6 090 Investments in assosiated companies 725 -5 013
-45 740 -32 573 = Net cashflow from investing activities -44 123 -88 900
Cashflow from financing activities
0 1 123 New interest-bearing debt/downpayment 3 106 43 160
108 660 78 388 Proceeds from issuing of share capital 78 388 108 660
108 660 79 511 = Net cashflow from financing activities 81 494 151 820
-850 -61 689 Net change in cash and cash equivalents -62 559 571
33 023 32 173 Cash and cash equivalents (opening balace) 33 601 33 030
32 173 -29 516 = Cash and cash equivalents (closing balace) -28 958 33 601

Statement of Changes in Equity

Group (NOK 1000)

Attributable to equity holders of the parent company Total
equity
Other equity
Note Share
capital
premium reserve Share Treasury
shares
Other
paid-in capital
Total other
equity
Equity as at 01.01 2021 9 880 11 182 0 40 000 0 61 062
12 Issue of share capital 6 731 148 768 -40 000 0 115 499
12 Transaction costs -7 339 0 -7 339
Dividends 0 0
Profit for the period -28 904 0 -28 904
Transfer 0 0
Other comprehensive income 0 0
Equity as at 31.12 2021 16 611 123 707 0 0 0 140 318
Adjusted equity as at 01.01 2022 16 611 123 707 0 0 0 140 318
Profit for the period -83 459 0 -83 459
Other comprehensive 0 0
12 Issue of share capital 4 418 76 882 0 81 300
12 Transaction costs -2 911 0 -2 911
Dividends 0 0
Change in equity 2022 4 418 -9 488 0 0 0 -5 070
Equity as at 31.12 2022 21 029 114 219 0 0 0 135 248

Parent

Attributable to equity holders of the parent company Total
equity
Other equity
Note Share
capital
premium reserve Share Treasury
shares
Other
paid-in capital
Total other
equity
Equity as at 01.01 2021 9 880 11 261 0 40 000 0 61 141
12 Issue of share capital 6 731 148 768 -40 000 0 115 499
12 Transaction costs -7 339 0 -7 339
Dividends 0 0
Profit for the period
Transfer
-28 934 0
0
-28 934
0
Other comprehensive income 0 0
Equity as at 31.12 2021 16 611 123 756 0 0 0 140 367
Adjusted equity as at 01.01 2022 16 611 123 756 0 0 0 140 367
Profit for the period -84 607 0 -84 607
Other comprehensive 0 0
12 Issue of share capital 4 418 76 882 0 81 300
12 Transaction costs -2 912 0 -2 912
Dividends 0 0
Change in equity 2022 4 418 -10 637 0 0 0 -6 219
Equity as at 31.12 2022 21 029 113 119 0 0 0 134 148

Section 4

Notes to Financial Report

Notes overview

Note Page Content
1 23 Summary of significant accounting policies
2 38 Property, plant and equipment
3 40 Leases
4 42 Investments in associated companies
5 43 Income tax
6 45 Fair value
7 47 Inventories
8 48 Accounts receivables and contract assets
9 48 Other current assets
10 49 Cash and cash equivalents
11 49 List of subsidiaries
12 50 Share capital, shareholder information and dividend
13 51 Account payables and other current liabilities
14 52 Salary, personnel expense and management remuneration
15 53 Other operating expenses
16 54 Earnings per share
17 55 Changes to the Group's structure
18 56 Transactions with related parties
19 56 Contractual obligations
20 57 Pensions and other long-term employee benefits
21 57 Finance cost, finance income and other income
22 58 Financial instruments - Financial risk,
management objectives and policies
23 62 Categories of financial assets and financial liabilities
24 64 Reconciliation for liabilities arising from financing activities
25 65 Short-term loans and other loan relationships
26 65 Going concern
27 65 Events after the balance sheet date

Statt Torsk ASA is a public limited liability company, incorporated in Norway, headquartered in Stadlandet and listed on the Euronext Growth Oslo, Address headquarter: Leikanger 76, 6750 Stadlandet.

The consolidated financial statements of Statt Torsk ASA for the fiscal year 2022 were approved in the board meeting at 10.05.2023.

The Group's activities are described in the board of directors report.

Basis for preparation of the annual accounts

The Statt Torsk ASA's consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) which have been adopted by the EU and are mandatory for financial years beginning on or after 1 January 2022, and Norwegian disclose requirements listed in the Norwegian Accounting Act as of 31.12.2022.

The consolidated financial statements are based on historical cost, except for biomass which is measured at fair value.

The consolidated financial statements have been prepared on the basis of uniform accounting principles for similar transactions and events under otherwise similar circumstances.

Changes in accounting policies and disclosures

No changes in IFRS effective for the 2022 financial statements are relevant this financial year.

Functional currency and presentation currency

Functional currency

The functional currency is determined in each entity in the Group based on the currency within the entity's primary economic environment. Transactions in foreign currency are translated to functional currency using the exchange rate at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated using the closing rate and the difference is recognised in profit or loss, non-monetary items that are measured in terms of historical cost are translated using the exchange rate at the date of the transaction and non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was measured.

Presentation currency

The Group's presentation currency is NOK. This is also the functional currency for all companies in The Group.

Consolidation principles

The Group's consolidated financial statements comprise the parent company and it's subsidiaries as of December 31, 2022. An entity has been assessed as being controlled by the Group when the Group is exposed for or have the rights to variable returns from its involvement with the entity, and has the ability to use its power over the entity to affect the amount of the Group's returns.

Thus, the Group controls an entity if and only if the Group has all the following:

  • power over the entity;
  • exposure, or rights, to variable returns from its involvement with the entity; and
  • the ability to use its power over the entity to affect the amount of the Group's returns.

There is a presumption that if the Group has the majority of the voting rights in an entity, the entity is considered as a subsidiary.

The assessments are done for each individual investment.

The Group re-assesses whether or not it controls an entity if facts and circumstances indicate that there are changes to one or more of the three elements of control.

Business combinations are accounted for by using the acquisition method, see Note 18. Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary.

Loss of control

In cases where changes in the ownership interest of a subsidiary lead to loss of control, the consideration is measured at fair value. Assets (including goodwill) and

liabilities of the subsidiary and non-controlling interest at their carrying amounts are derecognized at the date when the control is lost.

The fair value of the consideration received is recognised and any investment retained is recognised at fair value. Gain or loss is recognised in profit and loss at the date when the control is lost.

Investment in associates and joint ventures

The Group has investments in associates. Associates are entities over which the Group has significant influence, but not control or joint control over the financial and operating management.

The considerations made in determining whether the Group has significant influence over an entity are similar to those necessary to determine control over subsidiaries.

Associates are accounted for using the equity method from the date when significant influence is achieved until such influence ceases.

Investment in an associate is initially recognised at cost. The carrying amount of the investment is adjusted to recognise changes in the Group's share of net assets of the associate or joint venture since the acquisition date. Goodwill relating to the associate is included in the carrying amount of the investment and is not tested for impairment individually.

The statement of profit or loss reflects the Group's share of the results of operations of the associate. Any change in OCI of those investees is presented as part of the Group's OCI. In addition, when there has been a change recognised directly in the equity of the associate or joint venture, the Group recognises its share of any changes, when applicable, in the statement of changes in equity. Unrealised gains and losses resulting from transactions between the Group and the associate are eliminated to the extent of the interest in the associate.

If there are indication of that the investment in the associate is impaired, the Group will perform an impairment test of the carrying amount of the investment. Any impairment losses are recognised as share of profit of an associate in the statement of profit or loss.

If the Group's share of the loss surpasses the carrying amount of the associate, the carrying amount is set to zero and further loss is not recognised unless the Group has an obligation to make up for the loss.

Upon loss of significant influence over the associate or joint control over the joint venture, and as such the equity method ceases, the Group measures and recognises any retained investment at its fair value. It will not be performed a new measurement of remaining ownership interests if the equity method is still applicable, for example by transition from an associate to a joint venture.

Estimates and assumptions

The management has used estimates and assumptions that have affected assets, liabilities, incomes, expenses and information on potential liabilities. This particularly applies to the depreciation of tangible fixed assets. Future events may lead to these estimates being changed. Estimates and their underlying assumptions are reviewed on a regular basis and are based on best estimates and historical experience. Changes in accounting estimates are recognised during the period when the changes take place. If the changes also apply to future periods, the effect is divided among the present and future periods.

Judgments

The management has, when preparing the financial statements; made certain significant assessments based on critical judgment when it comes to application of the accounting principles. The following notes include the Group's assessments regarding:

Current versus non-current classification

The Group presents assets and liabilities in the consolidated statement of financial position as either current or non-current.

The Group classifies an asset as current when it:

  • Expects to realise the asset, or intends to sell or consume it, in its normal operating cycle
  • Holds the asset primarily for the purpose of trading
  • Expects to realise the asset within twelve months after the reporting period

Or

• The asset is cash or a cash equivalent, unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

All other assets are classified as non-current, including deferred tax assets.

  • Expects to settle the liability in its normal operating cycle
  • Holds the liability primarily for the purpose of trading
  • Is due to be settled within twelve months after the reporting period

Or

• It does not have an unconditional right to defer settlement of the liability for at least twelve months after the reporting period.

All other liabilities are classified as non-current, including deferred tax liabilities.

Revenue from contracts with customers

Revenue from contracts with customers is recognised when control of the goods or services are transferred to the customer at an amount that reflects the consideration to which the Group expects to be entitled in exchange for those goods or services. The Group has generally concluded that it is the principal in its revenue arrangements, because it typically controls the goods or services before transferring them to the customer.

Revenue from the sale of goods

The Group recognises revenue from the sale of goods at the point in time when control of the goods is transferred to the customer. Control of an asset refers to the ability to direct the use of and obtain substantially all of the remaining benefits from the asset, and the ability to prevent others from directing the use of and receiving the benefits from the asset. Revenue is generally recognised on delivery of the goods. The normal credit term 30 days upon delivery.

The Group considers whether there are other promises in the contract that are separate performance obligations to which a portion of the transaction price needs to be allocated.

Revenue from sale of services

The Group recognises revenue from rendering of services over time, because the customer simultaneously receives and consumes the benefits provided by the Group. The Group recognises revenue over time by measuring the progress towards complete satisfaction of the services, using either an input or output method. The method applied is the one that most faithfully depicts our progress towards complete satisfaction of the performance obligation.

Segments

For management reporting purposes, the Group is reporting on one segment, fish farming of cods. All activity takes place in Norway, so far one Norwegian customer has purchased nearly all the entire production. Based on this only one segment is identified, and no segment information is prepared for management reporting or other purposes.

Borrowing costs

Borrowing costs are recognised in the statement of comprehensive income when they arise. Borrowing costs are capitalised to the extent that they are directly related to the purchase, construction or production of a non-current asset. The interest costs accrued during the construction period until the non-current asset is capitalised. Borrowing costs are capitalised until the date when the non-current asset is ready for its intended use. If the cost price exceeds the non-current asset's fair value, an impairment loss is recognised.

Income tax

The tax expense consists of the tax payable and changes to deferred tax. Deferred tax/tax assets are calculated on all differences between the book value and tax value of assets and liabilities, with the exception of:

  • temporary differences linked to goodwill that are not tax deductible
  • temporary differences related to investments in subsidiaries, associates or joint ventures when the Group controls when the temporary differences are to be reversed and this is not expected to take place in the foreseeable future.

Deferred tax assets are recognised when it is probable that the company will have a sufficient profit for tax purposes in subsequent periods to utilise the tax asset. The companies recognise previously unrecognised deferred tax assets to the extent it has become probable that the company can utilise the deferred tax asset. Similarly, the company will reduce a deferred tax asset to the extent that the company no longer regards it as probable that it can utilise the deferred tax asset.

Deferred tax and deferred tax assets are measured on the basis of the expected future tax rates applicable to the companies in the Group where temporary differences have arisen.

Deferred tax and deferred tax assets are recognised at their nominal value and classified as non-current asset investments (long-term liabilities) in the balance sheet.

Taxes payable and deferred taxes are recognised directly in equity to the extent that they relate to equity transactions.

Tangible assets

Tangible assets, with the exception of investment property and buildings, are valued at their cost less accumulated depreciation and impairment losses. When assets are sold or disposed of, the carrying amount is derecognised and any gain or loss is recognised in the statement of comprehensive income.

Depreciation is calculated using the straight-line method over the following useful life:

Sites 12,5 years
Vessels and Barges 20 years
Equipment and Machinery 5 years

The depreciation period and method are assessed each year. A residual value is estimated at each year-end, and changes to the estimated residual value are recognised as a change in an estimate impacting future depreciations.

Assets under construction are classified as non-current assets and recognised at cost until the production or development process is completed. Assets under construction are not depreciated until the asset is taken into use.

Leases

Significant accounting policies

Identifying a lease

At the inception of a contract, The Group assesses whether the contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

The Group as a lessee

Recognition of leases and exemptions

At the lease commencement date, the Group recognises a lease liability and corresponding right-of-use asset for all lease agreements in which it is the lessee, except for the following exemptions applied:

  • Short-term leases (defined as 12 months or less)
  • Low value assets

For these leases, the Group recognises the lease payments as other operating expenses in the statement of profit or loss when they incur.

Lease liabilities

The lease liability is recognised at the commencement date of the lease. The Group measures the lease liability at the present value of the lease payments for the right to use the underlying asset during the lease term that are not paid at the commencement date. The lease term represents the non-cancellable period of the lease, together with periods covered by an option either to extend or to terminate the lease when the Group is reasonably certain to exercise this option.

The lease payments included in the measurement comprise of:

  • Fixed lease payments (including in-substance fixed payments), less any lease incentives receivable
  • Variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date
  • Amount expected to be payable by the Group under residual value guarantees
  • The exercise price of a purchase option, if the Group is reasonably certain to exercise that option
  • Payments of penalties for terminating the lease, if the lease term reflects the Group exercising an option to terminate the lease.

The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability, reducing the carrying amount to reflect the lease payments made and remeasuring the carrying amount to reflect any reassessment or lease modifications, or to reflect adjustments in lease payments due to an adjustment in an index or rate.

The Group does not include variable lease payments in the lease liability. Instead, the Group recognises these variable lease expenses in profit or loss.

The Group presents its lease liabilities as separate line items in the statement of financial position.

Right-of-use assets

The Group measures the right-of use asset at cost, less any accumulated depreciation and impairment losses, adjusted for any remeasurement of lease liabilities. The cost of the right-of-use asset comprise:

  • The amount of the initial measurement of the lease liability recognised
  • Any lease payments made at or before the commencement date, less any incentives received
  • Any initial direct costs incurred by the Group. An estimate of the costs to be incurred by the Group in dismantling and removing the underlying asset, restoring the site on which it is located or restoring the underlying asset to the condition required by the terms and conditions of the lease.

The Group applies the depreciation requirements in IAS 16 Property, Plant and Equipment in depreciating the right-of-use asset, except that the right-of-use asset is depreciated from the commencement date to the earlier of the lease term and the remaining useful life of the right-of-use asset.

The Group applies IAS 36 Impairment of Assets to determine whether the right-of-use asset is impaired and to account for any impairment loss identified.

Business combinations and goodwill

Business combinations are accounted for using the acquisition method. For description of the measurement of non-controlling interest, see below. Acquisition-related costs are expensed in the periods in which the costs are incurred and the services are received.

The consideration paid in a business combination is measured at fair value at the acquisition date and consist of cash, stocks issued in Statt Torsk ASA and contingent consideration.

The contingent consideration is classified as a liability in accordance with IFRS 9. Subsequent changes in the fair value are recognized in profit or loss.

When acquiring a business all financial assets and liabilities assumed are assessed for appropriate classification and designation in accordance with contractual terms, economic circumstances and pertinent conditions at the acquisition date. The acquired assets and liabilities are accounted for by using fair value in the opening group balance (unless other measurement principles should be applied in accordance with IFRS 3).

The initial accounting for a business combination can be changed if new information about the fair value at the acquisition date is present. The allocation can be amended within 12 months of the acquisition date [provided that the initial accounting at the acquisition date was determined provisionally]. The noncontrolling interest is set to the non-controlling interest's share of identifiable assets and liabilities. The measurement principle is done for each business combination separately.

When the business combination is achieved in stages, the previously held equity interest is re-measured at its acquisition-date fair value and the resulting gain or loss, if any, is recognised in profit or loss.

Goodwill is recognised as the aggregate of the consideration transferred and the amount of any non-controlling interest and deducted by the net of the acquisitiondate amounts of the identifiable assets acquired and the liabilities assumed. Goodwill is not depreciated but is tested at least annually for impairment. In connection with this, goodwill is allocated to cash-generating units or groups of cash-generating units that are expected to benefit from synergies from the business combination.

If the fair value of the equity exceeds the acquisition cost in a business combination, the difference is recognised as income immediately on the acquisition date.

Government grants

Government grants are recognised when it is reasonably certain that the company will meet the conditions stipulated for the grants and that the grants will be received. Operating grants are recognised systematically during the grant period. Grants are deducted from the cost which the grant is meant to cover. Investment grants are capitalised and recognised systematically over the asset's useful life. Investment grants are recognised either as deferred income or as a deduction of the asset's carrying amount.

Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

Financial assets

The Group´s financial assets are: derivatives, non-listed equity instruments, quoted debt instruments, trade receivables and cash and cash equivalents.

The classification of financial assets at initial recognition depends on the financial asset's contractual cash flow characteristics and the Group's business model for managing them. With the exception of trade receivables that do not contain a significant financing component, the Group initially measures a financial asset at its fair value plus, in the case of a financial asset not at fair value through profit or loss, transaction costs.

The Group classified its financial assets in four categories:

  • Financial assets at amortised cost
  • Financial assets at fair value through OCI with recycling of cumulative gains and losses
  • Equity instruments designated at fair value through OCI with no recycling of cumulative gains and losses upon derecognition
  • Derivatives at fair value designated as hedging instruments

Financial assets at amortised cost

The Group measures financial assets at amortised cost if both of the following conditions are met:

  • The financial asset is held within a business model with the objective to hold financial assets in order to collect contractual cash flows and,
  • The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding

Financial assets at amortised cost are subsequently measured using the effective interest (EIR) method and are subject to impairment. Gains and losses are recognised in profit or loss when the asset is derecognised, modified or impaired.

The Groups financial assets at amortised cost includes trade receivables and other short-term deposit. Trade receivables that do not contain a significant financing component are measured at the transaction price determined under IFRS 15 Revenue from contracts with customers.

Derecognition of financial assets

A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is primarily derecognised (i.e., removed from the Group's consolidated statement of financial position) when:

  • The rights to receive cash flows from the asset have expired, or
  • The Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a 'pass-through' arrangement; and either
    • a. the Group has transferred substantially all the risks and rewards of the asset, or
    • b. the Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset

Financial liabilities

Financial liabilities are classified, at initial recognition, as loans and borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. Derivatives are recognised initially at fair value. Loans, borrowings and payables are recognised at fair value net of directly attributable transaction costs.

Derivatives are financial liabilities when the fair value is negative, accounted for similarly as derivatives as assets.

Loans, borrowings and payables

After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the EIR method. Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through the EIR amortisation process.

Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the statement of profit or loss.

Payables are measured at their nominal amount when the effect of discounting is not material.

Derecognition of financial liabilities

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the statement of profit or loss.

Inventories

Inventories are recognised at the lowest of cost or net selling price. The net selling price is the estimated selling price in the case of ordinary operations minus the estimated completion, marketing and distribution costs. The cost is arrived at using the FIFO method and includes the costs incurred in acquiring the goods and the costs of bringing the goods to their current state and location. In-house produced goods include variable costs and fixed costs that can be allocated based on normal capacity utilisation.

Biological assets biomass

Fair value of the biomass Biological assets held at the Group's sea farms are measured in accordance with IAS 41. The principles for calculating fair value are described in Note 7 "Inventory and biological assets". The valuation is based on a number of assumptions that require considerable discretionary judgement. The key assumptions relate to volume, costs, price and the discount rate. The estimated volume at harvest is based on the number of fish held at sea farms, adjusted for estimated growth and mortality until they have actually been harvested. The actual volume harvested may deviate from the estimated volume as a result of biological developments. Uncertainty with regard to biological developments may affect the date of harvest and therefore the discounting period in the model. Due to the cod farming industry is in early phase, without a mature market and listed prices, which is the case for salmon farming, our best estimate for fair value isbased on our obtained prices during q1 2023. Further considerable uncertainty attaches to the estimated remaining production costs to harvest.

Cash and cash equivalents

Cash includes cash in hand and at bank. Cash equivalents are short-term liquid investments that can be immediately converted into a known amount of cash and have a maximum term to maturity of three months.

In the statement of cash flows, the overdraft facility is stated minus the balance of cash and cash equivalents.

Equity

Equity and liabilities

Financial instruments are classified as liabilities or equity in accordance with the underlying economic realities.

Interest, dividend, gains and losses relating to a financial instrument classified as a liability are presented as an expense or income. Amounts distributed to holders of financial instruments that are classified as equity are recorded directly in equity.

Treasury shares

When treasury shares are repurchased, the purchase price including directly attributable costs is recognised in equity. Treasury shares are presented as a reduction in equity. Losses or gains on transactions involving treasury shares are not recognised in the statement of comprehensive income.

Costs of equity transactions

Transaction costs directly related to an equity transaction are recognised directly in equity after deducting tax expenses.

Employee benefits

Defined contribution plans

The Group companies have made contributions to local pension plans. These contributions have been made to the pension plan for full-time employees and equal 4% of the employee's salary limited to 12G. The pension premiums are charged to expenses as they are incurred.

Provisions

A provision is recognised when the Group has an obligation (legal or self-imposed) as a result of a previous event, it is probable (more likely than not) that a financial settlement will take place as a result of this obligation and the size of the amount can be measured reliably. If the effect is considerable, the provision is calculated by discounting estimated future cash flows using a discount rate before tax that reflects the market's pricing of the time value of money and, if relevant, risks specifically linked to the obligation.

Onerous contracts: If the Group has a contract that is onerous, the present obligation under the contract is recognised and measured as a provision. However, before a separate provision for an onerous contract is established, the Group recognises any impairment loss that has occurred on assets dedicated to that contract.

Contingent liabilities and assets

Contingent liabilities are not recognised in the annual accounts. Significant contingent liabilities are disclosed, with the exception of contingent liabilities that are unlikely to be incurred.

Contingent assets are not recognised in the annual accounts.

Events after the reporting period

New information on the company's financial position on the end of the reporting period which becomes known after the reporting period is recorded in the annual accounts. Events after the reporting period that do not affect the company's financial position on the end of the reporting period but which will affect the company's financial position in the future are disclosed if significant.

Amendments to standards and interpretations with a future effective date Standards and interpretations that are issued up to the date of issuance of the consolidated financial statements, but not yet effective are disclosed below. The Group's intention is to adopt the relevant new and amended standards and interpretations when they become effective, subject to EU approval before the consolidated financial statements are issued.

We do not anticipate that any of the proposed amendments will have a significant impact on the company's financial statements.

Estimation uncertainty

In the process of applying the Group's accounting policies in according to IFRS, management has made several judgements and estimates. All estimates are assessed to the most probable outcome based on the managements best knowledge. Changes in key assumptions may have significant effect and may cause material adjustments to the carrying amounts of assets and liabilities, equity and the profit for the year. The company's most important accounting estimates are the following items:

  • Fair value inventory
  • Depreciation of tangible fixed assets
  • Provision for expected credit losses Accounts receivables and contract assets

Fair value biomass

Fair value of the biomass Biological assets held at the Group's sea farms are measured in accordance with IAS 41. The principles for calculating fair value are described in Note 7 Inventory. The valuation is based on a number of assumptions that require considerable discretionary judgement. The key assumptions relate to volume, costs, price and the discount rate. The estimated volume at harvest is based on the number of fish held at sea farms, adjusted for estimated growth and mortality from the time the fish were transferred to the sea until they have actually been harvested. The actual volume harvested may deviate from the estimated volume as a result of biological developments. Uncertainty with regard to biological developments may affect the date of harvest and therefore the discounting period in the model. Due to the cod farming industy beeing in an early phase, without a mature market and listed prices, which is the case for salmon farming, our best estimate for fair value isbased on our obtaind prices during q1 2023. Further considerable uncertainty attaches to the estimated remaining production costs to harvest.

Production Equipment

The estimated useful life of the company's production equipment is to a large extent affected by technological developments. This applies to the depreciation of tangible fixed assets. Future events may lead to these estimates being changed. Estimates and their underlying assumptions are reviewed on a regular basis and are based on best estimates and historical experience.

Note 2: Property, plant and equipment

Sites Vessel and
Barges
Machinery and
equipment
Construction in
progress
2022
Total
Accumulated cost 1 January 2022 20 152 4 938 6 661 60 835 92 586
Additions 23 223 1 440 12 756 37 419
Disposals, and assets classified as held for sale 0
Transfer to leases -54 848 -54 848
Write downs -34 -34
Reversal of previous write downs 0
Depreciation 2022 -3 029 -254 -902 -4 185
Depreciation accumulated January 1 -4 193 -362 -116 -4 671
Exchange differences 0
Carrying value 31 December 2022 36 119 4 322 7 083 18 743 66 267
As at January 1 2022
Acquisition cost 20 152 4 938 6 661 60 835 92 586
Accumulated depreciation and write downs -4 227 -362 -116 -4 705
Carrying value 15 925 4 576 6 545 60 835 87 881
As at December 31 2022
Acquisition cost 43 375 4 938 8 101 18 743 75 157
Accumulated depreciation and write downs -7 256 -616 -1 018 -8 890
Carrying value 36 119 4 322 7 083 18 743 66 267
Sites Vessel and
Barges
Machinery and
equipment
Construction in
progress
2021
Total
Accumulated cost 1 January 2021 5 128 4 938 61 10 127
Additions 15 024 6 600 60 835 82 459
Disposals, and assets classified as held for sale 0
Additions from acquisition of companies 0
Write downs -34 -34
Reversal of previous write downs 0
Depreciation -1 524 -252 -104 -1 880
Depreciation accumulated January 1 -2 669 -110 -12 -2 791
Exchange differences 0
Carrying value 31 December 2021 15 925 4 576 6 545 60 835 87 881
Pr. 1. January 2021
Acquisition cost 5 128 4 938 61 0 10 127
Accumulated depreciation and write downs -2 669 -110 -12 0 -2 791
Carrying value 2 459 4 828 49 0 7 336
Per 31. December 2021
Acquisition cost 20 152 4 938 6 661 60 835 92 586
Accumulated depreciation and write downs -4 227 -362 -116 -4 705
Carrying value 15 925 4 576 6 545 60 835 87 881
Economic life 5-12,5 years 5-10 years 5 years
Depreciation method linear linear linear

Statt Torsk ASA Annual Report 2022

Parent (NOK 1000)
Sites Vessel and
Barges
Machinery and
equipment
Construction in
progress
2022
Total
Accumulated cost 1 January 2022 20 152 6 661 26 813
Additions 23 223 1 440 24 663
Disposals, and assets classified as held for sale 0
Additions from acquisition of companies 0
Write downs -34 -34
Reversal of previous write downs 0
Depreciation 2022 -3 033 -902 -3 935
Depreciation accumulated January 1 -4 193 -116 -4 309
Exchange differences 0
Carrying value 31 December 2022 36 115 0 7 083 0 43 198
As at January 1 2022
Acquisition cost 20 152 6 661 26 813
Accumulated depreciation and write downs -4 227 -116 -4 343
Carrying value 15 925 0 6 545 0 22 470
As at December 31 2022
Acquisition cost 43 375 8 101 51 476
Accumulated depreciation and write downs -7 260 -1 018 -8 278
Carrying value 36 115 0 7 083 0 43 198
Sites Vessel and
Barges
Machinery and
equipment
Construction in
progress
2021
Total
Accumulated cost 1 January 2021 5 128 61 5 189
Additions 15 024 6 600 21 624
Disposals, and assets classified as held for sale 0
Additions from acquisition of companies 0
Write downs -34 -34
Reversal of previous write downs 0
Depreciation -4 193 -116 -4 309
Exchange differences 0
Carrying value 31 December 2021 15 925 0 6 545 0 22 470
Carrying value 31 December 2021 15 925 4 576 6 545 60 835 87 881
Pr. 1. January 2021
Acquisition cost 5 128 61 5 189
Accumulated depreciation and write downs -2 669 -12 -2 681
Carrying value 2 459 0 49 0 2 508
Per 31. December 2021
Acquisition cost 20 152 6 661 26 813
Accumulated depreciation and write downs -4 227 -116 -4 343
Carrying value 15 925 0 6 545 0 22 470
Economic life 5-12,5 years 5-10 years 5 years
Depreciation method linear linear linear

The Group as a lessee

Right-of-use assets

The Group leases several assets such as offices and other facilities, machinery and equipment and vehicles. The Group's right-of-use assets are categorised and presented in the table below:

Group (NOK 1000)
Right-of-use assets Land Vessels and barges
under construction
Machinery and
equipment
Total
Acquisition cost 1 January 2022
Addition of right-of-use assets
Disposals
Transfers and reclassifications
Currency exchange differences
186 5 605
54 848
3 208
1 825
3 394
7 430
0
54 848
0
Acquisition cost 31 December 2022 186 60 453 5 033 65672
Accumulated depreciation and impairment 1 January 2022
Depreciation
Impairment losses in the period
Disposals
Transfers and reclassifications
Currency exchange differences
53
53
2 345 214
794
267
3 192
0
0
0
0
Accumulated depreciation and impairment 31 December 2022 106 2 345 1 008 3 459
Carrying amount of right-of-use assets 31 December 2022 80 58 108 4 025 62 213
Lower of remaining lease term or economic life
Depreciation method
Right-of-use assets
2,5 years
Linear
Land
8 years
Linear
Vessels and barges
4,5 years
Linear
Machinery and
Total
Acquisition cost 1 January 2021
Addition of right-of-use assets
Disposals
Transfers and reclassifications
Currency exchange differences
186 under construction equipment
0
3 208
186
3 208
0
0
0
Acquisition cost 31 December 2021 186 0 3 208 3 394
Accumulated depreciation and impairment 1 January 2021
Depreciation
Impairment losses in the period
53 214 0
267
0
Disposals 0
Transfers and reclassifications 0
0
Currency exchange differences
Accumulated depreciation and impairment 31 December 2021 53 0 214 267
Carrying amount of right-of-use assets 31 December 2021 133 0 2 994 3 127
Lower of remaining lease term or economic life 2,5 years 8 years 4,5 years
Depreciation method Linear Linear Linear

Lease liabilities

Less than 1 year
1-2 years
14 177
14 147
2-3 years 14 018
3-4 years 13 463
4-5 years 2 227
More than 5 years 0
Total undiscounted lease liabilities at 31 December 2022 58 032
Summary of the lease liabilities Total
At initial application 01.01.2022 46 322
New lease liabilities recognised in the year 7 430
Cash payments for the principal portion of the lease liability -4 323
Cash payments for the interest portion of the lease liability -1 866
Interest expense on lease liabilities 1 866
Currency exchange differences
Total lease liabilities at 31 December 2022 49 429
Current lease liabilities (Note 26) 9 187
Total cash outflows for leases -6 189

The leases do not contain any restrictions on the Group's dividend policy or financing.

The Group does not have significant residual value guarantees related to its leases to disclose.

Practical expedients applied

The Group also leases personal computers, IT equipment and machinery with contract terms of 1 to 3 years.

The Group has elected to apply the practical expedient of low value assets for some of these leases and does not recognise lease liabilities or right-of-use assets. The leases are instead expensed when they incur. The Group has also applied the practical expedient to not recognise lease liabilities and right-of-use assets for short-term leases,less than 12 months, in the table above.

Parent (NOK 1000)
Right-of-use assets Land Vessels and barges
under construction
Machinery and
equipment
Total
Acquisition cost 1 January 2022
Addition of right-of-use assets
Disposals
Transfers and reclassifications
Currency exchange differences
186 3 040
46 056
3 208
1 825
6 434
47 881
0
0
0
Acquisition cost 31 December 2022 186 49 096 5 033 54 315
Accumulated depreciation and impairment 1 January 2021 53 335 214 602
Depreciation 53 2 749 793 3 595
Impairment losses in the period 0
Disposals 0
Transfers and reclassifications 0
Currency exchange differences 0
Accumulated depreciation and impairment 31 December 2022 106 3 084 1 007 4 197
Carrying amount of right-of-use assets 31 December 2022 80 46 012 4 026 50 118
Lower of remaining lease term or economic life 2,5 years 8 years 4,5 years
Depreciation method Linear Linear Linear

Lease liabilities

Undiscounted lease liabilities and maturity of cash outflows Total
Less than 1 year 7 061
1-2 years 7 031
2-3 years 6 902
3-4 years 6 347
4-5 years 5 749
More than 5 years 60 198
Total undiscounted lease liabilities at 31 December 2022 93 288
Summary of the lease liabilities Total
At initial application 01.01.2022 5 926
New lease liabilities recognised in the year 47 881
Cash payments for the principal portion of the lease liability -2 190
Cash payments for the interest portion of the lease liability -3 422
Interest expense on lease liabilities 3 422
Currency exchange differences
Total lease liabilities at 31 December 2022 51 617
Current lease liabilities (Note 26) 2 892
Total cash outflows for leases -5 612

The leases do not contain any restrictions on the Group's dividend policy or financing. The Group does not have significant residual value guarantees related to its leases to disclose.

Practical expedients applied

The Group also leases personal computers, IT equipment and machinery with contract terms of 1 to 3 years.

The Group has elected to apply the practical expedient of low value assets for some of these leases and does not recognise lease liabilities or rightof-use assets. The leases are instead expensed when they incur. The Group has also applied the practical expedient to not recognise lease liabilities and right-of-use assets for short-term leases, presented in the table above.

Note 4: Investments in associated companies

Statt Torsk ASA has the following investments in associates:

Entity Country Industry Ownership interest Voting rights
Statt Sjømat AS Norway Seafood 33 % 33 %

All associates are recognized using the equity method.

Statt Sjømat AS had a total equity of TNOK 211 and a profit of TNOK 106 in 2021.

Statt Torsk ASA has acquired the reamining 67% of the shares in december 2022, see Note 17

Note 5: Income tax

Income tax expense:

2022 2021
Current tax:
Tax payable 0 0
Correction of previous years current income taxes 0 0
Deferred tax
Changes in deferred tax 0 0
Changes in tax rate 0 0
Tax expense 0 0

A reconciliation of the effective rate of tax and the tax rate in Statt torsk ASA's country of registration:

2022 2021
Pre-tax profit -83 459 -28 905
Income taxes calculated at 22% -18 361 -6 359
Adjustment in respect of current income tax of previous years
Changes in unrecognised deferred tax asset 18 301 6 287
Non deductible expenses 60 72
Non-taxable income
Effect of other tax rates in subsidiaries
Effect of change in tax rate*
Other
Tax expense 0 0
Income tax expense reported in consolidated income statement 0 0
Income tax expense 0 0

Group (NOK 1000)

Deferred tax and deferred tax assets:

Consolidated balance sheet Consolidated income statement Other comprehesive income
2022 2021 2 022 2 021 2 022 2 021
Deferred tax assets
Pensions
Tax losses carried forward
Inventory at fair value- Biomass
Other
105 715
51 462
55 349
Deferred tax assets - gross 157 177 55 349 0 0 0 0
Deferred tax liabilities
Property, plant and equipment
Buildings at revalued value
Investment property
-14 985 -3 505
Leasing 1 372 60
Other Inventory 0 3 913
Deferred tax liabilities - gross -13 613 468 0 0 0 0
Net unrecognised deferred tax asset gross 143 564 55 817

The Group offsets tax assets and liabilities if and only if it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority.

The Group has a total loss carried forward of MNOK 105,7 as at 31 December 2022 (2021: 55,3), of which MNOK 0 are recognised as an asset in the balance sheet as at 31.12.2022, due to uncertaincy related to utilisation for the tax losses carried froward.

Group (NOK 1000)

Income tax expense:

2022 2021
Current tax:
Tax payable 0 0
Correction of previous years current income taxes 0 0
Deferred tax
Changes in deferred tax 0 0
Changes in tax rate 0 0
Tax expense 0 0

A reconciliation of the effective rate of tax and the tax rate in Statt torsk ASA's country of registration:

2022 2021
Pre-tax profit -84 606 -28 934
Income taxes calculated at 22% -18 613 -6 365
Adjustment in respect of current income tax of previous years
Changes in unrecognised deferred tax asset 18 553 6 293
Non deductible expenses 60 72
Non-taxable income
Effect of other tax rates in subsidiaries
Effect of change in tax rate*
Other
Tax expense 0 0
Income tax expense reported in consolidated income statement 0 0
Income tax expense 0 0

Parent (NOK 1000)

Deferred tax and deferred tax assets:

Consolidated balance sheet Consolidated income statement Other comprehesive income
2022 2021 2021 2020 2021 2020
Deferred tax assets
Pensions
Tax losses carried forward
Inventory at fair value- Biomass
98 098
51 462
54 410
Other
Deferred tax assets - gross 149 560 54 410 0 0 0 0
Deferred tax liabilities
Property, plant and equipment -7 763 -2 672
Buildings at revalued value
Investment property
Leasing 1 372 60
Other investments at fair value
Other Inventory 0 3 913
Deferred tax liabilities - gross -6 391 1 301 0 0 0 0
Net unrecognised deferred tax asset gross 143 169 55 711

The Company offsets tax assets and liabilities if and only if it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority.

The Company has a total loss carried forward of MNOK 98 as at 31 December 2022 (2021: 54), of which MNOK 0 are recognised as an asset in the balance sheet as at 31.12.2022, due to uncertaincy related to utilisation for the tax losses carried froward.

Parent (NOK 1000)

Note 6: Fair value

Determination of fair value

The following of the Group's financial instruments are not measured at fair value: cash and cash equivalents, accounts receivables, other current receivables and payables and bank loans.

The carrying amount of cash and cash equivalents is approximately equal to fair value since these instruments have a short term to maturity. Similarly, the carrying amount of account receivables and other current receivables and payables is approximately equal to fair value since they are short term and entered into on "normal" terms and conditions. The carrying amount of bank loans are assessed to be approximately equal to fair value because the floating interest rate are adjusted to reflect current conditions.

The fair value of financial assets and liabilities recognised at their carrying amount is calculated as the present value of estimated cash flows discounted by the interest rate that applies to corresponding liabilities and assets at the end of the reporting period. This applies to:

  • Deposits to lessors under operating leases, refer to Note 3.
  • Liabilities resulting from leases, refer to Note 3.

Set out below is a comparison by category of carrying amounts and fair values of all of the Group's financial instruments:

Parent (NOK 1000)

2022 2021
Book value Fair value Book value Fair value
Derivatives
Foreign exchange forward contracts 0 0 0 0
Equity instruments
Non-listed equity instruments 1 138 1 138 1 023 1 023
Debt instruments
Prepayments 13 116 13 116 19 867 19 867
Accounts receivable 11 659 11 659 9 073 9 073
Other receivables 3 115 3 115 3 055 3 055
Cash and cash equivalents 1 197 1 197 33 601 33 601
Total financial assets 29 087 29 087 65 596 65 596
Interest bearing loans and borrowings
Bank loans 30 155 30 155 - -
Derivatives
Foreign exchange forward contracts 0 0 - -
Interest rate swap 0 0 - -
Other financial liabilities
Liabilities from leasing 49 429 49 429 46 322 46 322
Trade and other payables 34 600 34 600 18 435 18 435
Total financial liabilities 114 184 114 184 64 757 64 757

Fair value hierarchy

The Group uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:

Level 1: Quoted (unadjusted) prices in active markets for identical assets or liabilities

Level 2: Other techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly Level 3: Techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable market data.

For recurring level 3 measurements, transfers between the levels in the fair value hierarchy are evaluated when reassessing the categories of the financial instruments at the end of the period.

Statt Torsk ASA Annual Report 2022

The following classes of financial instruments were measured at fair value as of 31.12.2021:

Fair value measurement using
31.12.2022 Total Quoted prices in
active markets
(Level 1)
Significant
observable inputs
(Level 2)
Significant
unobservable inputs
(Level 3)
Assets measured at fair value:
Derivative financial assets
Foreign exchange forward contracts 0 0 0 0
Equity instruments
Non-listed equity instruments 0 0 0 1 138
Debt instruments
Quoted debt instruments
Total financial assets 0 0 0 1 138
Liabilities measured at fair value:
Derivative financial liabilities
Foreign exchange forward contracts 0 0 0 0
Interest rate swap 0 0 0 0
Total financial liabilities 0 0 0 0
Fair value measurement using
31.12.2021 Total Quoted prices in
active markets
(Level 1)
Significant
observable inputs
(Level 2)
Significant
unobservable inputs
(Level 3)
Assets measured at fair value:
Derivative financial assets
Foreign exchange forward contracts 0 0 0 0
Equity instruments
Non-listed equity instruments 0 0 0 1 023
Debt instruments
Quoted debt instruments
Total financial assets 0 0 0 1 023
Liabilites measured at fair value:
Derivative financial liabilities
Foreign exchange forward contracts 0 0 0 0
Interest rate swap 0 0 0 0
Total financial liabilities 0 0 0 0
Reconciliation of recurring level 3 measurements 31.12.2022
Balance sheet as of 01.01.2022 1 023
Gains and losses recognised in the current profit and loss statement
Purchase, sale, issue and settlement 115
Amounts transferred to and from level 3 -
Unrealised profit (loss) recognised in other comprehensive income (OCI) -
Balance sheet as of 31.12.2022 1 138

During the reporting period there were no changes in the fair value measurement

Note 7: Inventories

(NOK 1000)

2022 2021
Finished goods:
Raw material
Finished goods
Fish at sea (biological assets)
0 757
Total finished goods 0 757
Fish at sea (Biomass) 83 957 41 644
Raw materials, at cost
Finished goods
6 771 4 113
757
Total 90 728 46 514
Biomass Fish at sea tons Fair value NOK Cost NOK Fair value adjustment
2022 2021 2022 2021 2022 2021 2022 2021
Fish at sea 01.01. 1 051 199 41 655 7 840 41 655 7 840 - -
Fish at sea 31.12. 2 823 1 051 83 957 41 655 135 419 41 655 (51 462) -

VALUATION OF BIOLOGICAL ASSETS

IAS 41 requires biomass to be accounted for at the estimated fair value net of sales costs and harvesting costs. The calculation of the estimated fair value is based on market prices for harvested fish. In the accounts, the change in estimated fair value is entered to the Income Statement on a continuous basis.

The Group's biological assets are cod at all stages of the life cycle. The fish are divided into two main groups, depending on the stage of the life cycle. The first group is fingerlings, which are kept at separate sites. The second is, when the fish has reached a certain size and are transported to the sea-farms.

For the first group, historical cost is deemed a reasonable approach to fair value, as there is little biological transformation. This assessment must be seen in the light of the fact that fingerlings are moved to the sea-farms when the weight is still relatively low.

For the second group, the fair value is would normallly be calculated by applying a present value model at level 3 in the fair value hierarchy in IFRS 13.

The valuation model

The valuation model calculates the net present value of expected cash flow from biological assets.

Changes to estimated fair value of biological assets are presented on the line Fair value adjustments of biological assets in the Income Statement.

The measurement unit is the individual fish. However, for practical reasons, cash flows and estimates are performed for the entire population.

Main components in the model are:

  • Volume
  • Production costs
  • Sales price
  • Discount rate

Volume

Estimated harvest volume is based on the actual number of fish in the sea on the balance sheet date, minus estimated future mortality from balance sheet date and multiplied by optimal harvest weight per fish. Future montly mortality is estimated to be 0,6% of the number of incoming fish per month.

Cost

Estimated future costs are based on the Group´s prognoses. Cost comprises mainly feed, production, harvest and transport costs.

Price

Unlike for Salmon, there are no observable market prices for farmed cod available. The market for farmed cod is in an early phase, and the uncertancy regarding the sales prices is high. There are no future prices listed on Fish Pool for farmed cod. Farmed cod will be sold as a different product and in a different market than wild cod, and the pricing will be different.

As there are no reliable indication on future sales prices our best estimate for fair value of the biological assets based on prices obtained during Q1 2023. The marked will be monitored closely, and we will adjust our estimate when reliable estimates for sales prices becomes available.

The estimate of fair value of biomass will always be based on uncertain assumptions.

Note 8: Accounts receivables and contract assets

(NOK 1000)

31.12.2022 31.12.2021
Accounts recievables
Receivables related to revenue from contracts with customers - external
Receivables related to other income - external
Receivables from an associate
11 659 9 073
Receivables from other related parties
Total accounts recievables (Gross)
Allowance for expected credit losses
11 659
0
9 073
0
Total accounts recievables (Net) 11 659 9 073

Accounts receivables are non-interest bearing.

See Note 23 for a description of allowance for expected credit losses. Note 22 also provides a

description of the changes in accounts recievables and a description of the Group's credit risk management.

Note 9: Other current assets

Group (NOK 1000)
2022 2021
Prepayment equipment 421 6 700
Prepayment fingerlings 1 170 5 250
Prepayment other 2 301 365
Receivable VAT 9 224 6 928
Other current assets 0 624
Provision for bad debt 0 0
Total other current assets 13 116 19 867

Parent

2022 2021
Prepayment equipment 421 6 700
Prepayment fingerlings 1 170 5 250
Prepayment other 190 365
Receivable VAT 7 366 6 928
Other current assets 0 624
Provision for bad debt 0 0
Total other current assets 9 147 19 867

Note 10: Cash and cash equivalents

Group (NOK 1000)
2022 2021
Cash
Short-term bank deposits
0
1 197
0
33 601
Cash and cash equivalents in the balance sheet 1 197 33 601
For the purpose of the statement of cash flows, cash and cash equivalents comprise the following at 31 December:
2022 2021
Cash at banks and on hand
Short-term deposits
1 197 33 601
Cash and cash equivalents 1 197 33 601

Restricted funds 638 at December 31 2022

Parent

2022 2021
Cash
Short-term bank deposits
0
639
32 174
Cash and cash equivalents in the balance sheet 639 32 174

For the purpose of the statement of cash flows, cash and cash equivalents comprise the following at 31 December:

2022 2021
Cash at banks and on hand
Short-term deposits
639 32 174
Cash and cash equivalents 639 32 174

Restricted funds 639 at December 31 2022

Note 11: List of subsidiaries

The following subsidiaries are included in the consolidated financial statements:

(NOK 1000)
Company Country of
incorporation
Main
operations
Ownership interest
2022
Voting power
2022
Ownership interest
2021
Voting power
2021
Stokkeneset Reiarlag AS
Statt Sjømat AS
Norway
Norway
Vessels
and barges
Dormant
100 %
100 %
100 %
100 %
100 %
33,33 %
100 %
33,33 %

1) Statt Sjømat AS

The remaining part of the shares in Statt Sjømat AS were accquired at December 19. 2022

2022 2021
Ordinary shares, nominal amount NOK 0,10 0,10
Total number of shares 210 292 598 166 112 707

Changes to share capital and premium:

No. of shares Share capital Premium
2022 2021 2022 2021 2022 2021
Ordinary shares
Issued and fully paid 1 January
166 112 707 98 797 149 16 611 271 9 879 715 170 591
222
29 130 565
Share options exercised
Issued new share capital
Transaction cost
44 179 891 67 315 558 4 417 989 6 731 556 76 882 970
-2 912 335
148 768 004
-7 307 347
31 December 2021
Treasury shares at nominal amount
210 292 598 166 112 707 21 029 260 16 611 271 244 561 857 170 591 222

All issued shares have equal voting rights and the right to receive dividend. For computation of earning per share and diluted earning per share see Note 16.

The 20 main shareholders at 31.12.22 are:

Number of shares: Ownership interest:
ORINOCO AS 50 556 559 24,04 %
T.D. VEEN AS 24 789 250 11,79 %
MEDVODE AS 16 268 235 7,74 %
TECHBRIDGE AS 14 600 000 6,94 %
DNB BANK ASA 10 974 094 5,22 %
BORGUND BRYGGE AS 10 089 735 4,80 %
LINDVARD INVEST AS 6 660 046 3,17 %
BJUG A. BORGUND AS 6 267 647 2,98 %
GH HOLDING AS 5 514 705 2,62 %
BYPASS CONSULTING AS 5 267 119 2,50 %
ALDEN AS 4 000 000 1,90 %
TIGERSTADEN MARINE AS 3 220 480 1,53 %
BREKKE HOLDING AS 2 870 000 1,36 %
FRODE BORGUND 2 551 893 1,21 %
SECOM AS 2 550 000 1,21 %
KLO HOLDING AS 2 352 941 1,12 %
ERVIK HAVFISKE AS 2 320 000 1,10 %
MAMI HOLDING AS 2 170 000 1,03 %
NERSNÆS AS 2 100 571 1,00 %
FJELLSETER UTVIKLING AS 2 053 900 0,98 %

Dividend paid and proposed

Dividend paid: 2022 2021
Ordinary shares
NOK 0,00 per share in 2021
NOK 0,00 per share in 2020
0 0
Total number of shares 0 0
Proposed dividends to be approved at annual general meeting (not recorded as a liability as at 31 December 2021). 2022 2021
Ordinary shares
NOK 0,00 per share
0 0

Note 13: Account payables and other current liabilities

Group (NOK 1000)
2022 2021
Trade accounts payables
Debt to associates and joint ventures
Liabilities to associated companies
31 307 15 894
Government taxes, tax deductions etc. 1 085 947
Other current liabilities
Accrued interest expenses
2 208 1 594
Total 34 600 18 435

Trade payables are non-interest bearing and are normally settled on 30-day terms. Interest payable is normally settled quarterly.

Parent

2022 2021
Trade accounts payables 20 851 15 638
Debt to associates and joint ventures
Liabilities to associated companies
Government taxes, tax deductions etc. 1 085 929
Other current liabilities 2 245 1 594
Accrued interest expenses
Total 24 181 18 161

Trade payables are non-interest bearing and are normally settled on 30-day terms. Interest payable is normally settled quarterly.

Note 14: Salary, personnel expense and management remuneration

(NOK 1000)

2022 2021
Salaries and holiday pay 14 158 9 145
Bonuses 162 125
Social security 1 742 1 082
Other personnel costs 533 135
Pension costs defined contribution plans (Note 21) 664 412
Transfer -9 073 -2 969
Total salaries and personnel expense 8 186 7 930

The number of man-years that has been employed during the financial year: 23

The line item transfer above includes salary and personell expenses that are included in the cost of the biomass (fish at sea)

Management remuneration

The Group Management consists of the Group Directors. Group Directors are the CEO, the VP Development, the CFO and the COO that are all employed by the parent company.

Board remun
eration
Salary Bonus Benefits in kind Pension cost Value of options
granted
Total remun
eration
Management
Gustave Brun-Lie (CEO) 1 211 48 1 259
Leif Ronny Rætta (COO) 1 217 49 1 266
Arild Borgund Iversen (VP Development) 720 29 749
Bjug Borgund (CFO) 1 211 48 1 259
Members of the Board
Nicolas Brun-Lie (Chairman) -
Marianne Kveldstad (Member) -
Øyvind Schanke (Member) -
Total remuneration - 4 359 - - 174 - 4 533

For information regarding the pension see Note 20 regarding pension costs

The CEO has an agreement which gives him the right to a compensation after termination of employment before retirement that equals 100% of the salary for six months.

No member of the Group Management has received remuneration or economical benefits from other companies in the Group, other than what is stated above. No additional remuneration has been given for services outside the normal functions as a Director.

No loans or guarantees have been given to any members of the Group Management, the Board of directors or other corporate bodies.

Shares held by Group Management and board members:

Management
Gustave Brun-Lie (CEO) 16 304 085
Leif Ronny Rætta (COO) 536 250
Arild Borgund Iversen (C) 10 089 735
Bjug Borgund (CFO) 6 267 647
Management
Nicolas Brun-Lie (Chairman) 50 556 559
Marianne Kveldstad (Member) 2 170 000
Øyvind Schanke (Member) -

Note 15: Other Operating Expenses

Group (NOK 1000)
Other operating expenses 2022 2021
Energy costs 3 893 357
Advertising 1 061 615
Repair and maintenance costs 4 059 2 900
Rental and leasing costs 8 309 1 363
Travel costs 472 279
Consultancy fees and external personnel 2 686 2 200
Bad debts 238 0
Insurance 1 985 746
Licensrelated costs 480 1 487
Other operating costs 2 997 680
Transferred to biomass -17 268 -1 111
Total operating expenses 8 912 9 516

Parent

Other operating expenses 2022 2021
Energy costs 3 893 357
Advertising 1 061 615
Repair and maintenance costs 4 070 2 880
Rental and leasing costs 8 267 1 362
Travel and entertainment costs 472 279
Consultancy fees and external personnel 2 623 2 200
Bad debts 238 0
Insurance 1 985 746
Licensrelated costs 480 1 487
Other operating costs 2 942 696
Transferred to biomass -17 268 -1 111
Total operating expenses 8 763 9 511

Group

Specification auditor's fee 2022 2021
Statutory audit
Other assurance services
Other non-assurance services
334
88
42
32
Tax consultant services
Total 422 74

VAT is not included in the fees specified above.

Parent

Statutory audit 271 42
Other assurance services 88 32
Other non-assurance services
Tax consultant services
Total 359 74

VAT is not included in the fees specified above.

Note 16: Earnings per share

The basic earnings per share are calculated as the ratio of the profit for the year that is due to the shareholders of the parent of MNOK -83,5 (MNOK -28,9 in 2021) divided by the weighted average number of ordinary shares outstanding.

When calculating the diluted earnings per share, the profit that is attributable to the ordinary shareholders of the parent and the weighted average number of ordinary shares outstanding are adjusted for all the dilution effects relating to convertible bonds and share options. The profit for the year attributable to the ordinary shareholders is adjusted for interest costs (after tax) relating to the convertible bonds. The "denominator" takes account of all the shares that can be received if debt is converted and all the share options that are "in-the-money" and can be exercised. In the calculations, convertible bonds and share options are assumed to have been converted/ exercised on the first date in the fiscal year. Convertible bonds and share options issued this year are assumed to be converted/ exercised at the date of issue/ grant date. The dilution effect on share options are calculated as the difference between average fair value in an active market and the sum of not recognised cost portion of the options. The dilution effect on convertible bonds are calculated as the difference between the reduction in the cost of borrowing and the number of potential shares issued.

(NOK 1000)
2022 2021
Profit for the year due to holders of ordinary shares
Profit for the year from continuing operations
Loss from discontinued operations
-83 459 -28 904
Profit for the year due to the holders of ordinary shares -83 459 -28 904
Diluted profit
The profit for the year due to the holders of ordinary shares
The effect of interest on convertible bonds (before tax)
-83 459 -28 904
Diluted profit for the year due to the holders of ordinary shares -83 459 -28 904
Average number of shares outstanding
Effect of dilutive potential ordinary shares:
Convertible bonds
Share options
180 119 604 149 003 077
Diluted average number of shares outstanding 180 119 604 149 003 077
Profit for the year due to holders of ordinary shares
Loss from discontinued operations
(0,463)
(0,463)
(0,194)
(0,194)

Note 17: Changes in the Group's structure

Business combinations:

On December 19 2022, Statt Torsk AS ASA acquired 66,67% of the voting shares in Statt Sjømat AS for TNOK 70. The acquisition was paid in cash.

Statt Sjømat is a limited company located in Stadlandet, Norway.

The company own and operates vessels and barges used in the operations of Statt Torsk ASA.

The management believes the acquisition provides the company with an even better position

and that it will have a positive effect on future earnings, in excess of the fair value of

acquired net assets, based on synergies with the existing business. Ownership interest equals the share of voting rights.

The net assets acquired in the acquisition of Stokkeneset Reiarlag AS are as follows:

(NOK 1000)
Fair value recognised on acquisition
Assets
Property, plants and equipment 0
Cash and cash equivalents 79
Trade accounts receivable
Inventories
Shares 35
114
Liabilities
Trade creditors 0
Debt -9
Provisions
Deferred tax liability
-9
Net identifiable assets and liabilities at fair value 105
Existing ownership 33,33% -35
Goodwill
Purchase consideration transferred 70
Shares issued, at fair value
Cash 70
Total consideration 70
Paid in cash 70
Cash received -79
Net decrease/(increase) in cash -9

The acquired unit has from the date of acquisition contributed to the group's revenues and profit before taxes by TNOK 0 and TNOK 0 respectively.

Note 18: Transactions with related parties

Ownership interest Name of company Country 2021 2020 Stokkeneset Reiarlag AS Norway 100 % 100 %

Transactions with associated companies

The Group has various transactions with associated companies. All the transactions have been carried out as part of the ordinary operations and at arms -length prices. The most significant transactions are as follows:

Stokkeneset Reiarlag AS Sales to related parties Purchases from related parties Receivables from related parties
2022
2021
5 044
446
21 510
21 510
Stokkeneset Reiarlag AS Interest Amounts owed by/ to related parties
2022
2021
429
198

The balance sheet includes the following receivables and payables resulting from transactions with associated companies:

2022 2021
Account receivables
Account payables
28 290
0
21 510
25
Total 28 290 21 535

Note 19: Contractual obligations

The Group and the Group's associates have the following contractual obligations for the purchase of property, plant and equipment.

2022 2021
2022
2023
2024
Barge under construction, site development 18 743 20 000
-
-
2025 -
2026
After 2026
-
-
Total 18 743 20 000

Note 20: Pensions and other long-term employee benefits

Defined contribution plan

The Group has defined contribution plans in accordance with local laws.

The contribution plan covers full-time employees and amounts to 4 % of the salary.

The employees may influence the investment management through an agreement with Storebrand Livsforsikring AS.

The contribution is expensed when it is accrued. As of 31.12.2022 there were 28 members covered by the scheme.

The contributions recognised as expenses equalled TNOK 412 in 2021 and TNOK 664 in 2022 respectively.

Note 21: Finance cost, finance income and other income

Group (NOK 1000)
2022 2021
Finance income
Gain on financial instrument at fair value through OCI
Interest on loans and receivable
Interest income from quoted debt instruments at fair value through OCI
Foreign exchange gains
60 55
Total financial income 60 55
Finance expenses
Interest on debts and borrowings
Interest arising from revenue contracts
Foreign exchange losses
Other financial expenses
3 211 84
Total financial expenses 3 211 84
Other income
Dividend income from equity instruments at fair value through OCI
Impairment loss on debt instruments at fair value through OCI
Other income
0
0
0
0
Total other income 0 0
Parent 2022 2021
Finance income
Gain on financial instrument at fair value through OCI
Interest on loans and receivable group companies
Interest on loans and receivable
Foreign exchange gains
430
60
198
55
Total financial income 490 253
Finance expenses
Interest on debts and borrowings 4 788 232
Interest arising from revenue contracts
Foreign exchange losses 1
Other financial expenses
Total financial expenses 4 788 233
Other income
Dividend income from equity instruments at fair value through OCI
Impairment loss on debt instruments at fair value through OCI
Other income

Total other income 0 0

57

The Group's principal financial liabilities, comprise loans and borrowings, and trade and other payables. The main purpose of these financial liabilities is to finance the Group's operations. The Group's principal financial assets include trade receivables, cash and cash equivalents that derive directly from its operations. In addition, the Group holds investments in debt and equity instruments.

The Group is exposed to market risk, credit risk, liquidity risk and equity price risk. The Group's senior management oversees the management of these risks. The Board of Directors reviews and agrees policies for managing market risk, credit risk, liquidity risk and equity price risk.

Market risk

Market risk is the risk that the future cash flows or fair value of a financial instrument will fluctuate because of changes in market prices. Market risk includes interest risk and currency risk. Financial instruments affected by market risk include loans and borrowings, deposits, debt and equity investments.

Interest rate risk:

Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Group's exposure to the risk of changes in market interest rates relates primarily to the Group's long-term debt obligations with floating rates.

The objective for the interest rate management is to minimize interest costs and at the same time keep the volatility of future interest payments within acceptable limits.

Foreign currency risk

Foreign currency risk is the risk that the future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Group is exposed to changes in the value of NOK relative to other currencies, primarily to the Group`s operating activities (i.e. when revenue or expense is dominated in a foreign currency). As of today all income and the major part of the expenses are in NOK.

Liquidity risk

Liquidity risk is the risk that the Group will not be able to fulfill its financial obligation as they fall due. The Groups approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Groups reputation.

The table below sets out the maturity profile of the Groups for financial liabilities based on contractual undiscounted payments. When a counterparty has a choice of when an amount is paid, the liability is included on the basis of the earliest date on which the entity can be required to pay. Financial liabilities that can be required to be repaid on demand are included in the "within 1 year" column.

Group (NOK 1000)

Period left 31.12.2022 Less than 1 year 1-2 years 2-3 years 3-4 years More than 5 years Total Financial liabilities (non-derivatives) Lease liabilities 14 177 14 147 14 018 13 463 2 227 58 032 Trade and other payables 34 600 34 600 Derivatives 0 Forward exchange contracts 0 Interest rate swaps 0 Total 48 777 14 147 14 018 13 463 2 227 92 632

Period left
31.12.2021 Less than 1 year 1-2 years 2-3 years 3-4 years More than 5 years Total
Financial liabilities (non-derivatives) 0
Lease liabilities 8 673 12 732 12 702 25 084 2 001 61 192
Trade and other payables 18 435 18 435
Derivatives 0
Forward exchange contracts 0
Interest rate swaps 0
Total 27 108 12 735 12 702 25 084 2 001 79 627

Credit risk

Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Group is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks and financial institutions, and account receivables. Currently the Group has one major customer, and the credit risk is considered to be low.

Trade receivables and contract assets

Customer credit risk is managed subject to the Group's established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment. Outstanding customer receivables and contract assets are regularly monitored.

At 31 December 2022, the Group had 1 customer (2021: 1) that owed it more than NOK 1 000 000 and accounted for 100% (2021: 100%) of all the receivables and contract assets outstanding.

The customer is a larger listed company (Lerøy Seafood group ASA) with a triple B credit rating and good historic financial performance. Based on this, and the payment history of this customer, the risk credit loss is considered very low.

The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets disclosed in Note 24. The Group does not hold collateral as security.

Set out below is the information about the credit risk exposure on the Group's trade receivables and contract assets using a provision matrix:

Date past due
December 2022 Contract assets Current <30 days 30-60 days 61-90 days >91 days Total
Expected credit loss rate
Estimated total gross
carrying amount at default
Expected credit loss
0 0 0 0
Trade receivables
0 0
0
Days past due
December 2021 Contract assets Current <30 days 30-60 days 61-90 days >91 days Total
Expected credit loss rate
Estimated total gross
carrying amount at default
0
Expected credit loss 0 0 0 0 0 0 0

Equity price risk

The Group's non-listed equity investments are susceptible to market price risk arising from uncertainties about future values of the investment securities. The Group manages the equity price risk through diversification and the group has limits on individual and total equity instruments. Results on the equity portfolio are reviewed by the Group's management on a regular basis. The Group's Board of Directors reviews and approves all changes in equity investments.

Capital management

The primary focus of the Group's capital management is to ensure that it maintains a strong credit rating and healthy capital ratio in order to support its business and maximise shareholders value. The group manages its capital structure and makes adjustment to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the Group may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. No changes were made in the objectives policies or processes during the year 31 December 2021 and 31 December 2020. The Group monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Group includes within net debt, interest bearing loans and borrowings, trade and other payables, less cash and cash equivalents. Capital includes convertible preference shares, equity attributable to equity holders of the parent less the net unrealised gains reserve.

2022 2021
Interest-bearing loans and borrowings
Lease liabilities
Trade and other payables
Less: cash and cash equivalents
30 155
49 429
34 600
1 197
46 322
18 435
33 601
-
Net debt 112 987 31 156
Equity
Total capital
135 249
135 249
140 318
140 318

Group (NOK 1000)

The Group's principal financial liabilities, comprise loans and borrowings, and trade and other payables. The main purpose of these financial liabilities is to finance the Group's operations. The Group's principal financial assets include trade receivables, cash and cash equivalents that derive directly from its operations. In addition, the Group holds investments in debt and equity instruments.

The Group is exposed to market risk, credit risk, liquidity risk and equity price risk. The Group's senior management oversees the management of these risks. The Board of Directors reviews and agrees policies for managing market risk, credit risk, liquidity risk and equity price risk..

Market risk

Market risk is the risk that the future cash flows or fair value of a financial instrument will fluctuate because of changes in market prices. Market risk includes interest risk and currency risk. Financial instruments affected by market risk include loans and borrowings, deposits, debt and equity investments.

Interest rate risk

Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Group's exposure to the risk of changes in market interest rates relates primarily to the Group's long-term debt obligations with floating rates. The objective for the interest rate management is to minimize interest costs and at the same time keep the volatility of future interest payments within acceptable limits.

Foreign currency risk

Foreign currency risk is the risk that the future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Group is exposed to changes in the value of NOK relative to other currencies, primarily to the Group`s operating activities (i.e. when revenue or expense is dominated in a foreign currency). As of today all income and the major part of the expenses are in NOK.

Liquidity risk

Liquidity risk is the risk that the Group will not be able to fulfill its financial obligation as they fall due. The Groups approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Groups reputation.

The table below sets out the maturity profile of the Groups for financial liabilities based on contractual undiscounted payments. When a counterparty has a choice of when an amount is paid, the liability is included on the basis of the earliest date on which the entity can be required to pay. Financial liabilities that can be required to be repaid on demand are included in the "within 1 year" column.

Parent (NOK 1000)
Period left
31.12.2022 Less than 1 year 1-2 years 2-3 years 3-4 years More than 5 years Total
Financial liabilities (non-derivatives)
Lease liabilities 7 061 7 031 6 902 6 347 65 947 93 288
Trade and other payables 24 181 24 181
Derivatives 0
Forward exchange contracts 0
Interest rate swaps 0
Total 31 222 7 031 6 902 6 347 65 947 117 449
Period left
31.12.2021 Less than 1 year 1-2 years 2-3 years 3-4 years More than 5 years Total
Financial liabilities (non-derivatives)
Lease liabilities
Trade and other payables
913
18 161
1 266 1 236 2 152 1 278 0
6 845
18 161
Derivatives
Forward exchange contracts
Interest rate swaps
0
0
0
Total 19 074 1 266 1 236 2 152 1 278 25 006

Credit risk

Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Group is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks and financial institutions, and account receivables. Currently the Group has one major customer, and the credit risk is considered to be low.

Trade receivables and contract assets

Customer credit risk is managed subject to the Group's established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment. Outstanding customer receivables and contract assets are regularly monitored.

At 31 December 2022, the Group had 1 customer (2021: 1) that owed it more than NOK 1 000 000 and accounted for 100% (2021: 100%) of all the receivables and contract assets outstanding.

The customer is a larger listed company (Lerøy Seafood group ASA) with a triple B credit rating and good historic financial performance. Based on this, and the payment history of this customer, the risk credit loss is considered very low.

The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets disclosed in Note 24. The Group does not hold collateral as security.

Set out below is the information about the credit risk exposure on the Group's trade receivables and contract assets using a provision matrix:

Date past due
December 2022 Contract assets Current <30 days 30-60 days 61-90 days >91 days Total
Expected credit loss rate
Estimated total gross
carrying amount at default
Expected credit loss
0 0 0 0
Trade receivables
0 0
0
Days past due
December 2021 Contract assets Current <30 days 30-60 days 61-90 days >91 days Total
Expected credit loss rate
Estimated total gross
carrying amount at default
0
Expected credit loss 0 0 0 0 0 0 0

Equity price risk

The Group's non-listed equity investments are susceptible to market price risk arising from uncertainties about future values of the investment securities. The Group manages the equity price risk through diversification and the group has limits on individual and total equity instruments. Results on the equity portfolio are reviewed by the Group's management on a regular basis. The Group's Board of Directors reviews and approves all changes in equity investments.

Capital management

The primary focus of the Group's capital management is to ensure that it maintains a strong credit rating and healthy capital ratio in order to support its business and maximise shareholders value. The group manages its capital structure and makes adjustment to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the Group may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. No changes were made in the objectives policies or processes during the year 31 December 2021 and 31 December 2020. The Group monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Group includes within net debt, interest bearing loans and borrowings, trade and other payables, less cash and cash equivalents. Capital includes convertible preference shares, equity attributable to equity holders of the parent less the net unrealised gains reserve.

2022 2021
Interest-bearing loans and borrowings 30 155 -
Lease liabilities 51 617 5 926
Trade and other payables 24 181 18 161
Less: cash and cash equivalents 639 32 174
Net debt 105 314 (8 087)
Equity 134 149 140 367
Total capital 134 149 140 367

Parent (NOK 1000)

Note 23: Categories of financial assets and financial liabilities

Group (NOK 1000)
31.12.2022 Derivatives designated
as hedging instruments
through profit or loss
Equity instruments
designated at fair value
through OCI
Financial instruments at
fair value through OCI
Financial instruments
at amortised cost
Total
Assets
Derivatives
Foreign exchange forward contracts 0
Equity instruments
Non-listed equity instruments 1 138 1 138
Debt instruments
Quoted debt instruments 0
Other receivables 3 115 3 115
Accounts receivable 11 659 11 659
Cash and cash equivalents 1 197 1 197
Total Financial assets 0 0 1 138 15 971 17 109
Liabilities
Interest bearing loans and borrowings
Lease liabilities 49 429 49 429
Derivatives
Foreign exchange forward contracts 0
Interest rate swap 0
Other financial liabilities
Trade and other payables 34 600 34 600
Total financial liabilities 0 0 0 84 029 84 029
31.12.2021 Derivatives designated
as hedging instruments
through profit or loss
Equity instruments
designated at fair value
through OCI
Financial instruments at
fair value through OCI
Financial instruments
at amortised cost
Total
Assets
Derivatives
Foreign exchange forward contracts 0
Equity instruments
Non-listed equity instruments 1 023 1 023
Debt instruments
Quoted debt instruments 0
Other receivables 3 055 3 055
Accounts receivable 9 073 9 073
Cash and cash equivalents 33 601 33 601
Total Financial assets 0 0 1 023 45 729 46 752
Liabilities
Interest bearing loans and borrowings
Lease liabilities 46 322 46 322
Derivatives
Foreign exchange forward contracts 0
Interest rate swap 0
Other financial liabilities
Trade and other payables 18 435 18 435
Total financial liabilities 0 0 0 64 757 64 757

Statt Torsk ASA Annual Report 2022

Parent (NOK 1000)
31.12.2022 Derivatives designated
as hedging instruments
through profit or loss
Equity instruments
designated at fair value
through OCI
Financial instruments at
fair value through OCI
Financial instruments
at amortised cost
Total
Assets
Derivatives
Foreign exchange forward contracts 0
Equity instruments
Non-listed equity instruments 3 005 3 005
Debt instruments
Quoted debt instruments 0
Accounts receivable 11 659 11 659
Cash and cash equivalents 639 639
Total Financial assets 0 0 3 005 12 298 15 303
Liabilities
Interest bearing loans and borrowings
Lease liabilities 51 617 51 617
Derivatives
Foreign exchange forward contracts 0
Interest rate swap 0
Other financial liabilities
Trade and other payables 24 181 24 181
Total financial liabilities 0 0 0 75 798 75 798
31.12.2021 Derivatives designated
as hedging instruments
Equity instruments
designated at fair value
Financial instruments at Financial instruments
31.12.2021 as hedging instruments
through profit or loss
designated at fair value
through OCI
fair value through OCI at amortised cost Total
Assets
Derivatives
Foreign exchange forward contracts 0
Equity instruments
Non-listed equity instruments 2 935 2 35
Debt instruments
Quoted debt instruments 0
Accounts receivable 9 073 9 073
Cash and cash equivalents 32 174 32 174
Total Financial assets 0 0 2 935 41 247 12 008
Liabilities
Interest bearing loans and borrowings
Lease liabilities 5 926 5 926
Derivatives
Foreign exchange forward contracts 0
Interest rate swap 0
Other financial liabilities
Trade and other payables 18 161 18 161
Total financial liabilities 0 0 0 24 087 24 087

Note 24: Reconciliation for liabilities arising from financing activities

Reconciliation of changes in liabilities arising from financing activities is shown in the tables below:

Group (NOK 1000)

Non-cash changes
01.01.2022 Cash flows Foreign exchange
movement
Fair values
changes
New leases Other 31.12.2022
Long-term borrowings 0 0
Short-term borrowings 0 0
Lease liabilities 46 322 -4 323 7 430 49 429
Assets held to hedge
long-term borrowings
0 0
Total liabilities from
financing activities
46 322 -4 323 0 0 7 430 0 49 429
Non-cash changes
01.01.2021 Cash flows Foreign exchange
movement
Fair values
changes
New leases Other 31.12.2021
Long-term borrowings 0 0
Short-term borrowings 0 0
Lease liabilities 190 -230 46 362 46 322
Assets held to hedge
long-term borrowings
0 0
Total liabilities from
financing activities
190 -230 0 0 46 362 0 46 322

Parent

Non-cash changes
01.01.2022 Cash flows Foreign exchange
movement
Fair values
changes
New leases Other 31.12.2022
Long-term borrowings 0 0
Short-term borrowings 0 0
Lease liabilities 5 926 -2 190 47 881 51 617
Assets held to hedge
long-term borrowings
0 0
Total liabilities from
financing activities
5 926 -2 190 0 0 47 881 0 51 617
Non-cash changes
01.01.2021 Cash flows Foreign exchange
movement
Fair values
changes
New leases Other 31.12.2021
Long-term borrowings 0 0
Short-term borrowings 0 0
Lease liabilities 3 226 -508 3 208 5 926
Assets held to hedge
long-term borrowings
0 0
Total liabilities from
financing activities
3 226 -508 0 0 3 208 0 5 926

Note 25: Short-term loans and other loan relationships

Group (NOK 1000)
Interest rate Due date 2022 2021
Secured debt
Unsecured debt
First year's repayments on long-term debt
Current lease liabilities
30 155
0
0
9 187
0
0
0
8 673
Total 39 342 8 673

The secured debt is securd in inventory, receivables and property plant and equipment

Parent

Interest rate Due date 2022 2021
Secured debt 30 155 0
Unsecured debt
First year's repayments on long-term debt
0
0
0
0
Current lease liabilities
Total
2 892
33 047
913
913

Note 26: Going concern

Statt's working capital forecast indicates a temporary shortfall of approx. NOK 48 million up to May/June 2024, based on our present biomass requirements.

Aquaculture is a capital-intensive business and Statt is still in an expansion phase. Stat's funding policy is based on Statt seeking new working capital, by accessing capital markets, increasing lines of credit, and/or a combination thereof, to finance such shortfall. Temporary working capital shortfalls can also be finances with asset sales. We believe Statt will be able to obtain the required working capital in the short term by pursuing one of these options. We can, however, provide no assurance that any of these options will be available to us on favorable terms.

In accordance with the Accounting Act § 3-3a, we confirm that the financial statements have been prepared under the assumption of going concern. This assumption is based on Statt obtaining new working capital, the profit forecasts for the year 2023 and 2024, and Statt's long-term strategic forecasts.

In connection with filing of the annual report for 2021, Statt could have generated positive results from operations by the end of the autumn in 2022. Several negative events came, however, through 2022 that changed this significantly, inter alia, non-attractive prices which led to postponement in the harvest, and price increases in the production costs for the farming.

Note 27: Events after the balance sheet date

The contract for the barge referred to in Note 19 has been cancelled in April 2023. The prepayments are refunded.

Section 5

Independent Auditors Review

Statsautoriserte revisorer Ernst & Young AS

Thormøhlens gate 53 D, 5006 Bergen Postboks 6163, 5892 Bergen

Foretaksregisteret: NO 976 389 387 MVA Tlf: +47 24 00 24 00

www.ey.no Medlemmer av Den norske Revisorforening

INDEPENDENT AUDITOR'S REPORT

To the Annual Shareholders' Meeting of Statt Torsk ASA

Opinion

We have audited the financial statements of Statt Torsk ASA (the Company), which comprise the financial statements of the Company and the consolidated financial statements of the Company and its subsidiaries (the Group). The financial statements of the Company and the Group comprise the balance sheet as at 31 December 2022, the income statement, statement of comprehensive income, statement of cash flows and statement of changes in equity for the year then ended, and notes to the financial statements, including a summary of significant accounting policies.

In our opinion the financial statements comply with applicable legal requirements and give a true and fair view of the financial position of the Company and the Group as at 31 December 2022 and their financial performance and cash flows for the year then ended in accordance with the International Financial Reporting Standards as adopted by the EU.

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditor's responsibilities for the audit of the financial statements section of our report. We are independent of the Company and the Group in accordance with the requirements of the relevant laws and regulations in Norway and the International Ethics Standards Board for Accountants' International Code of Ethics for Professional Accountants (including International Independence Standards) (IESBA Code), and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Emphasis of matter

We draw attention to note 25 in the financial statements, which describes that the Company is dependent on new loans and issuance of new equity until May/June 2024. Our opinion is not modified in respect of this matter.

Other information

Other information consists of the information included in the annual report other than the financial statements and our auditor's report thereon. Management (the board of directors and the general manager) is responsible for the other information. Our opinion on the financial statements does not cover the other information, and we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information, and, in doing so, consider whether the board of directors' report contains the information required by legal requirements and whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information or that the information required by legal requirements is not included, we are required to report that fact.

We have nothing to report in this regard, and in our opinion, the board of directors' report, and the statement on corporate social responsibility are consistent with the financial statements and contain the information required by applicable legal requirements.

A member firm of Ernst & Young Global Limited

2

Responsibilities of management for the financial statements

Management is responsible for the preparation and fair presentation of the financial statements in accordance with International Financial Reporting Standards as adopted by the EU, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the financial statements, management is responsible for assessing the Company's and the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or the Group, or to cease operations, or has no realistic alternative but to do so.

Auditor's responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists.

Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's and the Group's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
  • Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's and the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company and the Group to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
  • Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.

Independent auditor's report - Statt Torsk ASA 2022

A member firm of Ernst & Young Global Limited

3

We communicate with the board of directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

Bergen, 10. May 2023 ERNST & YOUNG AS

The auditor's report is signed electronically

Eirik Moe State Authorised Public Accountant (Norway)

Independent auditor's report - Statt Torsk ASA 2022

A member firm of Ernst & Young Global Limited

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Statt Torsk ASA

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Leikanger 76 6750 Stadlandet Norway

[email protected]

statt.no

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