Annual Report • May 11, 2022
Annual Report
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Statt Torsk ASA Annual Report 2021
| A Word from our CEO | 3 |
|---|---|
| Part 1 This is Statt Torsk |
4 |
| Part 2 The Board of Directors Report |
8 |
| Part 3 Financial Report |
16 |
| Part 4 Notes to the Financial Report |
21 |
| Part 5 Independent Auditors Review |
72 |
Statt-Torsk is based on the business idea that the world needs more fresh, healthy and sustainable food. Wild Cod is a fresh, delicate and healthy product, but is highly seasonable, variable in size and quality, creating planning challenges for the whole value chain. Farmed cod, like Statt Cod, represents a new product that meets all these challenges. That's why we truly believe we have fantastic product in pipeline.
In the deep, clean fjords along the Stad peninsula, Statt Torsk will forge a new frontier for Norwegian aquaculture by farming cod. We will lead the way in developing a new, sustainable industry based on selling high-quality products to markets in Norway and the world.
Our aim is that "Statt Torsk" will become a premium brand for leading grocery stores.
Statt-Torsk reached several milestones in 2021:
We finished our third pilot and harvested almost 420 tons of fresh, delicate and healthy cod, in a sustainable way, all delivered to our customers in the European market at reasonable prices.
Through these 3 pilots, we have become more knowledgeable and experienced, preparing the company for future development.
All these achievements combined, reassures us that we are well on our way to develop a sustainable and profitable business.
We are now in the position where we can start to prepare for a full industrial production, with steady and even deliveries all year round. That will be a major gamechanger for the cod industry.
We hope 2022 will bring us the following achievements:
- Gustave
Annual Report 2021
Welcome to a new, sustainable industry and business opportunity. We lead the way, supplying highquality, fresh Norwegian cod to new markets.
A healthy product: nutrient analyses show less calories and fat, and more protein, than wild cod and farmed salmon.
| Fish Statt cod, farmed |
Protein, g 21,5 |
kj 389 |
Kcal 93 |
Fat, g 0,55 |
Carbohydrates 0 |
Fiber 0 |
Omega3, g 0,27 |
|---|---|---|---|---|---|---|---|
| Wild cod | 17,9 | 343 | 81 | 1,1 | 0 | 0 | 0,26 |
| Salmon farmed, raw | 19,7 | 938 | 226 | 16,3 | 0 | 0 | 2,73 |
Chef-endorsed, mild-tasting, quality cod, filled to the brim with important nutrients.
State of the art production and logistics, ensures consistent quality in all deliveries, to the delight of your customers' healthy habits.
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.
The predictable supply year round provides a unique opportunity for a long-term, strategic investment.
Norwegian seafood is an exclusive and high-end product category, with long traditions of high profit margins.
Delivery 2-4 days ahead of wild cod, results in an increased shelf life and less food waste.
We offer a tailor made product aimed at the modern consumer. A sustainable, year-round, quality product your customers want to buy.
Product concept mockup
From the left: Bjug Borgund (CFO), Marianne Kveldstad (Board member), Nicolas Brun-Lie (Chairman) and Øyvind Schanke (Board member)
Statt Torsk ASA is a Norwegian producer of farmed cod, based at Stokkeneset in Stad municipality by Vanylvsfjorden in the county of Vestland. The seas around Stad provide ideal conditions for cod farming. The group has 2 sites in operation.
In addition to Statt Torsk ASA the Group includes the subsidiary Stokkeneset Reiarlag AS. The group's investments in barges and vessels have so far been placed in the 100% owned subsidiary.
Statt Torsk ASA completed its third pilot production of farmed cod in January 2022, confirming both the expected cost level and biological performance.
Statts 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.
Following the completion of the pilot production, Statt has decided to adjust its harvest plan going forward to accelerate the start-up of year-around deliveries of farmed
cod. With the new harvest plan, Statt expects to start delivering fresh, healthy and sustainable farmed cod to our clients on a consistent weekly basis from 2H 2022, more than a year earlier than originally planned.
The Group is in process of strengthening its sales and marketing organization to develop products and brands in cooperation with our clients.
In parallel the company will continue its gradual build-up of a sustainable, efficient production cluster and value chain at Stad, targeting harvest volumes of 12.000 tons per year by 2025. In 2021 the group set its first full-scale production at site number 2, Rekvika.
The group's assets and biomass are properly insured.
Farmed cod is a unique and distinctive product that is quite different from wild and coastal cod. Its genes have been developed for about 20 years and has now reached the 7th and 8th generation of fry. Farmed cod from Statt will be a sustainable product, high on proteins, no parasites, low on fat and calories, and we will make our products easy to buy and use for our customers.
The board expects that the new production and harvesting plan will bring out the unique properties of farmed cod and position the company for the best possible price achievement for the company's products in the coming years.
The Group's revenues in 2021 and previous years have been low due to small scale pilots. In 2021 all revenue was in December, totaling to NOK 8,9 mill. In 2020 revenues was NOK 5,1 mill. Increased losses are due to a significantly larger pilot than in 2020 and generally a large upscale of the company through 2021. NOK 12 mill of the loss in 2021 are estimated to be indirect costs related to biomass in Rekvika.
During 2021 the group has invested NOK 127,4 mill in biomass, sites, barges, boats and in associated companies. The investments in 2021 was financed with cash in hand and a capital increase by NOK 115 mill in April, at the same time as the company was admitted to trading on Euronext Growth.
Total cash flow for the group was NOK 0,6 mill in 2021. Net cashflow from operating activities was negative NOK 62,3 mill.
The Group's liquidity reserve as of 31.12.2021 amounted to NOK 33,6. According to plan,
the company will issue new shares and increase long term debt to implement its strategi on sales, to build biomass and establishing new sites.
The Group's short-term debt as of 31.12.2021 constituted 42 % of the Group's total debt, compared to 89 % as of 31.12.2020. This decrease is attributable to low debt in prior years to 2021. The Group's financial position is sound and adequate to settle short-term debt as of 31.12.2021 with the Group's most liquid assets.
Total assets at year-end amounted to NOK 205,1 mill, compared to NOK 62,3 mill last year. The equity ratio was 68 % as of 31.12.2021, compared to 98 % in 2020.
The major activity in the Group is in the parent company. The statement of profit and loss is covered by the comments related to the Group above. For the statement of financial position, the total assets are NOK 164 compared to NOK 65 mill last year. The equity ratio at year end 2021 is 85%, compared to 93% at year-end 2020. The short-term debt is NOK 19 mill, which equals 79% of total debt, compared to 36% last year. The liquidity reserve at year end was NOK 32,1 mill, compared to NOK 33,0 mill last year.
The market expectations over the next few years are uncertain due to the Covid19 virus and the war in Ukraine.
Throughout 2021, the corona pandemic has to some extent affected our business, especially through instability in logistics outside Norway. This picture continues into 2022 and seems to be reinforced by the war in Ukraine. We have not seen any direct consequence on costs in 2022 as a result of Ukraine or the corona.
What we, like everyone else, see is that the price picture for food is rising and that delivery ability will be essential for prices in the future. We have good logistics and do not see that deliveries to customers will be significantly affected based on the current situation. There will certainly be changes, especially due to the war in Ukraine.
The board however does not expect the group to have significant problems with deliveries to production in 2022 or 2023 due to these conditions.
Further licenses are necessary for the company and the industry to be able to grow. The authorities have so far been restrained with new allocation, which reduces some of the flexibility the industry need in order to have a proper and predictable start up. The group has made plans that are conservative in the allocation of sites and expects that over time the necessary number of licenses will be achieved for our planned production in the Statt cluster.
The company is exposed to financial risk in different areas. The goal is to reduce the financial risk as much as possible. The company'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.
Fluctuations in EURO and USD is a risk, as approximately 40% of the company's acquisitions have countries of origin in areas with these currencies. The Group has not entered into derivative or other agreements to reduce the exchange rate risk and the related market risk. The Group is also exposed to changes in the interest rate, as the company debt has a floating interest rate. Changes in the interest rate can also affect future investment opportunities.
The risk for losses on receivables is considered to be low. The Group has not yet experienced significant losses on receivables. Gross credit risk exposure per 31.12.2021 is NOK 9,1 mill for the Group and the parent company. The Group has not made any setoff or other derivative agreements to reduce the credit risk.
The group's liquidity has developed as planned through 2021. As previously stated, in order to be able to implement its plans by 2025, the company will obtain the necessary liquidity by issuing new shares in combination with debt financing. The boards intention is that the parent company will carry out a share issue in Q2 2022 to carry out its investment in the market as well as to increase biomass in order to be able to deliver every week from September 2022.
Aquaculture is a capital intensive business and we are in an expansion phase. Our funding policy is based on the company seeking new working capital, by accessing capital markets, obtaining lines of credit, and/or a combination thereof, to finance the expansion.
Our working capital forecast indicates a temporary shortfall of NOK 30 mill up to the intended harvest begins in September 2022, based on our present requirements for the current biomass in sea, of which in excess of NOK 10 million will be provided from affiliates of certain of our PDMRs as a short-term credit facility aimed at partly financing the projected cash shortfall. The credit facility is market based, available up to 31.12.2022, and has an interest rate of 5% p.a.
We are confident in obtaining the required working capital in the short term by pursuing financing alternatives. However, terms and pricing will be dependent on prevailing capital markets conditions. Hence, we can provide no assurance as to when subscribed capital will be available to us on acceptable terms.
Current capital market conditions, with increased interest rates, military actions in Ukraine and sanctions implemented in response together with general market fluctuations, are presently impacting these options and this impact may continue.
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 profit forecasts for the year 2022, the above described funding processes and the Group's long-term strategic forecasts.
The Board of Directors has proposed to cover the loss of 2021 by transfer from share premiums.
Leave of absence due to illness is close to zero, totaled 10 hours in 2021 (7,5 hours in 2020), which equals approximately 0 % in both years of the total working hours in the Group.
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 an extremely dedicated and capable team, making all efforts to make our company and products a success.
Equal opportunity in the workplace plays a key part in protecting human rights. To give everyone equal opportunities in the group, regarding education and possibilities is in focus at Statt Torsk ASA. Every person can participate freely and equally in areas wherever possible.
All employees are treated equally by every means, whether what race, gender, age, color, religion, political opinion, nationality, age an employee or jobseeker should have.
Statt Torsk ASA is dedicated to all issues of environment and sustainability and have 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 within regulatory limitations. The Group'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.
The group has started measuring critical factors in our production, to ensure that we choose the right environmentally friendly input factors and procedures.
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.
Gustave Brun-Lie CEO (This document is signed electronically)
Nicolas Brun-Lie Chairman (This document is signed electronically)
electronically)
Marianne Kveldstad Board member (This document is signed
Øyvind Schanke Board member (This document is signed electronically)
Annual Report 2021
| 1. January - 31. December | (NOK 1000) | |||||
|---|---|---|---|---|---|---|
| Parent | Group | |||||
| 2020 | 2021 | Note | Note | 2021 | 2020 | |
| 5081 0 |
8905 0 |
Continuing operations Revenue from contracts with customers Other operating income |
8905 0 |
5081 0 |
||
| 5 081 | 8 905 | Total revenue | 8 905 | 5 081 | ||
| -7 491 -1 211 -1 179 -756 |
-18 187 -7 930 -9 511 -2 230 |
14,20 15 2,3 |
Cost of goods sold Salary and personell costs Other operating expenses Depreciation, amortizations and write downs |
7 14 ,20 15 2,3 |
-18 187 -7 930 -9 516 -2 147 |
-7 491 -1 211 -760 -1 042 |
| -5 556 | -28 953 | Operating profit | -28 875 | -5 423 | ||
| 1 0 -351 |
55 198 -233 |
22 18,22 22 |
Finance income Finance income group Finance costs |
22 22 |
55 0 -84 |
1 0 -532 |
| -5 906 | -28 933 | Profit before tax from continuing operations | -28 904 | -5 954 | ||
| 0 | 0 | 5 | Income tax expense | 5 | 0 | 0 |
| -5 906 | -28 933 | Profit for the year from total operations Attributable to: |
-28 904 | -5 954 | ||
| Equity holders of the parent company Non-controlling interests |
-28 904 0 |
-5 954 0 |
||||
| 0 | 0 | 13 | -28 904 | -5 954 | ||
| Earnings per share | 2021 | 2020 | ||||
| Continued operation - Basic - Diluted |
16 16 |
-0,194 -0,194 |
-0,098 -0,098 |
|||
| 2021 | 2020 | |||||
| Other comprehensive income Other comprehensive income |
0 | 0 | ||||
| Total comprehensive income for the year | -28 904 | -5 954 | ||||
| Total comprehensive income for attributable to Equity holders of the parent company Non-controlling interests |
12 12 |
-28 904 0 |
-5 954 0 |
|||
| -28 904 | -5 954 |
(NOK 1000)
| Parent | Group | ||||
|---|---|---|---|---|---|
| 31.12.2020 | 31.12.2021 | Note | Note | 31.12.2021 | 31.12.2020 |
| 2 508 3 226 2 000 2 912 0 0 0 0 0 |
22 470 5 833 2 000 21 510 1 023 35 900 3 055 0 |
2 3 11 12,18 4 4 5 |
ASSETS Non-current assets Property, plant and equipment 2,17,19 Right-of-use assets 3 Shares in subsidiaries Loan to subsidiaries Financial assets Shares in associated companies and joint ventures 4 Loan to associated companies and joint ventures 4 Other non-current assets Deferred tax assets 5 |
87 881 3 127 0 0 1 023 35 900 3 055 0 |
7 336 186 0 0 0 0 0 0 0 |
| 10 646 8 007 |
56 826 46 514 |
6,7 | Total non-current assets Current assets Inventories 6,7 |
96 021 46 514 |
7 522 8 007 |
| 3 138 10 584 33 023 |
9 073 19 867 32 174 |
8 9 10 |
8 Accounts receivable Prepayments 9 Cash and cash equivalents 10 |
9 073 19 867 33 601 |
3 138 10 584 33 030 |
| 54 752 | 107 628 | Total current assets | 109 055 | 54 759 | |
| 65 398 | 164 454 | TOTAL ASSETS EQUITY AND LIABILITIES Equity Paid in capital |
205 076 | 62 281 | |
| 9 880 11 261 40 000 |
16 611 123 756 |
12 12 12 |
Issued capital 12,17 Share premium 12 Other paid in capital 12 |
16 611 123 707 |
9 880 11 179 40 000 |
| 61 141 | 140 367 | Total paid in capital | 140 318 | 61 059 | |
| 61 141 | 140 367 | Total equity | 140 318 | 61 059 | |
| 2 718 | 5 013 | 3 | Non-current liabilities Lease liabilities 3,17 |
37 649 | 137 |
| 2 718 | 5 013 | Total non-current liabilities Current liabilities |
37 649 | 137 | |
| 508 1 031 |
508 1 031 |
3 13 |
Current lease liabilities 3 Accounts payable and other current liabilities 13 |
8 673 18 435 |
53 1 031 |
| 1 539 | 19 074 | Total current liabilities | 27 108 | 1 084 | |
| 4 257 | 24 087 | Total liabilities | 64 757 | 1 221 | |
| 65 398 | 164 454 | TOTAL EQUITY AND LIABILITIES | 205 075 | 62 281 |
(NOK 1000)
| Parent | Group | |||||
|---|---|---|---|---|---|---|
| 2020 | 2021 | 2021 | 2020 | |||
| Cashflow from operating activities | ||||||
| -5 906 | -28 933 | Net profit before tax | -28 904 | -5 954 | ||
| 756 | 2 230 | Depreciation | 2 147 | 988 | ||
| -3 107 | -38 507 | Change in inventory and biological assets | -38 507 | -3 107 | ||
| -12 914 | -15 218 | Change in receivables | -15 218 | -12 914 | ||
| 689 | 17 130 | Change in accounts payable | 17 404 | 689 | ||
| 316 | -472 | Change in other items | 729 | 139 | ||
| -20 166 | -63 770 | = Net cashflow from operating activities | -62 349 | -20 159 | ||
| Cashflow from investing activities | ||||||
| -6 883 | -22 129 | Purchase of plant and equipment | -83 887 | -6 883 | ||
| 0 | -23 611 | Investments in assosiated companies | -5 013 | 0 | ||
| -6 883 | -45 740 | = Net cashflow from investing activities | -88 900 | -6 883 | ||
| Cashflow from financing activities | ||||||
| 0 | 0 | New interest-bearing debt/downpayment | 43 160 | 0 | ||
| 55 570 | 108 660 | Proceeds from issuing of share capital | 108 660 | 55 570 | ||
| 55 570 | 108 660 | = Net cashflow from financing activities | 151 820 | 55 570 | ||
| 28 521 | -850 | Net change in cash and cash equivalents | 571 | 28 528 | ||
| 4 502 | 33 023 | Cash and cash equivalents (opening balance) | 33 030 | 4 502 | ||
| 33 023 | 32 173 | = Cash and cash equivalents (closing balance) | 33 601 | 33 030 |
Group (NOK 1000)
| Attributable to equity holders of the parent company | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Other Equity | |||||||||
| Note | Share capital | Share premium reserve |
Treasury shares Other paid-in | capital | Fair value reserve of debt instruments at FVOCI |
Other comprehensive income from associates |
Retained earnings |
Total other equity |
|
| Equity as at 01.01 2020: 21 Effect of implementing IFRS |
3 328 | -6 383 | -6 383 0 |
-3 055 0 |
|||||
| Equity adjusted as at 01.01 2020 | 3 328 | 0 | 0 | 0 | 0 | 0 | -6 383 | -6 383 | -3 055 |
| 12 Issue of share capital 12 Transaction costs 12 Dividends Profit for the period Transfer |
6 552 | 25 431 -1 915 -5 954 -6 383 |
40 000 | 6 383 | 0 0 0 0 |
71 983 -1 915 0 -5 954 |
|||
| Other comprehensive income | 0 | 0 | |||||||
| Equity as at 31.12 2020 | 9 880 | 11 179 | 0 | 40 000 | 0 | 0 | 0 | 0 | 61 059 |
| Adjusted equity as at 01.01 2021 Profit for the period Other comprehensive income 12 Issue of share capital 12 Transaction costs |
9 880 6 731 |
11 179 -28 904 148 768 -7 316 |
0 | 40 000 40 000 |
0 | 0 | 0 | 0 0 0 0 0 |
61 062 -28 904 0 115 499 -7 336 |
| 12 Dividends |
0 | 0 | |||||||
| Change in equity 2021 | 6 731 | 112 528 | 0 | -40 000 | 0 | 0 | 0 | 0 | 79 259 |
| Equity as at 31.12 2021 | 16 611 | 123 707 | 0 | 0 | 0 | 0 | 0 | 0 | 140 318 |
| Other Equity | Total equity | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Note | Share capital | Share premium reserve |
Treasury shares Other paid-in | capital | Fair value reserve of debt instruments at FVOCI |
Other comprehensive income from associates |
Retained earnings |
Total other equity |
Total other equity |
|
| Equity as at 01.01 2020: 21 Effect of implementing IFRS |
3 328 | -6 383 | -6 383 0 |
-3 055 0 |
||||||
| Equity adjusted as at 01.01 2020 | 3 328 | 0 | 0 | 0 | 0 | 0 | -6 383 | 0 | -6 383 | 3 055 |
| 12 Issue of share capital 12 Transaction costs 12 Dividends Profit for the period Transfer |
6 552 | 25 431 -1 880 -5 907 -6 383 |
40 000 | 6 383 | 0 0 0 0 |
71 983 -1 880 0 -5 907 |
||||
| Other comprehensive income | 0 | 0 | ||||||||
| Equity as at 31.12 2020 | 9 880 | 11 182 | 0 | 40 000 | 0 | 0 | 0 | 0 | 0 | 61 141 |
| Adjusted equity as at 01.01 2021 | 9 880 | 11 182 | 0 | 40 000 | 0 | 0 | 0 | 0 | 0 | 61 141 |
| Profit for the period Other comprehensive income 12 Issue of share capital 12 Transaction costs 12 Dividends |
6 731 | -28 934 148 768 -7 339 |
40 000 | 0 0 0 0 0 |
-28 934 0 115 499 -7 339 0 |
|||||
| Change in equity 2021 | 6 731 | 112 495 | 0 | -40 000 | 0 | 0 | 0 | 0 | 0 | 79 226 |
| Equity as at 31.12 2021 | 16 611 | 123 756 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 140 367 |
| Note | Item | Page |
|---|---|---|
| 1 | Note Summary of significant accounting policies | 23 |
| 2 | Property, plant and equipment | 38 |
| 3 | Leases | 40 |
| 4 | Investments in associated companies | 43 |
| 5 | Income tax | 43 |
| 6 | Fair value | 46 |
| 7 | Inventories | 49 |
| 8 | Accounts receivables and contract assets | 50 |
| 9 | Other current assets | 50 |
| 10 | Cash and cash equivalents | 51 |
| 11 | List of subsidiaries | 52 |
| 12 | Share capital, shareholder information and dividend | 53 |
| 13 | Account payables and other current liabilities | 54 |
| 14 | Salary and personnel expense and management remuneration | 55 |
| 15 | Other Operating Expenses | 56 |
| 16 | Earnings per share | 57 |
| 17 | Changes in the Group's structure | 58 |
| 18 | Transactions with related parties | 59 |
| 19 | Contractual obligations | 60 |
| 20 | Pensions and other long-term employee benefits | 60 |
| 21 | Explanation of transition to IFRS | 61 |
| 22 | Finance cost, finance income and other income | 62 |
| 23 | Financial instruments - Financial risk and management objectives and policies | 63 |
| 24 | Categories of financial assets and financial liabilities | 68 |
| 25 | Reconciliation for liabilities arising from financing activities | 70 |
| 26 | Short-term loans and other loan relationships | 71 |
| 27 | Going concern | 71 |
| 28 | Events after the balance sheet date | 71 |
Statt Torsk ASA is a public limited liability company, incorporated in Norway, headquartered in Stadlandet and listed on the Euronext Growth Oslo, Address headquarter: Stokkeneset, 6750 Stadlandet.
The consolidated financial statements of Statt Torsk ASA for the fiscal year 2021 were approved in the board meeting at 10.05.2022.
The Group's activities are described in the Board of Directors Report.
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 2021, and Norwegian disclose requirements listed in the Norwegian Accounting Act as of 31.12.2021.
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.
No changes in IFRS effective for the 2021 financial statements are relevant this financial year.
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.
When a partial disposal of a subsidiary (not loss of control) is present the proportionate share of the accumulated exchange differences is allocated to non-controlling interests.
The Group's consolidated financial statements comprise the parent company and it's subsidiaries as of December 31, 2021. 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:
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.
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.
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.
Investments in an associate are 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.
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.
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:
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:
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.
The Group classifies a liability as current when it:
• Expects to settle the liability in its normal operating cycle
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 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.
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.
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.
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 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 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.
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:
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, 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.
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.
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:
For these leases, the Group recognises the lease payments as other operating expenses in the statement of profit or loss when they incur.
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:
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.
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:
• 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 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 non-controlling 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 acquisition-date 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 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.
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.
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:
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.
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:
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.
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.
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 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.
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 regarding 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 is the cost of the biological assets. Further considerable uncertainty attaches to the estimated remaining production costs to harvest.
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.
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.
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.
Transaction costs directly related to an equity transaction are recognised directly in equity after deducting tax expenses.
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.
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 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.
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.
There is a number of standards and interpretations that are issued up to the date of issuance of the consolidated financial statements, but not yet effective. 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.
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 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 llisted prices, which is the case for salmon farming, our best estimate for fair value is the cost of the biological assets, held at the Group's sea farms. Further considerable uncertainty attaches to the estimated remaining production costs to harvest
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.
| Group | (NOK 1000) | |||||
|---|---|---|---|---|---|---|
| Sites | Vessels and Barges |
Machinery and equipment |
Construction in progress |
2021 Total | ||
| Accumulated cost 1 January 2021 Additions Disposals, and assets classified as held for sale Additions from acquisition of companies |
15 024 | 5 128 | 4 938 | 61 6 600 |
60 835 | 10 127 82 459 0 0 |
| Write downs Reversal of previous write downs Depreciation 2021 Depreciation accumulated January 1 Exchange differences |
-1 524 -2 669 |
-34 | -252 -110 |
-104 -12 |
-34 0 -1 880 -2 791 0 |
|
| Carrying value 31 December 2021 | 15 925 | 4 576 | 6 545 | 60 835 | 87 881 | |
| As at January 1 2021 Acquisition cost Accumulated depreciation and write downs |
-2 669 | 5 128 | 4 938 -110 |
61 -12 |
10 127 -2 791 |
|
| Carrying value | 2 459 | 4 828 | 49 | 0 | 7 336 | |
| As at December 31 2021 Acquisition cost Accumulated depreciation and write downs |
20 152 -4 227 |
4 938 -362 |
6 661 -116 |
60 835 | 92 586 -4 705 |
|
| Carrying value | 15 925 | 4 576 | 6 545 | 60 835 | 87 881 |
| Sites | Vessels and Barges |
Machinery and equipment |
Construction in progress |
2020 Total | |
|---|---|---|---|---|---|
| Accumulated cost 1 January 2020 | 3 366 | 0 | 3 366 | ||
| Additions | 1 762 | 4 938 | 61 | 6 761 | |
| Disposals, and assets classified as held for sale | 0 | ||||
| Additions from acquisition of companies | 0 | ||||
| Write downs | 0 | ||||
| Reversal of previous write downs | 0 | ||||
| Depreciation | -744 | -110 | -12 | -866 | |
| Depreciation accumulated January 1 | -1 925 | 0 | 0 | -1 925 | |
| Exchange differences | 0 | ||||
| Carrying value 31 December 2020 | 2 459 | 4 828 | 49 | 0 | 7 336 |
| As at January 1 2020 | |||||
| Acquisition cost | 3 366 | 0 | 3 366 | ||
| Accumulated depreciation and write downs | -1 925 | 0 | -1 925 | ||
| Carrying value | 1 441 | 0 | 0 | 0 | 1 441 |
| As at December 31 2020 | |||||
| Acquisition cost | 5 128 | 4 938 | 61 | 10 127 | |
| Accumulated depreciation and write downs | -2 669 | -110 | -12 | -2 791 | |
| Carrying value | 2 459 | 0 | 49 | 0 | 7 336 |
Economic life Depreciation method
20 years linear 12,5 years linear
5 years linear
| Sites | Vessels 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 2021 | -1 524 | -104 | -1 628 | ||
| Depreciation accumulated January 1 | -2 669 | -12 | -2 681 | ||
| Exchange differences | 0 | ||||
| Carrying value 31 December 2021 | 15 925 | 0 | 6 545 | 0 | 22 470 |
| As at January 1 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 |
| As at December 31 2021 | |||||
| Acquisition cost | 20 152 | 6 661 | 0 | 26 813 | |
| Accumulated depreciation and write downs | -4 227 | -116 | -4 343 | ||
| Carrying value | 15 925 | 0 | 6 545 | 0 | 22 470 |
| Sites | Vessels and Barges |
Machinery and equipment |
Construction in progress |
2020 Total | |
|---|---|---|---|---|---|
| Accumulated cost 1 January 2020 | 3 366 | 3 366 | |||
| Additions | 1 762 | 61 | 1 823 | ||
| Disposals, and assets classified as held for sale | 0 | ||||
| Additions from acquisition of companies | 0 | ||||
| Write downs | 0 | ||||
| Reversal of previous write downs | 0 | ||||
| Depreciation | -2 681 | ||||
| Depreciation accumulated January 1 | -2 669 | -12 | 0 | ||
| Exchange differences | |||||
| Carrying value 31 December 2020 | 2 459 | 0 | 49 | 0 | 2 508 |
| As at January 1 2020 | |||||
| Acquisition cost | 3 366 | 3 366 | |||
| Accumulated depreciation and write downs | -1 925 | -1 925 | |||
| Carrying value | 1 441 | 0 | 0 | 0 | 1 441 |
| As at December 31 2020 | |||||
| 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 |
Economic life Depreciation method linear 12,5 years linear
20 years
5 years linear
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 2021 Addition of right-of-use assets Disposals Transfers and reclassifications Currency exchange differences |
186 | 0 3 208 |
186 3 208 0 0 0 |
|
| Acquisition cost 31 December 2021 | 0 | 0 | 3 208 | 3 394 |
| Accumulated depreciation and impairment 1 January 2021 Depreciation Impairment losses in the period Disposals Transfers and reclassifications Currency exchange differences |
53 | 53 | 0 267 0 0 0 0 |
|
| 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 Depreciation method |
2,5 years Linear |
8 years Linear |
4,5 years Linear |
|
| Undiscounted lease liabilities and maturity of cash outflows | Total | |||
| Less than 1 year 1-2 years 2-3 years 3-4 years 4-5 years More than 5 years |
8 673 12 732 12 702 12 672 12 412 2 001 |
|||
| Total undiscounted lease liabilities at 31 December 2021 | 61 192 |
| Summary of the lease liabilities | Total |
|---|---|
| At initial application 01.01.2021 New lease liabilities recognised in the year Cash payments for the principal portion of the lease liability Cash payments for the interest portion of the lease liability Interest expense on lease liabilities Currency exchange differences |
190 46 445 -313 |
| Total undiscounted lease liabilities at 31 December 2021 | 46 322 |
| Current lease liabilities (note 27) | 8 673 |
| Total cash outflows for leases | 61 192 |
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.
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 ad barges | Machinery and equipment |
Total |
| Acquisition cost 1 January 2021 Addition of right-of-use assets Disposals Transfers and reclassifications Currency exchange differences |
186 | 3 040 | 0 3 208 |
3 226 3 208 0 0 0 |
| Acquisition cost 31 December 2021 | 0 | 3 040 | 3 208 | 6 434 |
| Accumulated depreciation and impairment 1 January 2021 Depreciation Impairment losses in the period Disposals Transfers and reclassifications Currency exchange differences |
53 | 335 | 214 | 0 602 0 0 0 0 |
| Accumulated depreciation and impairment 31 December 2021 | 53 | 335 | 214 | 214 |
| Carrying amount of right-of-use assets 31 December 2021 | 133 | 2 705 | 2 994 | 5 832 |
| Lower of remaining lease term or economic life Depreciation method |
2,5 years Linear |
8 years Linear |
4,5 years Linear |
|
| Undiscounted lease liabilities and maturity of cash outflows | Total | |||
| Less than 1 year 1-2 years 2-3 years 3-4 years 4-5 years More than 5 years |
1 266 1 266 1 236 1 206 946 1 278 |
Total undiscounted lease liabilities at 31 December 2021
7 198
| Summary of the lease liabilities | Total |
|---|---|
| At initial application 01.01.2021 New lease liabilities recognised in the year Cash payments for the principal portion of the lease liability Cash payments for the interest portion of the lease liability Interest expense on lease liabilities Currency exchange differences |
3 226 3 208 -508 |
| Total undiscounted lease liabilities at 31 December 2021 | 5 926 |
| Current lease liabilities (note 27) | 913 |
| Total cash outflows for leases | 7 198 |
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.
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.
(NOK 1000)
| 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.
| Group | (NOK 1000) | ||
|---|---|---|---|
| Income tax expense: | |||
| 2021 | 2020 | ||
| 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:
| 2021 | 2020 | |
|---|---|---|
| Pre-tax profit | -28 905 | -5 954 |
| Income taxes calculated at 22% | -6 359 | -1 309 |
| Adjustment in respect of current income tax of previous years | ||
| Changes in unrecognised deferred tax asset | 6 287 | 1 309 |
| Non deductible expenses | 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 |
| Consolidated balance sheet |
Consolidated income statement |
Other comprehesive income |
|||||
|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | 2021 | 2020 | ||
| Deferred tax assets Pensions Tax losses carried forward Other |
55 349 | 19 320 | |||||
| Deferred tax assets - gross | 55 349 | 19 320 | 0 | 0 | 0 | 0 | |
| Deferred tax liabilities Property, plant and equipment Buildings at revalued value |
-3 505 | 523 | |||||
| Investment property Leasing |
60 | ||||||
| Other Inventory | 3 913 | ||||||
| Deferred tax liabilities - gross | 468 | 523 | 0 | 0 | 0 | 0 | |
| Net unrecognised deferred tax asset gross | 55 817 | 19 843 |
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 55,3 as at 31 December 2021 (2020: 19), of which MNOK 0 are recognised as an asset in the balance sheet as at 31.12.2021, due to uncertaincy related to utilisation for the tax losses carried froward.
| Tax expense | 0 | 0 |
|---|---|---|
| Changes in tax rate | 0 | 0 |
| Changes in deferred tax | 0 | 0 |
| Deferred tax | ||
| Correction of previous years current income taxes | 0 | 0 |
| Tax payable | 0 | 0 |
| Current tax: | ||
| 2021 | 2020 | |
| Income tax expense: |
A reconciliation of the effective rate of tax and the tax rate in Statt torsk ASA's country of registration:
| 2021 | 2020 | |
|---|---|---|
| Pre-tax profit | -28 934 | -5 906 |
| Income taxes calculated at 22% | -6 365 | -1 299 |
| Adjustment in respect of current income tax of previous years | ||
| Changes in unrecognised deferred tax asset | 6 293 | 1 299 |
| Non deductible expenses | 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 |
| Balance sheet | Income statement | Other comprehesive income |
||||
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | 2021 | 2020 | |
| Deferred tax assets Pensions Tax losses carried forward Other |
54 410 | 18 766 | ||||
| Deferred tax assets - gross | 54 410 | 18 766 | 0 | 0 | 0 | 0 |
| Deferred tax liabilities Property, plant and equipment Buildings at revalued value |
-2 672 | 999 | ||||
| Investment property Leasing |
60 | |||||
| Other Inventory | 3 913 | |||||
| Deferred tax liabilities - gross | 1 301 | 999 | 0 | 0 | 0 | 0 |
| Net unrecognised deferred tax asset gross | 55 711 | 19 765 |
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 Group has a total loss carried forward of MNOK 54,4 as at 31 December 2021 (2020: 19), of which MNOK 0 are recognised as an asset in the balance sheet as at 31.12.2021, due to uncertaincy related to utilisation for the tax losses carried froward.
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:
Set out below is a comparison by category of carrying amounts and fair values of all of the Group's financial instruments:
| 2021 | 2020 | |||||
|---|---|---|---|---|---|---|
| Book value | Fair value | Book value | Fair value | |||
| Derivatives | ||||||
| Foreign exchange forward contracts | 0 | 0 | 0 | 0 | ||
| Equity instruments | ||||||
| Non-listed equity instruments | 1 023 | 1 023 | 0 | 0 | ||
| Debt instruments | ||||||
| Prepayments | 19 867 | 19 867 | 10 584 | 10 584 | ||
| Accounts receivable | 9 073 | 9 073 | 3 138 | 3 138 | ||
| Other receivables | 3 055 | 3 055 | 0 | 0 | ||
| Cash and cash equivalents | 33 601 | 33 601 | 33 030 | 33 030 | ||
| Total financial assets | 65 596 | 65 596 | 46 752 | 46 752 | ||
| Interest bearing loans and borrowings | ||||||
| Bank loans | 0 | 0 | 0 | 0 | ||
| Derivatives | ||||||
| Foreign exchange forward contracts | 0 | 0 | 0 | 0 | ||
| Interest rate swap | 0 | 0 | 0 | 0 | ||
| Other financial liabilities | ||||||
| Liabilities from leasing | 46 322 | 46 322 | 180 | 80 | ||
| Trade and other payables | 18 435 | 18 435 | 1 031 | 1 031 | ||
| Total financial liabilities | 64 757 | 64 757 | 1 211 | 1 111 |
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.
The following classes of financial instruments were measured at fair value as of 31.12.2021:
| 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 | |||
| 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 |
| Reconciliation of recurring level 3 measurements | 31.12.2021 |
|---|---|
| Balance sheet as of 01.01.2021 Gains and losses recognised in the current profit and loss statement |
0 |
| Purchase, sale, issue and settlement Amounts transferred to and from level 3 |
1 023 0 |
| Unrealised profit (loss) recognised in other comprehensive income (OCI) | 0 |
| Balance sheet as of 31.12.2021 | 1 023 |
During the reporting period there were no changes in the fair value measurement
| 2021 | 2020 | |
|---|---|---|
| Finished goods: | ||
| Raw material | ||
| Finished goods | 757 | |
| Fish at sea (biological assets) | ||
| Total finished goods | 757 | 0 |
| Fish at sea (Biomas) | 41 644 | 7 840 |
| Raw materials, at cost | 4 113 | 167 |
| Finished goods | 757 | |
| Total | 46 514 | 8 007 |
| Fish at sea tons | Fair value NOK | Cost NOK | Fair value adjustment | |||||
|---|---|---|---|---|---|---|---|---|
| Biomas | 2021 | 2020 | 2021 | 2020 | 2021 | 2020 | 2021 | 2020 |
| Fish at sea 01.01.2021 Fish at sea 31.12.2021 |
199 1 051 |
65 199 |
7 840 41 644 |
4 661 7 840 |
7 840 41 644 |
4 661 7 840 |
- - |
- - |
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 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
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 monthly mortality is estimated to be 0.6 % of the number of incoming fish per month.
Estimated future costs are based on the Group´s prognoses. Cost comprises mainly fry, feed, production and harvest.
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 uncertainty 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 is currently historical cost. 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.
| (NOK 1000) | ||
|---|---|---|
| 31.12.2021 | 31.12.2020 | |
| Accounts recievables Receivables related to revenue from contracts with customers - external Receivables related to other income - external Receivables from an associate Receivables from other related parties |
9 073 | 3 138 |
| Total accounts recievables (Gross) | 9 073 | 3 138 |
Accounts receivables are non-interest bearing.
See note 3 for a description of allowance for expected credit losses. Note 3 also provides a description of the changes in accounts recievables and a description of the Group's credit risk management.
| (NOK 1000) | ||
|---|---|---|
| 2021 | 2020t | |
| Prepayment equipment | 6 700 | 3 982 |
| Prepayment fingerlings | 5 250 | 6 001 |
| Prepayment other | 365 | 601 |
| Receivable VAT | 6 928 | |
| Other current assets | 624 | |
| Total other current assets | 19 867 | 10 584 |
| (NOK 1000) | ||
|---|---|---|
| Group | 2021 | 2020 |
| Cash Short-term bank deposits |
0 33 601 |
0 33 030 |
| Cash and cash equivalents in the balance sheet | 33 601 | 33 030 |
For the purpose of the statement of cash flows, cash and cash equivalents comprise the following at 31 December:
| Group | 2021 | 2020 |
|---|---|---|
| Cash at banks and on hand | 33 601 | 33 030 |
| Cash and cash equivalents | 33 601 | 33 030 |
Restricted funds 580 at December 31 2021
| Cash and cash equivalents in the balance sheet | 32 173 | |
|---|---|---|
| Cash Short-term bank deposits |
0 32 173 |
0 33 023 |
| Parent | 2021 | 2020 |
| (NOK 1000) |
For the purpose of the statement of cash flows, cash and cash equivalents comprise the following at 31 December:
| Parent | 2021 | 2020 |
|---|---|---|
| Cash at banks and on hand | 32 173 | 33 023 |
| Cash and cash equivalents | 32 173 | 33 023 |
Restricted funds 580 at December 31 2021
The following subsidiaries are included in the consolidated financial statements:
| Company | Country of incorporation |
Main operations | Ownership Voting power 2021 interest 2021 |
Ownership interest 2020 |
Voting power 2020 |
|
|---|---|---|---|---|---|---|
| Stokkeneset Reiarlag AS | Norway | Vessels and barges |
100 % | 100 % | 100 % | 100 % |
1) Stokkeneset Reiarlag AS
The shares in Stokkeneset Reiarlag AS were accquired at October 30, 2020
(NOK 1000)
| Total number of shares 166 112 707 |
98 797 149 |
|---|---|
| Ordinary shares, nominal amount NOK 0,10 |
0,10 |
| 2021 | 2020 |
| (NOK 1000) |
| No. of shares | Share capital | Premium | ||||
|---|---|---|---|---|---|---|
| Biomas | 2021 | 2020 | 2021 | 2020 | 2021 | 2020 |
| Ordinary shares Issued and fully paid 1 January Issued new share capital Transaction cost |
98 797 149 67 315 558 |
33 275 079 65 522 070 |
9 879 715 6 731 556 |
3 327 508 6 552 207 |
29 130 565 148 768 004 -7 307 347 |
5 611 514 25 431 311 -1 912 260 |
| 31 December 2021 | 166 112 707 | 98 797 149 | 16 611 271 | 9 879 715 | 170 591 222 | 29 130 565 |
Treasury shares at nominal amount
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 17.
| Biomas | Number of shares: | Ownership interest: | ||
|---|---|---|---|---|
| Ordinary shares | ||||
| Orinoco AS | 37 400 000 | 22,51 % | ||
| T.D. Veen AS | 16 525 000 | 9,95 % | ||
| Medvode AS | 15 080 000 | 9,08 % | ||
| Techbridge AS | 14 600 000 | 8,79 % | ||
| Borgund Brygge AS | 10 089 735 | 6,07 % | ||
| DnB NOR Bank ASA | 8 135 862 | 4,90 % | ||
| Bjug A. Borgund AS | 6 000 000 | 3,61 % | ||
| Bypass Consulting AS | 4 646 750 | 2,80 % | ||
| Alden AS | 4 000 000 | 2,41 % | ||
| Tigerstaden Marine AS | 3 000 000 | 1,81 % | ||
| Brekke Holding AS | 2 760 000 | 1,66 % | ||
| Frode Borgund | 2 514 188 | 1,51 % | ||
| Secom AS | 2 500 000 | 1,51 % | ||
| Ervik Havfiske AS | 2 320 000 | 1,40 % | ||
| Lindvard Invest AS | 2 314 258 | 1,39 % | ||
| Nersnæs AS | 2 100 571 | 1,26 % | ||
| Mami Holding AS | 1 820 000 | 1,10 % | ||
| Fjellseter Utvikling AS | 1 560 000 | 0,94 % | ||
| Forte Norge | 1 532 366 | 0,92 % | ||
| Ervik Capital AS | 1 240 000 | 0,75 % |
| Total | 0 | 0 |
|---|---|---|
| Ordinary shares NOK 0,00 per share in 2021 NOK 0,00 per share in 2020 |
0 | 0 |
| 2021 | 2020 |
Proposed dividends to be approved at annual general meeting (not recorded as a liability as at 31 December 2021).
| 2021 | 2020 | |
|---|---|---|
| Ordinary shares NOK 0,00 per share |
0 | 0 |
| Group | (NOK 1000) | |
|---|---|---|
| 2021 | 2020 | |
| Trade accounts payables Debt to associates and joint ventures Liabilities to associated companies Government taxes, tax deductions etc. Other current liabilities Accrued interest expenses |
15 894 947 1 594 |
735 151 145 |
| Total | 18 435 | 1 031 |
Trade payables are non-interest bearing and are normally settled on 30-day terms. Interest payable is normally settled quarterly.
| Total | 18 161 | 1 031 |
|---|---|---|
| Accrued interest expenses | ||
| Other current liabilities | 1 594 | 145 |
| Government taxes, tax deductions etc. | 929 | 151 |
| Liabilities to associated companies | ||
| Debt to associates and joint ventures | ||
| Trade accounts payables | 15 638 | 735 |
| 2021 | 2020 | |
| Parent | (NOK 1000) |
Trade payables are non-interest bearing and are normally settled on 30-day terms. Interest payable is normally settled quarterly.
(NOK 1000)
| 2021 | 2020 | |
|---|---|---|
| Salaries and holiday pay | 9 145 | 1 572 |
| Bonuses | 125 | 0 |
| Social security | 1 082 | 164 |
| Other personnel costs | 135 | 31 |
| Pension costs defined contribution plans (Note 21) | 412 | 75 |
| Transfer | -2 969 | -631 |
| Total salaries and personnel expense | 7 930 | 1 211 |
The number of man-years that has been employed during the financial year: 10
The line item transfer above includes salary and personell expenses that are included in the cost of the biomass (fish at sea)
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.
| Biomas | Board | Salary | Bonus | Pension | Total |
|---|---|---|---|---|---|
| remuneration | cost | remuneration | |||
| Management | |||||
| Gustave Brun-Lie (CEO) | 1 030 | 41 | 1 071 | ||
| Leif Ronny Rætta (COO) | 1 180 | 47 | 1 227 | ||
| Arild Borgund Iversen (VP Development) | 572 | 23 | 595 | ||
| Bjug Borgund (CFO) | 1 030 | 41 | 1 071 | ||
| Board members | |||||
| Nicolas Brun-Lie (Chairman) | 0 | ||||
| Marianne Kveldstad (Member) | 0 | ||||
| Øyvind Schanke (Member) | 0 | ||||
| Total remuneration | 0 | 3 812 | - | 152 | 3 964 |
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.
15 080 000 521 250 10 089 735 6 000 000 37 400 000 1 820 000 Gustave Brun-Lie (CEO) Leif Ronny Rætta (COO) Arild Borgund Iversen (VP Development) Bjug Borgund (CFO) Nicolas Brun-Lie (Chairman) Marianne Kveldstad (Member) Øyvind Schanke (Member) Management Management
-
| Group Other operating expenses |
(NOK 1000) | |
|---|---|---|
| 2021 | 2020 | |
| Energy costs | 357 | 39 |
| Advertising | 615 | 16 |
| Repair and maintenance costs | 1 789 | 50 |
| Rental and leasing costs | 1 363 | 54 |
| Travel costs | 279 | 134 |
| Consultancy fees and external personnel | 2 200 | 166 |
| Bad debts | 0 | 0 |
| Insurance | 746 | 191 |
| Licensrelated costs | 1 487 | 105 |
| Other operating costst | 680 | 5 |
| Total operating expenses | 9 516 | 760 |
| 2021 | 2020 | |
|---|---|---|
| Energy costs | 357 | 39 |
| Advertising | 615 | 16 |
| Repair and maintenance costs | 1 769 | 278 |
| Rental and leasing costs | 1 362 | 154 |
| Travel and entertainment costs | 279 | 134 |
| Consultancy fees and external personnel | 2 200 | 266 |
| Bad debts | 0 | 0 |
| Insurance | 746 | 185 |
| Licensrelated costs | 1 487 | 105 |
| Other operating costs | 696 | 2 |
| Total operating expenses | 9 511 | 1 179 |
| Specification auditor's fee | 2021 | 2020 |
|---|---|---|
| Statutory audit Other assurance services Other non-assurance services Tax consultant services |
42 32 |
21 23 |
| Total | 74 | 44 |
VAT is not included in the fees specified above.
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 -28,9 (MNOK -6,0 in 2020) 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.
| 2021 | 2020 | |
|---|---|---|
| Profit for the year due to holders of ordinary shares Profit for the year from continuing operations Loss from discontinued operations |
-28 904 | -5 954 |
| Profit for the year due to the holders of ordinary shares | -28 904 | -5 954 |
| 2021 | 2020 | |
| Diluted profit The profit for the year due to the holders of ordinary shares The effect of interest on convertible bonds (before tax) |
-28 904 | -5 954 330 |
| Diluted profit for the year due to the holders of ordinary shares | -28 904 | -5 624 |
| 2021 | 2020 | |
| Average number of shares outstanding Effect of dilutive potential ordinary shares: Convertible bonds Share options |
149 003 077 | 57 295 942 27 651 207 |
| Diluted average number of shares outstanding | 149 003 077 | 84 947 149 |
| Earnings per share Earnings per share diluted |
(0,194) (0,194) |
(0,098) (0,098) |
On 30 October 2020, Statt Torsk AS ASA acquired 100% of the voting shares in Stokkeneset Reiarlag AS for MNOK 2.
The acquisition was executed by issuing shares at fair value in Statt Torsk ASA (2 million shares, nominal value NOK 0,1, and share premium totaling MNOK 1,8). The fair value of the shares was set at same value as cash capital increases at the same time.
Stokkeneset Reiarlag 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:
| Fair value recognised on acquisition | |
|---|---|
| Assets Property, plants and equipment (note x) Cash and cash equivalents Trade accounts receivable Inventories Patents and licenses (note x) |
4938 6 |
| 4 944 | |
| Liabilities Trade creditors Debt Provisions Deferred tax liability |
0 -2 944 |
| -2 944 | |
| Net identifiable assets and liabilities at fair value Non-controlling interest measured at fair value Goodwill |
2 000 |
| 2 000 | |
| Purchase consideration transferred Shares issued, at fair value Cash |
2 000 2000 |
| Total consideration | 2 000 |
| Paid in cash Cash received |
6 |
| Net decrease/(increase) in cash | 6 |
The acquired unit has from the date of acquisition contributed to the group's revenues and profit before taxes by TNOK 0 and TNOK -34 respectively.
| Ownership interest | |||
|---|---|---|---|
| Name of company | Country | Main operations | Ownership interest 2021 |
| Stokkeneset Reiarlag AS | Norway | Vessels and barges | 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:
| Sales to related parties | Purchases from related parties | Receivables from related parties | |
|---|---|---|---|
| 2021 | 446 | 21510 | |
| 2020 | 372 | 2912 |
| Interest | Amounts owed by/ to related parties | |
|---|---|---|
| 2021 2020 |
198 0 |
The balance sheet includes the following receivables and payables resulting from transactions with associated companies:
| 2021 | 2020 | |
|---|---|---|
| Loan to subsidiaries Account payables |
21 510 25 |
2 912 |
| Total | 21 535 | 2 912 |
(NOK 1000)
The Group and the Group's associates have the following contractual obligations for the purchase of property, plant and equipment.
| 2021 | ||
|---|---|---|
| 2022 | Barge under construction, site development | 20 000 |
| 2023 | - | |
| 2024 | - | |
| 2025 | - | |
| 2026 | - | |
| After 2026 | - | |
| Total | 20 000 |
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, limited to 12G. The employees may influence the investment management through an agreement with Storebrand Livsforsikring AS. The contribution is expensed when it is accrued. As of 31.12.2021 there were 16 members covered by the scheme.
The contributions recognised as expenses equalled TNOK 75 and TNOK 412 in 2020 and 2021 respectively.
This is the company's first consolidated accounts presented in accordance with IFRS. The accounting principles described in note 1 have been used to prepare the company's consolidated accounts for 2021, comparable figures for 2020 and an IFRS opening balance sheet as at 1 January 2020, which is the Group's date of transition from Norwegian accounting principles (NGAAP) to IFRS.
In connection with the preparation of the IFRS opening balance sheet, the Group has made some adjustments to the accounting figures compared to those reported earlier in the Group's annual accounts that were prepared according to NGAAP. The effect of the transition from NGAAP to IFRS on the Group's financial position, the Group's results and the Group's cash flow is explained in greater detail in this note.
The transition effect relates to right of use assets ref IFRS 16. A lease obligation and a right of use asset amounting to TNOK 239 has been included in the statement financial position as of January 1. 2020. Ref note 3.
| Reconciliation of transitional effects | (NOK 1000) | ||
|---|---|---|---|
| Note | 01.01.2020 | ||
| Finance income | NGAAP | Effect of transition to IFRS |
IFRS |
| Assets Non - current assets Tangible assets Right-of-use asset |
1 441 3 |
239 | 1 441 239 |
| Total non - current assets | 1 441 | 1 680 | |
| Cash Stocks Other current receivables |
4 502 4 900 808 |
4 502 4 900 808 |
|
| Total current assets | 10 210 | 10 210 | |
| Assets held for sale | - | ||
| Total assets | 11 651 | 11 890 | |
| Equity and liabilities Share capital Other equity Non-controlling interests |
3 328 (6 384) |
3 328 (6 384) |
|
| Total equity | (3 056) | -3 056 | |
| Non current liabilities Interest-bearing debt Lease liaiblities Current Liabilities Interest-bearing loans |
191 | 191 | |
| Current lease liabilities | 48 | 48 | |
| Trade creditors Convertible loan |
174 14 533 |
174 14 533 |
|
| Total liabilities | 14 707 | 239 | 14 946 |
| Liabilities relating to assets held for sale | - | ||
| Total equity and liabilities | 11 651 | 239 | 11 890 |
| Group | (NOK 1000) | ||
|---|---|---|---|
| Finance income | 2021 | 2020 | |
| 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 |
55 | ||
| Total financial income | 55 | 0 | |
| Finance expenses | 2021 | 2020 | |
| Interest on debts and borrowings Interest arising from revenue contracts Foreign exchange losses Other financial expenses |
84 | 532 | |
| Total financial expenses | 84 | 532 | |
| Parent | (NOK 1000) | ||
| Finance income | 2021 | 2020 | |
| Gain on financial instrument at fair value through OCI Interest on loans and receivable group companies Interest on loans and receivable Foreign exchange gains |
198 55 |
1 | |
| Total financial income | 253 | 1 | |
| Finance expenses | 2021 | 2020 | |
| Interest on debts and borrowings Interest arising from revenue contracts Foreign exchange losses Other financial expenses |
232 1 |
351 | |
| Total financial expenses | 233 | 351 |
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 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 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 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.
The following tables demonstrate the sensitivity to a reasonably possible change in USD exchange rates, with all other variables held constant.
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 | Period left | |||||||
|---|---|---|---|---|---|---|---|---|
| 31/12/2021 | Less than 1 year 1 år |
1-2 years |
2-3 years |
3-4 years |
More than 5 years |
Total | ||
| Financial liabilities (non-derivatives) Lease liabilities Trade and other payables Derivatives Forward exchange contracts Interest rate swaps |
8 673 18 435 |
12 732 | 12 702 | 25 084 | 2 001 | 61 192 18 435 0 0 0 |
||
| Total | 27 108 | 12 732 | 12 702 | 25 084 | 2 001 | 79 627 |
| Less than 1 | ||||||
|---|---|---|---|---|---|---|
| 31/12/2020 | year 1 år |
1-2 years |
2-3 years |
3-4 years |
More than 5 years |
Total |
| Financial liabilities (non-derivatives) Lease liabilities Trade and other payables Derivatives Forward exchange contracts Interest rate swaps |
53 1 031 |
60 | 60 | 30 | 0 203 1 031 0 0 0 |
|
| Total | 1 084 | 60 | 60 | 30 | 0 | 1 234 |
| Period left | ||||||||
|---|---|---|---|---|---|---|---|---|
| 31/12/2021 | Less than 1 year 1 år |
1-2 years |
2-3 years |
3-4 years |
More than 5 years |
Total | ||
| Financial liabilities (non-derivatives) Lease liabilities Trade and other payables Derivatives Forward exchange contracts Interest rate swaps |
913 18161 |
1266 | 1236 | 2152 | 1278 | 6 845 18 161 0 0 0 |
||
| Total | 19 074 | 1 266 | 1 236 | 2 152 | 1 278 | 25 006 |
| Period left | ||||||||
|---|---|---|---|---|---|---|---|---|
| 31/12/2020 | Less than 1 year 1 år |
1-2 years |
2-3 years |
3-4 years |
More than 5 years |
Total | ||
| Financial liabilities (non-derivatives) Lease liabilities Trade and other payables Derivatives Forward exchange contracts Interest rate swaps |
508 1 031 |
488 | 488 | 426 | 1 704 | 0 3 614 1 031 0 0 0 |
||
| Total | 1 539 | 488 | 488 | 426 | 1 704 | 4 645 |
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.
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 2021, the Group had 1 customer (2020: 1) that owed it more than NOK 1 000 000 and accounted for 100% (2020: 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 25. The Group does not hold collateral as security. The letters of credit and other forms of credit insurance are considered integral part of trade receivables and considered in the calculation of impairment.
Set out below is the information about the credit risk exposure on the Group's trade receivables and contract assets using a provision matrix:
| Group | Trade receivables 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" Expected credit loss |
0 | 0 | 0 | 0 | 0 | 0 0 |
|
| Group | Trade receivables Days past due |
||||||
| December 2020 |
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 | 0 | 0 | 0 0 |
| Parent | Trade receivables 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" Expected credit loss |
0 | 0 | 0 | 0 | 0 | 0 0 |
|
| Parent | Trade receivables Days past due |
||||||
| December 2020 |
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 | 0 | 0 | 0 0 |
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.
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.
| 2021 | 2020 | |
|---|---|---|
| Interest-bearing loans and borrowings | 0 | - |
| Lease liabilities | 46 322 | 190 |
| Trade and other payables | 18 435 | 1 031 |
| Less: cash and cash equivalents | 33 601 | 33 030 |
| Net debt | 31 156 | (31 809) |
| Equity | 140 318 | 61 069 |
| Total capital | 140 318 | 61 059 |
| 2021 | 2020 | |
|---|---|---|
| Interest-bearing loans and borrowings | 0 | - |
| Lease liabilities | 5 926 | 3 226 |
| Trade and other payables | 18 161 | 1 031 |
| Less: cash and cash equivalents | 32 174 | 33 023 |
| Net debt | -8 087 | (28 766) |
| Equity | 140 367 | 61 141 |
| Total capital | 140 367 | 61 059 |
Group
| 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 | |||||
| Equity instruments | 1 023 | ||||
| Non-listed equity instruments | 1 023 | ||||
| Debt instruments Other receivables |
0 | ||||
| Accounts receivable | 3 055 | 3 055 | |||
| Cash and cash equivalents | 9 073 | 9 073 | |||
| 33 601 | 33 601 | ||||
| Total Financial assets | 0 | 0 | 1 023 | 45 729 | 46 752 |
| Liabilities | |||||
| Interest bearing loans and borrowings | 46 322 | 46 322 | |||
| Lease liabilities | |||||
| Other financial liabilities | 18 435 | 18 435 | |||
| Trade and other payables | |||||
| Total Financial assets | 0 | 0 | 0 | 64 757 | 64 757 |
| 31/12/2020 | 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 Equity instruments Non-listed equity instruments Debt instruments |
0 | 0 0 |
|||
| Accounts receivable Cash and cash equivalents |
3 138 33 030 |
3 138 33 030 |
|||
| Total Financial assets | 0 | 0 | 0 | 36 168 | 3 138 |
| Liabilities Interest bearing loans and borrowings Lease liabilities Other financial liabilities |
190 | 190 | |||
| Trade and other payables | 1 031 | 1 031 | |||
| Total Financial assets | 0 | 0 | 0 | 1 221 | 1 221 |
| 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 | ||||||
| Equity instruments Non-listed equity instruments Debt instruments |
2 935 | 2 935 | ||||
| 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 Other financial liabilities |
5 926 | 5 926 | ||||
| Trade and other payables | 18 161 | 18 161 | ||||
| Total financial liabilities | 0 | 0 | 0 | 24 087 | 24 087 |
| 31/12/2020 | 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 Equity instruments Non-listed equity instruments |
0 | 0 | |||
| Debt instruments Accounts receivable |
|||||
| Cash and cash equivalents | 3 138 33 023 |
3 138 33 023 |
|||
| Total Financial assets | 0 | 0 | 0 | 36 161 | 3 138 |
| Liabilities | |||||
| Interest bearing loans and borrowings Lease liabilities |
3 226 | 3 226 | |||
| Other financial liabilities | |||||
| Trade and other payables | 1 031 | 1 031 | |||
| Total Financial assets | 0 | 0 | 0 | 4 257 | 4 257 |
Reconciliation of changes in liabilities arising from financing activities is shown in the tables below:
| Group | Non-cash changes | ||||||
|---|---|---|---|---|---|---|---|
| 01.01.2021 | Cash flows |
Foreign exchange movement |
Fair values changes |
New leases |
Other | 31.12.2021 | |
| Long-term borrowings Short-term borrowings |
0 0 |
0 0 |
|||||
| Lease liabilities | 190 | -230 | 46 362 | 46 322 | |||
| Total liabilities from financing activities | 190 | -230 | 0 | 0 | 46 362 | 0 | 46 322 |
| Non-cash changes | |||||||
|---|---|---|---|---|---|---|---|
| 01.01.2020 | Cash flows |
Foreign exchange movement |
Fair values changes |
New leases |
Other | 31.12.2020 | |
| Long-term borrowings | 0 | 0 | |||||
| Short-term borrowings | 0 | 0 | |||||
| Lease liabilities | 0 | -25 | 215 | 190 | |||
| Total liabilities from financing activities | 0 | -25 | 0 | 0 | 215 | 0 | 190 |
| Parent | 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 | |||
| Total liabilities from financing activities | 3 226 | -508 | 0 | 0 | 3 208 | 0 | 5 926 |
| Non-cash changes | |||||||
|---|---|---|---|---|---|---|---|
| 01.01.2020 | Cash flows |
Foreign exchange movement |
Fair values changes |
New leases |
Other | 31.12.2020 | |
| Long-term borrowings | 0 | 0 | |||||
| Short-term borrowings | 0 | 0 | |||||
| Lease liabilities | 0 | -292 | 3 518 | 3 226 | |||
| Total liabilities from financing activities | 0 | -292 | 0 | 0 | 3 518 | 0 | 3 226 |
Group
| Interest rate | Due date | 2021 | 2020 | |
|---|---|---|---|---|
| Secured debt | 0 | 0 | ||
| Unsecured debt | 0 | 0 | ||
| First year's repayments on long-term debt | 0 | 0 | ||
| Current lease liabilities | 8 673 | 53 | ||
| Total | 8 673 | 53 |
| Interest rate | Due date | 2021 | 2020 | |
|---|---|---|---|---|
| Secured debt Unsecured debt |
0 0 |
0 0 |
||
| First year's repayments on long-term debt Current lease liabilities |
0 913 |
0 508 |
||
| Total | 913 | 508 |
Aquaculture is a capital intensive business and we are in an expansion phase. Our funding policy is based on the company seeking new working capital, by accessing capital markets, obtaining lines of credit, and/or a combination thereof, to finance the expansion.
Our working capital forecast indicates a temporary shortfall of NOK 30 mill up to the intended harvest begins in September 2022, based on our present requirements for the current biomass in sea, of which in excess of NOK 10 million will be provided from affiliates of certain of our PDMRs as a short-term credit facility aimed at partly financing the projected cash shortfall. The credit facility is market based, available up to 31.12.2022, and has an interest rate of 5% p.a.
We are confident in obtaining the required working capital in the short term by pursuing financing alternatives. However, terms and pricing will be dependent on prevailing capital markets conditions. Hence, we can provide no assurance as to when subscribed capital will be available to us on acceptable terms.
Current capital market conditions, with increased interest rates, military actions in Ukraine and sanctions implemented in response together with general market fluctuations, are presently impacting these options and this impact may continue.
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 profit forecasts for the year 2022, the above described funding processes and the Group's long-term strategic forecasts.
No events have occurred after the balance sheet date which have had a material effect on the issued accounts
Annual Report 2021
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
To the Annual Shareholders' Meeting of Statt Torsk ASA
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 2021, 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 2021 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.
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.
We draw attention to note 27 in the financial statements, which describes that the Company is dependent on new loans and issuance of new equity up until September 2022. Our opinion is not modified in respect of this matter.
The financial statements for the year ended 31. December 2020, were audited by another auditor who expressed an unmodified opinion on those statements on 12. February 2021.
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.
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.
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:
statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
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 2022 ERNST & YOUNG AS
The auditor's report is signed electronically
Eirik Moe State Authorised Public Accountant (Norway)
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