Annual Report • Apr 1, 2022
Annual Report
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Annual report 2021
| Volue in brief | 3 |
|---|---|
| Letter from the CEO | 6 |
| Board of Directors' report | 9 |
| Consolidated financial statements | 18 |
| Parent company financial statements | 56 |
| Independent auditor's report | 71 |
| Members of the Board | 74 |
| Alternative Performance Measures | 78 |
Volue was established in March 2020 as the result of the merger of four companies: Powel, Markedskraft, Scanmatic and Wattsight. The company transferred listing from Euronext Growth to Oslo Stock Exchange in May 2021.
Volue is a market leader in technologies and services that power the green transition. Based on 50 years of experience, Volue provides innovative solutions, systems and insights to industries critical to society. Over 700 employees work with more than 2,200 customers across energy, power grid, water and infrastructure projects that ensure a sustainable, flexible and robust future. The company is headquartered in Oslo, Norway and active in 40+ countries.
Volue operates in industry segments that offer critical infrastructure to society, including energy, water supply and infrastructure building. In addition, Volue delivers instrumentation and automation for transport, offshore, maritime
and defence purposes. Volue is operating through three industry segments; Energy, Power Grid and Infrastructure, with eight product lines: Optimisation, Trading, Insight, Market Services, Power Grid, Industrial IoT, Water and Construction.
Volue's digital platforms and innovative solutions support digital water management and the automation of processes and machines for the construction industry. Our software suite, built on deep domain knowledge, enables customers across the clean energy value chain to provide services critical to society flexibly, reliably and efficiently, thereby accelerating the green energy transition.
Purpose We realise the green transition
To build a global technology leader who provides innovative services ciritcal to society, unlocking a cleaner, better and more profitable future
To develop technology for a sustainable tomorrow
2 200+
CUSTOMERS IN 40+ COUNTRIES
30+ OFFICES IN 8 COUNTRIES
Amounts in NOK million and per cent
| 2021 | 2020 | |
|---|---|---|
| Operating revenues | 1,039 | 892 |
| Adjusted EBITDA | 214 | 197 |
| Adjusted EBITDA margin (%) | 21% | 22% |
| EBITDA | 138 | 148 |
| Operating profit | 45 | 82 |
| Ordinary profit for continued operations | 28 | 60 |
| Operating cash flow | 138 | 230 |
| NIBD | -382 | -432 |
| Equity | 767 | 743 |
| Equity ratio (%) | 44% | 50% |
2021 was a strong year for Volue. Despite the difficulties created by the ongoing pandemic, we dedicated our efforts to serving our customers and invested in profitable growth, expanding Volue's footprint in Europe and beyond.
I am very proud that we met our bold ambitions for 2021. We exceeded our operating revenue goal of NOK 1 billion – our revenues grew by 17% to NOK 1,039 million, and we reported a 21% adjusted EBITDA. Out of the total revenues, 64% were recurring revenues, accounting for 17% growth.
In April, Euronext approved Volue for admission to trading on the Oslo Stock Exchange, which meant that we could also tick off another one of our 2021 goals.
At the end of 2021, we completed the acquisition and successful integration of the German company ProCom, adding three million euros in annual recurring revenues, approximately 60 employees, and new customers to our business.
I am very proud of what our company and people achieved in 2021. I am impressed and humbled by what the Volue team has been able to achieve this past year. Every day our employees rise to the challenge of building technology for a sustainable tomorrow.
The market remains strong and attractive, and we believe that the integration of ProCom and Likron (acquired at the end of 2020) will cement our
position as the leading technology provider for the European energy industry, offering products and services along the entire clean energy value chain.
Today, 40% of the market participants across the European exchanges are our customers. Overall, we have more than 2,200 customers, and in 2021 we closed more than 3,200 deals. These include a number of strategic contracts. We celebrated the new year with a breakthrough contract signed in December with the largest renewable energy company in Spain, a great achievement for our efforts in Iberia.
At the same time, we delivered on our market expansion strategy by opening an office in Tokyo, Japan. In addition, Volue will continue to explore business opportunities outside the European region.
2021 was defined not only by the world's response to the ongoing pandemic but also to the looming climate crisis. Climate change now poses a major threat to our world, and global warming impacts everyone. Only collaboration and dedicated efforts will help us achieve the change we need, and at Volue, we are set to take our part of this shared responsibility.
Last year, Volue presented its first ESG report, describing our sustainability efforts within four main areas: Environment, Great Place to Work, Ethical Business Conduct, and Reliable Products and Operations. This year, we have built on our ESG commitments by working with dedication on these sustainability areas and have set new bold targets for 2022.
To aid us on our sustainability journey, we have looked to proven sustainability frameworks that could help us keep our strategic focus and create greater impact. In 2021, Volue became a signatory of the UN Global Compact, the world's largest corporate initiative for sustainability, and this year we are also reporting according to the GRI standards for the first time.
I encourage you to take a look at Volue's ESG report for 2021.
At the core of our value-offering is our platform. We measure success by how the platform is utilised by our customers.
With more than 30 billion automated calculations in the cloud, we execute over 25 million trades every year on behalf of our customers.
Our market insight service for power professionals holds 150,000 price curves, accessed 650 billion times annually.
Our sensor platform collects 120 trillion data points from our 4,500 installations.
These numbers increase every year, and this is how we retain 99% of our customers.
The power industry has been widely recognised as stable, predictable and conservative for a century, and today's volatility in the power markets represents a paradigm change.
We find ourselves in a world ever more dependent on electricity. As we close down coal and nuclear power plants to deliver on our sustainability goals, we count more and more on new energy sources – the largely weather-dependent solar and wind assets. At the same time, gas prices are skyrocketing as geopolitical challenges lead to a shortage of supply.
In many ways, our end markets are experiencing what we think is the perfect storm. A storm that is projected to last for decades.
In this, we see risks but also tremendous opportunities. To manage the green transition, our customers are asking us for wall-to-wall digitalisation across processes and disciplines.
In the Energy segment, we've worked to expand our platform into solar, wind, batteries, and more. This
is important to our customers, as they continue to operate their existing assets while expanding capacity to new asset types.
Our Power Grid business, which has supported Nordic customers in building probably the strongest grid in Europe, has ready-made solutions for the European DSOs in terms of both the digitalisation of grid operations and distributed energy resources (DERs).
By 2030, we'll have 200 million small-scale power assets in Europe – rooftop solar, small wind and hydro, biomass and geothermal power, as well as storage such as electric vehicles and residential electric water heaters. Volue is building tools that accelerate the integration of DERs in the power system. Through forecasting where and when DERs are needed in the grid, we reduce the need for additional grid investment.
Volue is here to deliver services critical to society for a cleaner, better, and more profitable future.
We offer an unrivalled landscape of capabilities, allowing our customers to increase performance in a volatile market. Our unique coverage along the energy management value chain puts us in a pole position to deliver game-changing services that help our customers increase their top-line, reduce risk and protect profit margins.
An important goal for us this year is to continue to invest in market expansion outside our European home market. We want to achieve this while maintaining a
healthy EBITDA margin in line with Q4 2021.
At the core of our growth strategy is a focus on recurring revenues through Volue's ongoing SaaS transformation.
Seeing that the energy market is quite fragmented, we believe that there is an opportunity to take a leading position in much-needed market consolidation.
As we operate in attractive end-markets undergoing transformation, in 2022 we will focus our investments on scalable growth.
Last but not least, as we continue to pursue synergies within the Volue group, we see that there are many opportunities for increased operational efficiency.
With a successful 2021 behind us, we are quite bullish about the future. We are now looking to exceed our NOK 2 billion revenue target for 2025.
We believe in growth first of all because our end market is growing. Our customers' spending on advanced software solutions is growing as a consequence of the green transition and market changes.
We also see opportunities for European expansion. We now have a solid footprint in the European market, and we continue to invest in sales and marketing outside the Nordic region.
Our experience also shows that Volue has a great opportunity to realise synergies by selling our expanded portfolio of offerings.
Looking at our recurring revenues, we see that SaaS contracts hold double the amount of recurring revenues, compared to traditional contracts. This is because we take a larger responsibility when operating the software with an associated Service Level Agreement.
We see this in our infrastructure business, which is very much focused on SaaS transformation in our home market, with more than 900 customers in the infrastructure construction business and covering 84% of the Norwegian population with our water and wastewater business.
As we progress with our SaaS transformation, we believe in an uptick in margins, with an EBITDA level towards 30%, SaaS revenues increasing to 50% and recurring revenues towards 80% in 2025.
Less than two years ago, Volue comprised four individual companies with separate management teams, a fragmented customer approach, no common R&D or product development strategies, and a mostly Norwegian footprint. The company grew through the acquisitions of Likron and ProCom and, today, the six companies have joined forces behind one brand and in one organisation. We believe that Volue with its size and market reach can bring value to the industry by acting as a consolidator.
Entering 2022, I feel that we have created a robust organisation ready to support the digital transformation of the industries we work in. I am convinced that the efforts of our people will enable us to successfully execute our strategy.
Last but not least, thank you to our customers, partners, and shareholders for their continued trust and support!
Volue reported solid performance and strong growth for the full year 2021. The Company delivered operating revenues of NOK 1,039 million (892 million in 2020) and adjusted EBITDA of NOK 214 million (197 million in 2020) with an adjusted EBITDA margin of 21%. See note three to the financial statement for description on non-recurring items in EBITDA.
All product lines delivered strong operational performance, and good order intake with more than 3,200 deals closed during the year. The Company is continuing the build-up of a highly sticky customer base and has since 2018 reported an average yearly churn of about 1%. Growth and scalability are core for improving margins over time, and Volue continues to strategically invest to scale for further growth.
The revenue growth of 17% year-on-year was mainly driven by the Energy Segment, increasing by 30% from NOK 456 million in 2020 to NOK 595 million in 2021. Expansion of European footprint and growing international activities are the main drivers for growth through new markets and solution such as trading, optimalisation, forecast and analyses. Annual recurring revenues reached NOK 667 million, a 17% growth from 2021, while SaaS revenues showed a 50% growth year on year.
The market remains strong and attractive as the shift towards green, non-controllable energy sources drives increased volatility and complexity for customers, requiring dynamic and cloudbased software solutions. Volue also believes the
integration of ProCom and Likron will further help cementing its position as the leading provider in Europe.
Volue's business model is to supply software and technology solutions for the energy, power grid and infrastructure markets, serving over 2 200 customers in 40+ countries. Based on 50 years of green technology expertise, Volue offers software solutions, systems and market insight that optimise production, trading, distribution and consumption of energy, as well as infrastructure and construction projects. As one of Norway's leading software companies, Volue has unrivalled coverage along the clean-energy value- chain, from monitoring using sensors to realising cash in trading. Volue's technology secures availability of the core services society relies on – energy, water and infrastructure.
Volue is headquartered in Oslo, Norway, with teams based across 30 offices all over Europe, thereby enabling the company to be closely connected to its customers, markets, and industries.
The business is organised into three industry segments: Energy, Power Grid and Infrastructure, with eight product lines. The Energy segment delivers solutions that help customers master the energy transition by enabling wall-to-wall digitalisation of the green energy value chain. The Power Grid segment enables power distributors to support electrification of society by unlocking flexibility and digital management of the power grid. The infrastructure segment offers customers flexible capabilities for digital water management and helps automate processes and machines for the construction industry.
Operating revenues in the Energy segment increased by 30% to NOK 595 million in 2021 (459 million in 2020), representing 57% (52% in 2020) of the group's revenues. Adjusted EBITDA rose to NOK 124 million in 2021 (97 million in 2020) with an EBITDA margin of 21% in 2021, (21% in 2020).
The Energy Segment delivered very strong results and increased profit due to scalable growth. The adjusted EBITDA margins improved following strong uplift in SaaS and overall sales.
Volue sees high volatility in the power market, which creates tail-wind for the trading software from the company's SaaS-platform as well as increasing demand for the Company's services. Volue's business outside the Nordic is growing rapidly and in the home market where Volue is leading, there is a strong development within portfolio management as a service. Combined, this results in strong growth in SaaS revenues. Expansion of European footprint and growing international activities are the main drivers for further growth through new markets and solution such as trading, optimalisation, forecast and analyses.
Part of Volue's initial focus was the most complex optimisation challenges for hydropower. Since then, the Company has expanded its platform into thermal, solar, wind and batteries, which is important to Volue's customers as they continue to operate existing assets, while at the same time expanding capacity in new asset types. Trading solutions is a growing part of the portfolio and the integrated business of Likron and ProCom will be core as part of Volue's offering across the value chain.
CAPEX levels in the Energy segment represents approximately 10% of revenues, which is mainly composed of by R&D investments. Going forward, significant investments into new products related to optimisation and trading solutions are planned.
Operating revenues in the Power Grid segment increased by 6% to NOK 249 million in 2021 (236 million in 2020), representing 24% (26% in 2020) of the group's revenues. Adjusted EBITDA decreased
to NOK 32 million in 2021 (57 million in 2020) with an adjusted EBITDA margin of 13%, compared with 24% in 2020.
Within Power Grid, Volue holds a strong market position in the Nordics. The segment delivered strong sales and good progress on project deliveries, resulting in solid uplift in ARR level. The combination of increased activities for market expansion and Go-Live of a delivery project in Sweden influenced the EBITDA margins negatively. EBITDA margins are expected to improve going forward as the market outlook for the segment is good.
With decades of experience supporting customers, the Nordic region has built one of the strongest grids in Europe, which is now being put under pressure by the enormous growth in power supply assets that will start playing an active role in the energy system. The electrification of the society is growing, creating new challenges and opportunities and Volue is in a strong position to capitalise on this growth through its 50 years' of asset and vendor independent experience.
Volue aims to further expand its footprint in the Power Grid segment through its market position in the Energy segment.
CAPEX levels in the Power Grid segment represented approximately 10% of revenues in 2021 and are related to R&D. CAPEX levels are expected to increase over the next 12 months due to ongoing investments in new product development such as Distributed Energy Resources.
Operating revenues in the Infrastructure segment slightly decreased to NOK 197 million in 2021, from NOK 201 million in 2020, representing 19% of the group's revenues. Adjusted EBITDA increased by 8% to NOK 57 million in 2021 (53 million in 2020), with an adjusted EBITDA margin of 29%, up from 26% in 2020.
For the Infrastructure segment, shift in business models towards SaaS are progressing as planned. This gives an expected short term revenue impact. The shift in business models combined with ongoing investments in market expansion, is putting pressure on EBITDA margins throughout 2022.
Volue has so far focused on SaaS transformation in its home market. Volue forecasts further increased profitable growth in Scandinavia, driven by the ongoing expansion to Sweden and Denmark.
CAPEX levels in the Infrastructure segment represented approximately 12% of revenues in 2021 but are expected to remain at Q4 2021 level of around 14% in the near term. The ongoing investments are made to increase offerings on Volue's SaaS platform as well as additions to the current product range addressing innovative solution for the water industry.
In the spring of 2021, Volue was the subject of a serious cyberattack. The cyberattack impacted operation in some of the company´s business areas. Mitigating actions were immediately implemented
and there was limited impact on front-end customer platforms.
The company immediately deployed its cyber task force and initiated mitigating actions. All affected applications were shut down and backup solutions initiated as far as possible. The company was supported by its external data security partners to neutralise the attack and relevant authorities were informed.
In December, Volue received an insurance settlement of NOK 20 million related to the cyber incident in May 2021. The settlement has been recognised as other income in the quarter, reducing the estimated financial impact related to the cyber incident from NOK 40 million to NOK 20 million. The amount received was the maximum payout under Volue's insurance coverage and was in line with the Company's expectations.
postmortem on its website about what happened during the cyberattack and how the company will prevent similar attacks from happening in the future. The Board of Directors are pleased with the way the company handled the cyber-incident and the build back better program. Externally the company has been given credit for the transparency in the market and with our customers.
The company is working on several new initiatives such as Distributed Energy Resources and new products related to optimisation and trading solutions, which will require higher investments going forward.
The way societies produce, distribute and consume energy will change dramatically. By 2030, there will be more than 200 million Distributed Energy Resources such as electrical vehicles, rooftop solar and heat pumps in Europe, needing cost efficient and digital value chains. The SaaS market potential is significant and Volue is well positioned to build the tools necessary to solve these complex challenges for the next generation power market optimisation.
On 1 October 2021, Volue closed the acquisition of German ProCom GmbH (ProCom) with a preliminary purchase price of EUR 2.15 million. Through the acquisition, Volue added EUR 3 million in annual recurring revenues, approximately 60 employees, and over 60 customers. ProCom is headquartered in Aachen, Germany and has offices in Cologne and Berlin. With a proud heritage as a family business, ProCom has provided leading technology solutions for more than 40 years to the energy sector and adjacent industries. ProCom further strengthens Volue's offering within optimalisation solutions for power producers in Europe and we get access to a new scalable market in the DACH region with an existing and complementary customer base.
Volue transferred its listing from Euronext Growth to Oslo Stock Exchange with first day of listing at Oslo Stock Exchange 4 May 2021.
The Board of Directors believes that the annual financial statements provide a true and fair view of the net assets, financial position and result of Volue ASA for the year. The company's consolidated financial statements are presented in compliance with International Financial Reporting Standards (IFRS) as adopted by the EU.
Operating revenue was NOK 1,039 million, up from NOK 892 million in 2020, which represents 17% revenue growth. EBITDA was NOK 138 million compared with NOK 148 million in 2020. Volue had a profit for the period of NOK 28 million compared to NOK 99 million in 2020. Earnings per share were NOK 0.19 in 2021, compared to 0.76 in 2020. Adjusted EBITDA was reported to NOK 214 million, see note 3 to the financial statement for further information regarding non-recurring effecting adjusted EBITDA.
Net cash from operating activities was NOK 138 million in 2021 compared with NOK 210 million in 2020. The decrease in cash flow from operating revenues is related to change assets and liabilities, while cash flow from net income is in line with 2020. Net cash used for investing activities in 2021 was NOK -120 million, compared to NOK -159 million in 2020, Net cash from financing activities was NOK -41 million, compared to NOK 141 million in 2020. Net cash flow was NOK -22 million.
The Board considers the Volue's cash and financial position to be strong. Volue had a debt/equity ratio of 1.28 at year-end compared with 0.98 at the end of 2020.
Net interest-bearing debt was NOK 382 million at year end, while total assets were NOK 1,746 million. Total equity attributable to shareholders of the parent company as of 31 December 2021 amounted to NOK 764 million. At the end of 2021, Volue had NOK 404 million in cash and cash equivalents.
According to section 3–3 of the Norwegian Accounting Act, we confirm that the consolidated financial statements and the financial statements of the parent company have been prepared based on the going concern assumption, and that it is appropriate to make that assumption.
The parent company Volue ASA is a holding company, with very limited activity and a few corporate functions. Profit for the year was NOK -3.1 million in 2021. Net cash flow was NOK -90 million and the equity ratio was 97% at year end 2021.
Volue operates on an international level and provides software solutions, platforms and related services within various market segments, including energy and electricity, infrastructure and construction, water supply and the government/ municipalities. The Group's operations may consequently be affected by global economic and political conditions in the markets in which it operates. The outlook for the world economy remains subject to uncertainty. Downturns in general economic conditions, whether globally or in the specific region or end markets segments in
which the Group operates, can result in reduced demand for the Group's software solutions and platforms, or lead to less competence and manpower being available; both which could have a material negative impact on the Group's revenues, profitability and growth prospects.
Both the technology market and the energy market are highly competitive, especially in relation to software solutions and investment services offered to participants within the energy markets. Some of the Group's competitors are large, sophisticated and well-capitalised technology and software companies that may have greater financial, technical and marketing resources than the Group. Increased competition in the energy market could result in price reductions, loss of market share, reduced margins and fewer customer orders. Moreover, in the 'war for talent' the Group could lose competent personnel to its competitors.
The Group's software solutions, platforms, analyses and trading and management services are based on complex software technology. The Group sets highquality and security standards for its products and services, but it is possible that software solutions and platforms nevertheless may contain errors or defects or otherwise not perform as expected. Although the Group carries out control procedures for testing, monitoring, securing and developing its solutions and platforms, there is a risk that these procedures may fail to test for all possible conditions for use, or identify all defects or errors in the specific software used in its solutions and platforms. Additionally, errors or defects in the Group's software solutions and platforms may lead
to significant reputational damage for the Group, which could result in loss of customers, loss of good will and consequently reduced future sales.
The Group's software solutions and platforms are subject to substantial external threats associated with data security, such as risk of virus attacks, attempts at hacking, social manipulation and phishing scams. Furthermore, there is a risk that the data and systems delivered to the Group by third parties and in which the Group base the development and the functionality of its software solutions and platforms on are incorrect or inadequate, that the rights to such third party data is not secured sufficiently, or that such data and systems contain failures, viruses or other defects or errors, which could materially affect the quality, functionality and use of the Group's products and services. Moreover, the Group's business includes also processing of sensitive information on behalf of the Group's customers such as critical infrastructure data or personal data. Any failure to comply with the applicable laws and regulations with regards to processing of such data as well as the contractual obligations towards the customers can lead to significant financial implications such as customers' indemnification claims, fines from public authorities, etc.
The foreign exchange rate risk for the Group relates to the fact that the Group's business transactions and operations are made in several currencies, including the Norwegian krone, Euro and U.S dollar. Unfavourable fluctuations in exchange rates of especially the Norwegian Krone, the Euro or the U.S. dollar could have an adverse effect on the Group's business, financial positions and profits.
Volue's Board of Directors and Executive Management conduct risk assessments relating to various dimensions and aspects of operations, to verify that adequate risk management systems are in place. The Group's financial risk is predominantly controlled by the finance departments in the group companies, under policies approved by the Board of Directors. Financial risks are identified, evaluated, and hedged in close co-operation with the Group's operating units. The Board provides written principles for overall risk management, as well as policies covering specific areas, such as currency risk, interest rate risk and credit risk.
With regards to the legal and compliance risk, the Group's management has approved several policies and internal quality routines, including a legal policy, which shall ensure that the Group is sufficiently informed about the nature of any legal and compliance risks in all markets or countries it operates. In addition to the framework of management procedures and policies, internal guidelines and standard contracts, the Group's Legal, Compliance and Quality team supports the organisation proactively in order to minimise the Group's risk of being exposed to any breach of applicable laws and regulations, or contractual obligations towards its customers. Furthermore, the Group's quality team conducts regular internal audits for ensuring compliance with the internal management framework and is also responsible for handling external audits such as ISO certification audit, etc.
Research and development Investments into research and development (R&D) has been an important part of Volue's strategy to develop new and innovative technological solutions and is expected to remain an important part of the company's strategy going forward. Volue has a longterm ambition to invest significantly in R&D, with approximately 10-12% of its annual revenue being capitalised in balance sheet, to secure long-term growth. For 2021, the company capitalised invested a total of NOK 106 million in R&D, up from NOK 86 million in 2020, representing 10% of the revenues for the year.
Volue sets high ethical standards, and communication should be open, clear and honest. The Company is responsible for ensuring safe and good workplaces where it is present and seeks to create value for society, customers, employees and shareholders.
Volue's expertise within energy production, optimisation, trading and distribution allows energy companies to get the most out of their resources and can play an important role in enabling a future with a greener, yet more volatile, energy mix and increased electrification. Further, by providing instrumentation and automation for hydropower producers, Volue improves the accuracy in the monitoring of hydropower dams including production predictions, planning and sustainable governance of regulated water courses.
In 2020, Volue published its first sustainability report. The report has been updated for 2021 and is prepared in accordance with the Global Reporting Initiative (GRI) Standards framework, in addition to Section 3-3 of the Norwegian Accounting Act regarding corporate social responsibility and the Euronext Guidelines for sustainability reporting.
The sustainability report describes Volue's performance in areas defined as material to the Company, based on systematic stakeholder dialogue and a materiality assessment conducted in 2021. Focus areas for Volue includes Great place to work, Ethical business conduct, Environment and Secure products and operations. In addition to stating how the Company performs on each area, the report also discusses improvements and lists ambitions and targets going forward.
In 2021, Volue became a signatory of the UN Global Compact (UNGC) – a voluntary initiative based on CEO commitments to implement universal sustainability principles and to take steps to support UN goals. As a signatory, Volue actively engages with the UN Global Compact and make an annual financial contribution, based on our annual gross sales or revenue.
The next section provides a summary of the sustainability work and results in 2021. For further information, refer to the ESG report 2021.
Recruiting and retaining top talent and ensuring a diverse workforce is a prerequisite for future value creation. At the end of 2021 the group employed a total of 715 people, and adjusting for part- time and temporarily hired employees, this translates to 648 full-time equivalents.
Volue will cultivate a company culture characterised by respect, inclusion, equality, and diversity. The company prohibits discrimination in any form and shall comply with internationally accepted guidelines and conventions regarding worker's rights, gender equality and anti-discrimination.
In Norway, Volue operates according to the Norwegian Working Environment Act and the Equality and Anti-Discrimination Act, which aims to promote equality and prevent discrimination on the basis of gender, ethnicity, religion, political beliefs, disability, sexual orientation and/or age. The Company also complies with similar laws in other countries where it is present.
Volue aspires to substantially increase the share of non-Nordic employees and is working throughout the employee lifecycle to see where measures can be implemented to enhance diversity across the organisation. To date, Volue's workforce comprises several different nationalities, of which 74% are Nordic and 26% are non-Nordic employees.
Women represented 23% of Volue's workforce (permanent employees) in 2021. The executive leadership team (ELT) had at year-end 2021 six male and two female members. The Board of directors had five male and five female members. "A Diversity Policy has previously been established for Powel (one of the four companies that was merged into the Volue Group in 2020). Volue has based its diversity
and equality work on the same policy and will in 2022 establish a new Diversity Policy which will be implemented for the whole Group."
A continuous goal for Volue is to increase the number of female employees and leaders, and the Company's ambition is to establish a 30% gender balance on all levels of the organisation. To achieve this, Volue is part of several diversity initiatives, including the ODA Network and Kraftkvinnene. Additionally, the Company regularly conduct development talks, has introduced training programmes for employees and carry out several engagement surveys throughout the year.
The average pay for men and women varies due to differences in job categories and seniority. Guidelines for remuneration of the ELT was approved by the Extraordinary General Meeting in December 2021 and a full disclosure can be found in the separate Remuneration report. Guidelines for remuneration of leading persons are available in the company's website.
Further details about organisation and Volue's statements on equality and anti-discrimination are available in the Company's sustainability report.
Throughout 2020 and 2021, Volue has placed even greater emphasis on employee satisfaction and welfare, in light of the ongoing Covid-19 pandemic. Absence due to illness in 2021 ranged from 1% to 4.8% (2% in average for 2020) depending on country, and Volue's goal is to keep absence at a
minimum and to not exceed a 3% absence rate. The labour turnover rate was 11%, with 99 employees leaving the company in 2021. There were no workrelated injuries in 2021.
In 2022, Volue will increase effort and focus on systematic HSSE work, risk assessment and reporting of occupational incidents.
Volue aspires to build a strong company culture, where ethical behaviour, transparency and openness are values that employees and business partners adheres to. In addition to ensuring that the work is carried out safely this involves respecting the freedom of association and not accepting any form of forced labour, child labour or work-related discrimination.
Volue will always align its conduct with internationally renowned standards for human and worker's rights, such as the Human Rights Act and OECD guidelines for multinational enterprises. The company established a new Code of Conduct in 2021 which includes rules with regards to business conduct, values, and ethics. The Code of Conduct is available on Volue's website. In addition thereto, the company has introduced a Supplier Code of Conduct which includes the aforementioned rules and ethics and which is mandatory to be signed by any new supplier to the Group.
An external whistleblower channel was established in 2021, which allows all employees and stakeholders of Volue as well as any externals such as suppliers etc to report any potential or
actual breach of the Company's Code of Conduct, both through internal channels and the Company's website. The whistleblower channel is operated by a neutral third party and any whistleblower has the option to be anonymous.
Volue's environmental impact is two-fold. First, the company has an impact through developing products and services which enable a green transition for customers. Second, the company has an environmental impact from internal business operations such as emissions from employee business travels, energy consumption at the company's office locations and waste generation.
Volue is in a position where impacts of climate changes and subsequently the energy transition represents business opportunities rather than risks. The opportunities are connected to customers within the Energy, Power Grid and Infrastructure market segments and includes their operation of existing physical assets and to their transition plans.
Volue started climate accounting in 2020 and is in the process of setting targets for reducing energy consumption and GHG emissions from its business operations. The climate accounting was updated in 2021 using CEMAsys' digital solution, and a full overview can be found in the separate climate report on the company's website.
Volue has a limited amount of company cars and does not use heating oil and thus has no emissions in Scope 1. Volue's emissions from Scope 2 come from electricity and district heating from the offices and show an emission of 67.2 tCO2e in 2020 and 96.2 tCO2e in 2021. Volue has included emissions from flights, mileage allowance and train travel in its Scope 3 calculations for 2021. This shows emissions of 88.9 tCO2e in 2021.
All Volue's business locations have a waste management system to facilitate recycling according to local regulations.
Volue's Board of Directors has the overall responsibility for ensuring that the company has a high standard of corporate governance. The Company's corporate governance model is designed to provide a foundation for long-term value creation and to ensure good control.
The Board has adopted a corporate governance policy to safeguard the interests of the company's owners, employees and other stakeholders. The policy describes the company's main principles for corporate governance and addresses the framework of guidelines and principles regulating the interaction between the company's shareholders, the Board of Directors, the CEO and the Executive Leadership Team. These principles and associated rules and practices are intended to increase predictability and transparency, and thus reduce uncertainties related to the business.
The company complies with the Norwegian Code of Practice for Corporate Governance. The Board's Corporate Governance report is available on the Company's website under the Investor section.
Volue ASA is listed on Oslo Stock Exchange under the ticker "VOLUE". The Company's share capital was NOK 57,547,885.60 divided on 143,869,714 shares at year end 2021, each with a nominal value of NOK 0.40. All shares are of the same class and with equal voting and dividend rights. Per 31 December 2021, the number of shareholders were 4,511. Refer to the notes to the financial statements for further information. Volue aims at informing all interested parties about important events and the Company's developments through annual reports and quarterly financial presentations, stock exchange notices and other Company updates. There are no provisions in the company's articles of association that limit the right to own, trade or vote for shares in the company.
Further information can be found in the investor section of Volue's website.
Volue holds a liability insurance for its Board of directors and ELT under Arendals Fossekompani's policy at the same conditions as Arendals Fossekompani. The territory covered is worldwide.
There have been no events to date in 2022 that significantly affect the result for 2021 or valuation of the Company's assets and liabilities at the balance sheet date. The Board confirms that the conditions for the going concern assumption have been satisfied and that the financial statements for 2021 have been prepared on the basis of this assumption.
In 2021, Volue continued delivering on its strategy of international expansion, and closed more than 3,200 deals. The market remains strong and attractive, and the integration of ProCom and Likron will further help cementing Volue's position as the leading provider in Europe.
Volue sees large opportunities to secure continued profitable growth and aims to develop its business both organically and structurally and the key drivers for further growth are:
• A growing end-market: Customers' spend on advanced software solutions is growing as a consequence of the green transition and market changes.
Volue has a strong foundation for continued profitable growth and expansion. The long-term ambition is to exceed NOK 2 billion revenues by 2025, with 15% annual organic revenue growth, SaaS revenues increasing to 50%, recurring revenues towards 80% and an adjusted EBITDA margin
towards 30%. For 2022, the Company has outlined the following additional priorities and ambitions:
The Board wishes to thank all of Volue's employees for their continued dedicated efforts, contributing to Volue's strong growth and achievements in 2021.
Oslo, Norway, 29 March 2022 The Board of Directors and CEO Volue ASA
Ørjan Svanevik Chairman of the Board
Lars Peder Fensli Board Member
Board Member
Ingunn Ettestøl Henning Hansen Board Member
Christine Grabmair Board Member
Knut Ove Stenhagen Board Member
Kjetil Kvamme Board Member
Annette Maier Board Member
Anja Schneider
Board Member
Vija Pakalkaite Board Member
Trond Straume Chief Executive Officer
| Note 1 Accounting principles | 24 |
|---|---|
| Note 2 Key sources of estimation uncertainty, | |
| judgments and assumptions | 32 |
| Note 3 Segments | 32 |
| Note 4 Revenue from contracts with customers | 34 |
| Note 5 Remuneration and employee benefit | 35 |
| Note 6 Other operating expenses | 36 |
| Note 7 Income tax | 36 |
| Note 8 Inventories | 37 |
| Note 9 Trade and other receivables | 38 |
| Note 10 Cash and cash equivalents | 38 |
|---|---|
| Note 11 Property, plant and equipment | 39 |
| Note 12 Intangible assets | 40 |
| Note 13 Non-current receivables and investments | 41 |
| Note 14 Leases | 42 |
| Note 15 Trade payables and other current liabilities | 42 |
| Note 16 Financial risk and financial instruments | 43 |
| Note 17 Borrowings | 46 |
| Note 18 Finance items | 47 |
| Note 19 Share information | 48 |
| Note 20 Earnings per share | 49 |
| Note 21 Business combinations and transactions | |
| with non-controlling interests | 50 |
| Note 22 Subsidiaries | 52 |
| Note 23 Discontinued operations | 53 |
| Note 24 Related parties | 54 |
| Note 25 Contingent liabilites | 55 |
| Note 26 Subsequent events | 55 |
| Note 27 Other income | 55 |
For the year ended 31 December
| Amounts in NOK 1000 | Note | 2021 | 2020 |
|---|---|---|---|
| Continuing operations | |||
| Sales revenues | 3,4 | 1 039 075 | 891 866 |
| Other revenues | 27 | 21 603 | |
| Revenues | 1 060 678 | 891 866 | |
| Materials and consumables used | 159 075 | 157 781 | |
| Employee benefit expenses | 5 | 549 310 | 470 787 |
| Other operating expenses | 6 | 196 863 | 115 317 |
| Other gain/losses | 21 | 17 305 | |
| Operating expenses | 922 553 | 743 886 | |
| EBITDA | 138 125 | 147 980 | |
| Depreciation and amortisation | 11,12 | 91 317 | 65 017 |
| Impairment loss from PPE | 11,12 | 1 780 | 1 004 |
| Net operating income/(loss) | 45 028 | 81 960 | |
| Finance income | 18 | 18 373 | 17 169 |
| Finance costs | 18 | 23 898 | 23 797 |
| Profit/(loss) before income tax | 39 503 | 75 333 | |
| Income tax expense | 7 | 11 884 | 15 075 |
| Profit/(loss) from continuing operations | 27 619 | 60 258 | |
| Profit/(loss) from discontinued operation | - | 38 803 | |
| Profit/(loss) for the period | 27 619 | 99 061 | |
| Attributable to equity holders of the company | 27 825 | 82 232 | |
| Attributable to non-controlling interests | -205 | 16 829 | |
| Basic earnings per share | 20 | 0.19 | 0.76 |
| Diluted earnings per share | 20 | 0.19 | 0.76 |
| Basic earnings per share from continuing operations | 20 | 0.19 | 0.42 |
| Diluted earnings per share from continuing operations | 20 | 0.19 | 0.42 |
For the year ended 31 December
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Items that may be reclassified to statement of income | ||
| Exchange differences on translation of foreign operations | -12 851 | -85 |
| Changes on cash flow hedges | 2 208 | -331 |
| Income tax related to these items | - | - |
| Items that may be reclassified to statement of income | -10 643 | -416 |
| Items that will not be reclassified to statement of income | ||
| Remeasurements of post-employment benefit obligations | 2 633 | 637 |
| Income tax relating to these items | -564 | - |
| Items that will not be reclassified to statement of income | 2 070 | 637 |
| Other comprehensive income/(loss) for the period, net of tax | -8 574 | 221 |
| Total comprehensive income/(loss) for the period | 19 046 | 99 282 |
| Attributable to equity holders of the company | 19 169 | 82 428 |
| Attributable to non-controlling interests | -123 | 16 854 |
For the year ended 31 December
| Amounts in NOK 1000 | Note | 2021 | 2020 |
|---|---|---|---|
| Assets | |||
| Non-current assets | |||
| Property, plant and equipment | 11 | 140 975 | 162 492 |
| Intangible assets | 12 | 542 528 | 462 975 |
| Pension assets | 5 | 18 064 | 14 622 |
| Non-current receivables and investments | 13 | 29 300 | 31 774 |
| Deferred tax assets | 7 | 4 709 | 7 950 |
| Total non-current assets | 735 577 | 679 813 | |
| Current assets | |||
| Inventories | 8 | 19 895 | 13 137 |
| Contract assets | 4,16 | 65 595 | 39 335 |
| Trade and other receivables | 9,16 | 519 858 | 296 312 |
| Other current assets | 16 | 922 | 562 |
| Financial investments | 16 | - | 10 000 |
| Cash and cash equivalents | 10 | 404 390 | 433 527 |
| Assets connected to discontinued operation | 23 | - | - |
| Total Current assets | 1 010 659 | 792 874 | |
| Total assets | 1 746 235 | 1 472 687 |
Oslo, Norway, 29 March 2022 The Board of Directors and CEO Volue ASA
Ørjan Svanevik Chairman of the Board
Christine Grabmair
Board Member
Anja Schneider Board Member
Knut Ove Stenhagen Board Member
Lars Peder Fensli Board Member
Vija Pakalkaite Board Member
Trond Straume
Kjetil Kvamme Board Member
Ingunn Ettestøl Board Member
Henning Hansen Board Member
Annette Maier Board Member
Chief Executive Officer
| Amounts in NOK 1000 | Note | 2021 | 2020 |
|---|---|---|---|
| Equity and liabilities | |||
| Equity | |||
| Share capital and share premium | 4 498 115 | 4 492 332 | |
| Own shares | -92 | - | |
| Other reserves | -3 733 989 | -3 752 655 | |
| Capital and reserves attributable to holders of the company | 764 035 | 739 676 | |
| Non-controlling interests | 2 842 | 3 411 | |
| Total equity | 19,20 | 766 876 | 743 087 |
| Non-current liabilities | |||
| Lease liabilities | 14 | 87 495 | 117 475 |
| Employee benefits | 560 | 8 731 | |
| Other non-current liabilites | 21 | - | 28 500 |
| Provisions | 14 505 | 372 | |
| Deferred tax liabilities | 7 | 29 200 | 26 385 |
| Total non-current liabilities | 131 760 | 181 463 | |
| Current liabilities | |||
| Borrowings | 17 | 17 529 | 3 695 |
| Lease liabilities | 14 | 27 675 | 21 356 |
| Trade and other payables | 15 | 350 686 | 146 633 |
| Current tax liabilities | 7 | 18 584 | 15 606 |
| Contract liabilities | 4 | 48 688 | 55 917 |
| Other current liabilities | 4, 15,16 | 384 437 | 304 930 |
| 847 599 | 548 138 | ||
| Liabilities connected to discontinued operation | 23 | - | - |
| Total current liabilities | 847 599 | 548 138 | |
| Total liabilities and equity | 1 746 235 | 1 472 687 | |
For the year ended 31 December
| Attributable to equity holders of the company | |||||||
|---|---|---|---|---|---|---|---|
| Amounts in NOK 1000 | Share capital and share premium |
Own Shares |
Other reserves |
Total | Non controlling interests |
Total equity |
|
| Balance at 1 January 2020 | - | - | 321 298 | 321 298 | 40 442 | 361 740 | |
| Profit/(loss) for the period | - | - | 82 232 | 82 232 | 16 829 | 99 061 | |
| Other comprehensive income/(loss) | - | - | 196 | 196 | 25 | 221 | |
| Transaction with owners | |||||||
| Share capital increase contribution in kind Arendal Fossekompani | 19 | 3 904 733 | - | -3 904 733 | - | - | - |
| Acquisition of non-controlling interest | 21 | 8 940 | - | -222 291 | -213 351 | -25 520 | -238 871 |
| Disposal of discontinued operations | 23 | - | - | - | - | -16 238 | -16 238 |
| Shares issued as consideration in business combinations | 21 | 28 593 | - | - | 28 593 | - | 28 593 |
| Issue of ordinary shares for cash | 19 | 567 604 | - | - | 567 604 | - | 567 604 |
| Transaction cost share issue, net of tax | 19 | -17 539 | - | - | -17 539 | - | -17 539 |
| Divdends | - | - | -29 357 | -29 357 | -12 127 | -41 484 | |
| Balance at 31 December 2020 | 4 492 332 | - | -3 752 655 | 739 676 | 3 411 | 743 087 | |
| Balance at 1 January 2021 | 4 492 332 | - | -3 752 655 | 739 676 | 3 411 | 743 087 | |
| Profit/(loss) for the period | - | - | 27 825 | 27 825 | -205 | 27 619 | |
| Other comprehensive income/(loss) | - | - | -8 656 | -8 656 | 83 | -8 574 | |
| Transaction with owners | |||||||
| Share capital increase contribution in kind Arendal Fossekompani | 19 | - | - | - | - | - | |
| Acquisition of non-controlling interest | 21 | - | - | -3 998 | -3 998 | -446 | -4 445 |
| Disposal of discontinued operations | 23 | - | - | - | - | - | - |
| Shares issued as consideration in business combinations | 21 | 14 174 | - | - | 14 174 | - | 14 174 |
| Reclassifications | - | - | 3 496 | 3 496 | - | 3 496 | |
| Own shares | -8 390 | -92 | -8 482 | - | -8 482 | ||
| Issue of ordinary shares for cash | 19 | - | - | - | - | - | - |
| Transaction cost share issue, net of tax | 19 | - | - | - | - | - | - |
| Divdends | - | - | - | - | - | - | |
| Balance at 31 December 2021 | 4 498 115 | -92 | -3 733 989 | 764 035 | 2 842 | 766 876 |
For the year ended 31 December
| Amounts in NOK 1000 | Note | 2021 | 2020 |
|---|---|---|---|
| Cash flow from operating activities | |||
| Profit/(loss) before income tax | 39 503 | 75 333 | |
| adjustments for: | |||
| Depreciation, amortisation and impairment | 11,12 | 93 097 | 65 017 |
| Net financial items | 18 | 5 532 | 6 627 |
| (Gain)/Loss from sales of assets | |||
| Tax on transaction costs related to share issue | - | -4 947 | |
| Total after adjustments to profit before income tax | 138 132 | 142 030 | |
| Change in Inventories | -6 905 | 2 749 | |
| Change in other current assets | -232 666 | -80 848 | |
| Change in other current liabilities | 270 717 | 175 841 | |
| Change in other provisions | -28 541 | -212 | |
| Change in employee benefits | -744 | 4 939 | |
| Total after adjustments to net assets | 139 993 | 244 499 | |
| Change in tax paid | -1 571 | -14 037 | |
| Net cash from operating activities (continued operations) | 138 422 | 230 461 | |
| Net cash flow from operating activities (discontinued operations) | - | -20 290 | |
| Net cash flow from operating activities | 138 422 | 210 172 | |
| Cash flow from investing activities | |||
| Interest received | 2 806 | 7 335 | |
| Proceeds from the sales of PPE | - | 673 | |
| Purchase of PPE and intangible assets | 11,12 -118 251 | -135 161 | |
| Proceeds from sales of financial assets | 10 000 | - | |
| Purchase of other investments | -824 | -1 224 | |
| Loans to employees | 13 | -30 086 | |
| Proceed from sale of other investments | - | 74 | |
| Purchase of shares in subsidiaries | 21 | -13 720 | -62 018 |
| Proceeds from the sales of shares in subsidiaries | |||
| Net cash flow from investing activities (continued operations) | -119 989 | -220 408 | |
| Net cash flow from investing activities (discontinued operations) | 23 | - | 61 109 |
| Net cash flow from investing activities | -119 989 | -159 299 |
| Amounts in NOK 1000 | Note | 2021 | 2020 |
|---|---|---|---|
| Cash flow from financing activities | |||
| Proceeds from issue of shares | - | 550 065 | |
| New long-term borrowings | 17 | 5 640 | - |
| Repayment of long-term borrowings | - | - | |
| Movement in short term borrowings | 17 | 3 636 | -60 651 |
| Repayment of lease liabilities | 17 | -30 940 | -25 506 |
| Interest paid etc. | -8 212 | -16 881 | |
| Dividend paid | - | -41 484 | |
| Acquisition of non-controlling interests | 21 | -5 527 | -238 871 |
| Cash Flow from Own Shares | -5 209 | ||
| Net cash flow from financing activities (continued operations) | -40 614 | 166 672 | |
| Net cash flow from financing activities (discontinued operations) | - | -26 170 | |
| Net cash flow from financing activities | -40 614 | 140 502 | |
| Net increase in cash and cash equivalents (continued operations) | -22 181 | 176 726 | |
| Net increase in cash and cash equivalents (discontinued operations) | - | 14 649 | |
| Net increase in cash and cash equivalents | -22 181 | 191 375 | |
| Cash and cash equivalents at the beginning of the financial year | 433 527 | 233 117 | |
| Effects of exchange rate changes on cash and cash equivalents | -6 956 | 9 036 | |
| Cash and cash equivalents at end of year (discontinued operations) | - | - | |
| Cash and cash equivalents at end of year | 404 390 | 433 527 |
For the year ended 31 December
Volue ASA is domiciled in Norway, and with headquarters in Oslo. The consolidated financial statements for financial year 2021 include the company and its subsidiaries (as a whole, referred to as "the Group"). Information about the companies included in the scope of consolidation is disclosed in note 22 in Volue ASA financial statements.
This note provides a list of the significant accounting policies adopted in the preparation of these consolidated financial statements. These policies have been consistently applied to all the years presented, unless otherwise stated.
The annual and consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) adopted by the European Union and associated interpretations, as well as Norwegian disclosure requirements pursuant to the Norwegian Accounting Act applicable as of 31 December 2021.
The Company was established in 2020 by Arendals Fossekompani ASA ("AFK") for the purpose of being the new holding company for four of AFK's subsidiaries. AFK transferred its shareholdings in four subsidiaries through contributions in kind to Volue. AFK transferred the shareholdings to Volue.
The financial statements are presented in Norwegian kroner (NOK), which is the functional currency of the parent company. All amounts disclosed in the financial statements and notes have been rounded off to the nearest thousand NOK units unless otherwise stated. The financial statements have been prepared using the historical cost principle, except for the following assets, which are presented at fair value: Financial instruments at fair value through profit or loss and financial instruments at fair value through other comprehensive income.
The Group recognises changes in equity arising from transactions with owners in the statement of changes in equity. Other changes in equity are presented in the statement of comprehensive income (total return).
Preparation of financial statements in accordance with IFRS requires the use of assessments, estimates and assumptions that influence which accounting policies shall be applied, and influence recognised amounts for assets and liabilities, revenues, and costs. Actual amounts can deviate from estimated amounts. Estimates and underlying assumptions are reviewed on an ongoing basis. Changes in accounting estimates are recognised in the period in which they arise if they only apply to that period. If the changes also apply to subsequent periods, the effect is allocated over the current and subsequent periods. Areas with significant estimation uncertainties, and where assumptions and assessments may have significantly influenced the application of the accounting policies, are disclosed in Note 2.
The accounting policies applied in the preparation of the annual and consolidated financial statements are described below. In case that subsidiaries have used other principles to prepare their separate annual financial statements, adjustments have been made so the consolidated financial statements are prepared according to common policies.
The acquisition method of accounting is used to account for the acquisition of shares that lead to control over another company. The Group's consideration is allocated to identifiable assets and liabilities. These are recognised in the consolidated financial
statements at fair value at the date when control is obtained. Goodwill is calculated when the consideration exceeds identifiable assets and liabilities:
If those amounts are less than the fair value of the net identifiable assets of the business acquired, the difference is recognised directly in profit or loss as a bargain purchase. If the business combination is achieved in stages, the investment changes classification from associated company to subsidiary, the upward adjustment of the existing shareholding at fair value is recognised as a gain in the income statement. A buyout of non-controlling interests is considered a transaction with owners and does not require a calculation of goodwill. Non-controlling interests for such transactions are adjusted based on a proportionate share of the subsidiary's equity. When an investment is reclassified from fair value through other comprehensive income to subsidiary or associated company, the investment's carrying amount at the time control or significant influence is obtained is used as recognised cost.
Subsidiaries are all entities over which the Group has control. Control exists when the investor is exposed or has rights to variable returns from its investment in the company and when it has the ability to influence the return through its power over the company. To determine the level of control, the potential voting rights that can be exercised or converted must be considered. Subsidiaries are fully consolidated from the date on which control is transferred to the group. They are deconsolidated from the date that control ceases.
Associated companies are entities where the company and/or the Group has significant influence, but not control over financial and operational management. Significant influence is assumed to exist when the Group has between 20% to 50% of the voting rights in a company. The consolidated financial statements include the Group's share of the profits/losses from associated companies are accounted for using the equity method, from the date significant influence was achieved until it ceases.
Intercompany transactions, balances and unrealised gains and losses on transactions between group companies are eliminated.
A discontinued operation is a component of the entity that has been disposed of or is classified as held for sale and that represents a separate major line of business or geographical area of operations, is part of a single coordinated plan to dispose of such a line of business or area of operations, or is a subsidiary acquired exclusively with a view to resale. The results of discontinued operations are presented separately in the statement of profit or loss.
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The board of Volue ASA has appointed a Group management which assesses the financial performance and position of the group and makes strategic decisions. The Group management, which has been identified as being the chief operating decision maker, consists of the chief executive officer and the chief financial officer.
Functional and presentation currency Items included in the financial statements of each of the group's entities are measured using the currency of the primary economic environment in which the entity operates ('the functional currency'). The consolidated financial statements are presented in Norwegian kroner (NOK), which is Volue ASA's functional and presentation currency.
Foreign currency transactions are translated into the functional currency using the exchange rates at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions, and from the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates, are generally recognised in profit or loss. They are deferred in equity if they relate to qualifying cash flow hedges and qualifying net investment hedges or are attributable to part of the net investment in a foreign operation.
Foreign exchange gains and losses that relate to borrowings are presented in the statement of profit or loss, within finance costs. All other foreign exchange gains and losses are presented in the statement of profit or loss on a net basis within other gains/(losses).
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 determined. Translation differences on assets and liabilities carried at fair value are reported as part of the fair value gain or loss. For example, translation differences on nonmonetary assets and liabilities such as equities held at fair value through profit or loss are recognised in profit or loss as part of the fair value gain or loss, and translation differences on non-monetary assets such as equities classified as at fair value through other comprehensive income are recognised in other comprehensive income.
The results and financial position of foreign operations that have a functional currency different from the presentation currency are translated into the presentation currency as follows:
On consolidation, exchange differences arising from the translation of any net investment in foreign entities, and of borrowings and other financial instruments designated as hedges of such investments, are recognised in other comprehensive income. When a foreign operation is sold or any borrowings forming part of the net investment are repaid, the associated exchange differences are reclassified to profit or loss, as part of the gain or loss on sale.
Goodwill and fair value adjustments arising on the acquisition of a foreign operation are treated as assets and liabilities of the foreign operation and translated at the closing rate.
Under IFRS 15, Volue recognises as revenue the agreed transaction price in a contract with a customer at the time when the Group transfers the control of a distinct product or service to the customer at an amount that reflects the consideration to which the Group expects to be entitled in exchange for those goods and services.
For each performance obligation identified at the inception of the contract, it is separately determined if those performance obligations are satisfied at a point in time or on an over-time basis. Revenue regarding each performance obligation is recognised when that performance obligation is satisfied. Consequently, revenue is recognised in full upon completion of a contract if it includes only one performance obligation or more than one performance obligations that are satisfied at the same time.
The Group's main revenues come from the sale of software as a service (SaaS), maintenance, licenses, consulting, and other revenue. There are several types of customer contracts depending on what the customer needs. Some contracts may include only one type of service while other contracts include two or more types of services, hence the transaction price will be allocated between different types of revenue depending on the performance obligation. Some of the revenue stream has a substantial part of annual recurring revenue (ARR), which is one of the key performance indicators in the Group. Below is more information about the different types of revenues and related contract types.
Infinity software licenses are classified as software licenses where the customer is provided with a right to use the software as it exists when made available to the customer. Revenue from distinct software licenses is recognised when the license key is made available to the customer and the customer can start to use the software. License fees are non-recurring revenues which only occurs once during the contract period. License fees relates to contracts with either consultancy services or maintenance, or both in addition to the fixed license fee. Invoices are generated when the license key is made available to the customers (at a point in time) and most invoices are payable within 30 days. For larger contracts invoices are based on deliveries on agreed milestones.
Software as a service is primarily delivered as a cloud-based solution, which entitles the customers to use the software together with the Group's network, data base and systems over the contract period. Revenues from sale of Cloud Services are recognised from go-live over time on a straight-line basis over the contract period. The revenue recognition is accrued at a monthly basis. Invoices are generated on a monthly or yearly basis and most invoices are payable within 30 days. The type of contract is subscription to a software or a service. Most SaaS contracts are automatic renewed every year for one more year if not one part terminate the contract. This type of revenue is defined as annual recurring revenue. In combination with delivery
of a software as a service contract consulting services can be delivered, and revenue recognition occurs as described under consulting revenues.
Maintenance services related to software are typically a service that is needed throughout the contract period and are typically delivered together with a software license. Revenue recognition from maintenance occurs after the software has been installed and is accrued at a monthly basis. Maintenance services may also be delivered together with a third-party software solution, and revenue recognition occurs from go-live on a monthly linear basis. Most contract are automatic renewed every year for one more year if not one part terminate the contract. This type of revenue is defined as annual recurring revenue.
Consulting services is typically revenue related to project implementation, assisting the customer to start using the software solutions. Consulting services may also relate to value added services or technical support paid by the hour. The performance obligations related to consulting and support services are satisfied on an ongoing basis, and revenue related to the sales of services are thus recognised at the time of delivery.
The Group determines the transaction price to be the amount of consideration which it expects to be entitled in exchange for transferring the promised goods and services to the customer, net of discounts and sales related taxes. Sales related taxes are regarded as collected on behalf of the authorities. 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.
For fixed-price contracts, revenue is recognised based on the actual service provided to the end of the reporting period as a proportion of the total services to be provided, because the customer receives and uses the benefits simultaneously. This is determined based on the actual labour hours spent relative to the total expected labour hours.
Contract balances consist of client-related assets and liabilities. Contract assets relate to consideration for work complete, but not yet invoiced at the reporting
date. The contract assets are transferred to trade receivables when the right to payment has become unconditional, which usually occurs when invoices are issued to the customers. When a client pays consideration in advance, or an amount of consideration is due contractually before transferring of the license or service, then the amount received in advance presented as a liability. Contract liabilities represent mainly prepayments from clients for unsatisfied or partially satisfied performance obligations in relation to licenses and services. Contract assets are within the scope of impairment requirements in IFRS 9. For contract assets the simplified approach is applied, and the expected loss provision is measured at the estimate of the lifetime expected credit losses.
Income tax on the profit for the period consists of current and deferred tax. Income tax is recognised in the income statement with the exception of tax on items that are recognised directly in equity or in other comprehensive income. The tax effect of the latter items is recognised directly in equity or in other comprehensive income.
Current tax is the forecast tax payable on the year's taxable income at current tax rates at the balance sheet date, and any adjustments of tax payable for previous years less tax paid in advance. Deferred tax liabilities are calculated based on the balance sheet-oriented liability method considering temporary differences between the carrying amount of assets and liabilities for financial reporting and tax values.
The following temporary differences are not considered: goodwill not deductible for income tax purposes, the initial recognition of assets or liabilities that affect neither accounting nor taxable profit, and differences relating to investments in subsidiaries that are not expected to reverse in the foreseeable future. The provision for deferred tax is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities, measured at the tax rates in force at the balance sheet date.
Deferred tax assets are recognised only to the extent that it is probable that the asset can be utilised against future taxable results. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax asset will be realised. Tax assets that can only be utilised via group contributions from the parent company are not recognised until the contribution has been paid and is recognised in the individual companies.
The company's and the group's leases consist mainly of office space, machines, cars, IT equipment and other office machines. Assets and liabilities arising from a lease are initially measured on a present value basis.
Right-of-use assets are measured at cost comprising the following:
Lease liabilities include the net present value of the following lease payments:
Lease payments to be made under reasonably certain extension options are also included in the measurement of the liability. The lease payments are discounted using the lessee's incremental borrowing rate, being the rate that the individual lessee would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms, security and conditions.
Goodwill and intangible assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Other assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped
at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units). Non-financial assets other than goodwill that suffered an impairment are reviewed for possible reversal of the impairment at the end of each reporting period.
For presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities in the balance sheet.
Trade receivables are recognised initially at the amount of consideration that is unconditional, unless they contain significant financing components when they are recognised at fair value. They are subsequently measured at amortised cost using the effective interest method, less loss allowance. See note 16 for further information about the group's accounting for trade receivables and note 2 for a description of the group's impairment policies.
Raw materials and stores, work in progress and finished goods are recognised at the lower of cost and net realisable value. Net realisable value is the estimated sales price in ordinary operations, less the estimated costs for completion and sales costs. Cost is based on the first-in first-out principle and includes costs incurred upon procurement of goods and the costs of bringing them to their present condition and location. For finished goods and work in progress, cost is calculated as a share of the indirect costs based on normal utilisation of capacity.
Non-current assets are classified as held for sale if their carrying amount will be recovered principally through a sale transaction rather than through continuing use and a sale is considered highly probable. They are measured at the lower of their carrying amount and fair value less costs to sell, except for assets such as deferred tax assets, assets arising from employee benefits, financial assets and investment property that are carried at fair value and contractual rights under insurance contracts, which are specifically exempt from this requirement.
An impairment loss is recognised for any initial or subsequent write-down of the asset to fair value less costs to sell. A gain is recognised for any subsequent increases in fair value less costs to sell of an asset, but not in excess of any cumulative impairment loss previously recognised. A gain or loss not previously recognised by the date of the sale of the noncurrent asset is recognised at the date of derecognition.
Non-current assets are not depreciated or amortised while they are classified as held for sale. Interest and other expenses attributable to the liabilities of a disposal group classified as held for sale continue to be recognised.
Non-current assets classified as held for sale and the assets of a disposal group classified as held for sale are presented separately from the other assets in the balance sheet. The liabilities of a disposal group classified as held for sale are presented separately from other liabilities in the balance sheet.
Transactions in foreign currencies are translated to the functional currency of each individual Group company using the exchange rates at the dates of the transactions. Monetary assets and liabilities in foreign currencies are translated to NOK using the exchange rate at the balance sheet date. Differences that arise from the currency translation are recognised in the income statement.
Assets and liabilities in foreign currencies are translated to NOK using the exchange rate at the balance sheet date. Revenues and expenses for foreign operations are translated to NOK at the approximate rates of exchange at the transaction date.
Non-derivative financial instruments consist of investments in debt and equity instruments, trade and other receivables, cash and loans, trade payables and other debts.
Trade and other receivables that fall due in less than three months are not discounted. Non-derivative financial instruments are measured on initial recognition at fair value plus any directly attributable transaction costs. After initial recognition, the instruments are measured as described below.
Interest-bearing loans are valued at fair value less transaction costs on initial recognition in the balance sheet. Instruments are subsequently measured at amortised cost, with any differences between cost and redemption value recognised over the term of the loan as part of the effective interest rate.
Financial assets are derecognised when the contractual rights to the cash flows from an asset expire, or when the Group has transferred the contractual rights in a transaction where the risk and return of ownership of the financial asset have substantively been transferred.
Financial assets at fair value through other comprehensive income In accordance with the Group's investment strategy, investments in equity instruments are mainly classified as fair value through other comprehensive income. After initial recognition, these instruments are measured at fair value. Changes in fair value are recognised in other comprehensive income.
A financial instrument is classified at fair value through profit or loss if it is held for trading. The instrument is measured at fair value and the changes in fair value are recognised in the income statement.
Other non-derivative financial instruments are measured at amortised cost less any impairment losses.
Derivatives are initially recognised at fair value on the date a derivative contract is entered into, and they are subsequently remeasured to their fair value at the end of each reporting period. The accounting for subsequent changes in fair value depends on whether the derivative is designated as a hedging instrument and, if so, the nature of the item being hedged.
When a derivative is designated as a hedging instrument on variability in cash flows for a recorded asset or liability, or for a highly probable forecast transaction, the effective portion of a change in fair value is recognised in other comprehensive income. The Group performs a qualitative assessment of hedging effectiveness. A hedging instrument is derecognised when it no longer satisfies hedge accounting criteria, sold, terminated or matures. The accumulated change in fair value recognised in other comprehensive income remains until the forecast transaction occurs. If the hedged item is a financial asset, the amount recognised in other comprehensive income is transferred to the income statement in the same period as the hedged item affects the income statement. If the hedged transaction is no longer expected to occur, the accumulated unrealised gains or losses are immediately recognised in the income statement.
When a financial derivative is designated as a hedging instrument on variability in the value of a recognised asset, a firm agreement or liability, the gain or loss on the derivative is recognised in the income statement in the period it incurs. Similarly, changes in the fair value of the hedged item are recognised in the income statement in the same period. Principles related to hedging effectiveness and derecognition are the same as for cash flow hedges.
The depreciation methods and periods used by the group are disclosed in note 11. The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period.
An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is greater than its estimated recoverable amount.
Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in profit or loss. When revalued assets are sold, it is group policy to transfer any amounts included in other reserves in respect of those assets to retained earnings.
Goodwill is measured as described in business combinations above. Goodwill on acquisitions of subsidiaries is included in intangible assets. Goodwill is not amortised but it is tested for impairment annually, or more frequently if events or changes in circumstances indicate that it might be impaired and is carried at cost less accumulated impairment losses. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.
Goodwill is allocated to cash-generating units for the purpose of impairment testing. The allocation is made to those cash-generating units or groups of cash-generating
units that are expected to benefit from the business combination in which the goodwill arose. The units or groups of units are identified at the lowest level at which goodwill is monitored for internal management purposes, being the operating segments (note 3).
Other intangible assets and research and development
Development costs that are directly attributable to the design and testing of identifiable and unique software products controlled by the group are recognised as intangible assets where the following criteria are met:
Directly attributable costs that are capitalised as part of the product include employee costs and an appropriate portion of relevant overheads. Capitalised development costs are recorded as intangible assets and amortised from the point at which the asset is ready for use.
Research expenditure and development expenditure that do not meet the criteria above are recognised as an expense as incurred. Development costs previously recognised as an expense are not recognised as an asset in a subsequent period.
Refer to note 12 for details about amortisation methods and periods used by the Group for intangible assets.
These amounts represent liabilities for goods and services provided to the group prior to the end of the financial year which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition. Trade and other payables are presented as current liabilities unless payment is not due within 12 months after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method.
Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in profit or loss over the period of the borrowings using the effective interest method. Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is capitalised as a prepayment for liquidity services and amortised over the period of the facility to which it relates.
Borrowings are classified as current liabilities unless the group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting period.
For defined contribution plans, the group pays contributions to publicly or privately administered pension insurance plans on a mandatory, contractual or voluntary basis. The group has no further payment obligations once the contributions have been paid. The contributions are recognised as employee benefit expense when they are due. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in the future payments is available.
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are recognised as a deduction, net of tax, from the proceeds. On the repurchase of treasury shares, the purchase amount including directly attributable costs are recognised as a change in equity. Purchased shares are classified as treasury shares and reduce total equity. When treasury shares are sold, the received amount is recorded as an increase in equity, and the subsequent gain on the transaction is recognised in share premium.
Provision is made for the amount of any dividend declared, being appropriately authorised and no longer at the discretion of the entity, on or before the end of the reporting period but not distributed at the end of the reporting period.
Basic earnings per share is calculated by dividing:
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to consider:
All amounts disclosed in the financial statements and notes have been rounded off to the nearest thousand currency units unless otherwise stated.
The preparation of financial statements requires the use of accounting estimates which, by definition, will seldom equal the actual results. Management also needs to exercise judgement in applying the group's accounting policies. This note provides an overview of the areas that involved a higher degree of judgement or complexity, and of items which are more likely to be materially adjusted due to estimates and assumptions turning out to be wrong. Detailed information about each of these estimates and judgements is included in other notes together with information about the basis of calculation for each affected line item in the financial statements.
The areas involving significant estimates or judgements are:
Estimates and judgements are continually evaluated. They are based on historical experience and other factors, including expectations of future events that may have a financial impact on the entity and that are believed to be reasonable under the circumstances.
The group's management examines the group's performance both from a product and services perspective and has identified three reportable segments of its business:
Energy - Help customers master the energy transition by enabling end-to-end optimisation of the green energy value-chain by offering software solutions and consulting services related to forecasting and optimsation of the different energy markets.
Power grid - Enable power distributors to support electrification of society by unlocking flexibility and digital management of the power grid. The group offer both software solutions and consulting services.
Infrastructure - Deliver flexible capabilities for digital water management, consisting of both sofware solutions and consulting services. Help automate processes and machines for the construction industry.
In order to asses the performance of the operating segments, the group's management uses a measure of adjusted earnings before interest, tax, depreciation and amortisation (adjusted EBITDA, see below). Compared to EBITDA, Non-recurring items - items that are not part of the ordinary business, such as IPO related costs, M&A activities and costs related to the cyber-incident. In addition, external costs related to implementation of corporate back-office cloud-based systems (e.g. ERP) are considered non-recurring. In accordance with IFRS IC agenda decision (Configuration or Customisation Costs in a Cloud Computing Arrangement) from April 2021, these costs have not been capitalised, as they previously would have been. In addition the key performing indicators recurring revenue growth, recurring revenue (as percentage of total revenues), saas revenue growth (saas) and saas revenue (as a percentage of total revenues) are assessed each month.
The other segments and eliminations section includes the elimination of intersegment sales. Segment data for the years ended 31 December 2021 and 2020 are presented below. The measurement basis of segment profit is net operating income.
Note 3 continues on next page
| Amounts in NOK 1000 | Energy | Power grid |
Infra struc ture |
Other seg ments and eliminations |
Total |
|---|---|---|---|---|---|
| Full year 2021 | |||||
| Operating revenues | 595 020 | 248 849 | 196 623 | -1 417 | 1 039 075 |
| Other income | 6 473 | 9 154 | 4 378 | 1 598 | 21 603 |
| Total revenues and other income | 601 493 | 258 003 | 201 001 | 181 | 1 060 678 |
| Materials and consumables used | 88 219 | 46 462 | 24 464 | 0 | 159 145 |
| Employee benefit expenses | 286 683 | 132 875 | 94 107 | 0 | 513 665 |
| Other operating expenses | 102 456 | 46 583 | 25 470 | 0 | 174 509 |
| Adjusted EBITDA | 124 135 | 32 083 | 56 960 | 181 | 213 359 |
| Non-recurring items | 38 218 | 25 374 | 11 642 | 75 234 | |
| EBITDA | 85 917 | 6 709 | 45 318 | 181 | 138 125 |
| Depreciation and amortisation | 54 297 | 18 390 | 19 236 | 0 | 91 923 |
| Impairment | 1 174 | 0 | 1 174 | ||
| Net operating income/(loss) | 30 447 | -11 681 | 26 082 | 181 | 45 028 |
| Amounts in NOK 1000 | Energy | Power grid |
Infra structure |
Other seg ments and eliminations |
Total |
|---|---|---|---|---|---|
| Full year 2020 | |||||
| Revenues third party and other income | 459 530 | 236 028 | 201 511 | -5 203 | 891 866 |
| Total revenues and other income | 459 530 | 236 028 | 201 511 | -5 203 | 891 866 |
| Materials and consumables used | 82 280 | 50 319 | 25 186 | -4 | 157 782 |
| Employee benefit expenses | 218 910 | 87 672 | 103 555 | 12 300 | 422 437 |
| Other operating expenses | 61 292 | 40 596 | 19 797 | -6 369 | 115 317 |
| Adjusted EBITDA | 97 047 | 57 441 | 52 972 | -11 130 | 196 330 |
| Non-recurring items | 12 000 | 36 350 | 48 350 | ||
| EBITDA | 85 047 | 21 091 | 52 972 | -11 130 | 147 980 |
| Depreciation and amortisation | 35 133 | 14 923 | 14 961 | 0 | 65 017 |
| Impairment | 1 004 | 1 004 | |||
| Net operating income/(loss) | 48 911 | 6 168 | 38 011 | -11 130 | 81 960 |
The entity headquarter is located in Norway. The amount of its revenue from external customers, broken down by location of the companies in the group is shown in the below table.
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Norway | 666 426 | 612 892 |
| Europe | 366 600 | 278 974 |
| Rest of the world | 6 049 | 0 |
| Operating revenues | 1 039 075 | 891 866 |
Accounting principles and information related to external customers are described in note 1. There are no customers that represents 10% or more of the Group's total revenues on an annual basis.
The group derives revenue from the transfer of goods and services over time and at a point in time in the following major product and service lines:
| Amounts in NOK 1000 | Energy | Power grid |
Infra structure |
Other segments and eliminations |
Total |
|---|---|---|---|---|---|
| 2021 | |||||
| Segment revenue | 601 493 | 258 003 | 201 001 | 181 | 1 060 678 |
| Revenue from external customers | 601 493 | 258 003 | 201 001 | 181 | 1 060 678 |
| Timing of revenue recognition | |||||
| At a point in time | 184 248 | 43 | 35 | 26 | 184 352 |
| Over time | 417 245 | 257 960 | 200 966 | 155 | 876 326 |
| Total | 601 493 | 258 003 | 201 001 | 181 | 1 060 678 |
| 2020 | |||||
| Segment revenue | 459 530 | 236 028 | 201 511 | -5 203 | 891 866 |
| Revenue from external customers | 459 530 | 236 028 | 201 511 | -5 203 | 891 866 |
| Timing of revenue recognition | |||||
| At a point in time | 147 651 | 147 651 | |||
| Over time | 311 879 | 236 028 | 201 511 | -5 203 | 744 215 |
| Total | 459 530 | 236 028 | 201 511 | -5 203 | 891 866 |
The timing of revenue recognition, billings and cash collections results in billed trade receivables, unbilled receivables (contract assets), and prepayments and deposits from customers (contract liabilities). The table below shows the amounts of contract assets and contract liabilities at year end related to ongoing projects.
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Trade receivables | 371 527 | 213 957 |
| Contract assets | 65 595 | 39 335 |
| Contract liabilities | 48 688 | 55 917 |
The change in contract liability mainly relates to billing of maintenace services in the energy segment, which cannot be recognised as revenue at year end.
The Group considers on a regular basis whether there exists any onerous contracts. In case of any onerous contracts provisions for loss regarding the remaining period on the contracts are recognised in the period the current period.
The Group has one onerous contract related to a specific project, provision for loss are shown in the table below:
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Balance at 1 January | 10 668 | 2 500 |
| Changes in expected losses (loss rates) and outstanding receivables (volume) |
33 758 | 11 168 |
| Realised losses during the period (-) | -13 308 | -3 000 |
| Balance at 31 December | 31 118 | 10 668 |
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Salaries | 555 602 | 399 511 |
| Social security contributions | 55 681 | 53 121 |
| Pension costs | 29 788 | 24 333 |
| Capitalisation R&D | -104 161 | 0 |
| Other benefits | 12 400 | -6 179 |
| Total employee benefit expenses | 549 310 | 470 787 |
| Average number of employees | 707 | 594 |
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Present value of funded liabilities | 22 078 | 23 083 |
| Fair value of pension assets | -40 142 | -37 705 |
| Present value of net liabilities | -18 064 | -14 622 |
| Of which presented as pension assets | 18 064 | 14 622 |
| Change in recognised net liability for defined-benefit pensions | ||
| Net funded defined-benefit pension liability as at 1 January | -14 622 | -18 776 |
| Paid-in contributions | -3 921 | -1 204 |
| Paid out from the scheme | 5 450 | |
| Actuarial (gains) losses from other comprehensive income | -805 | |
| Costs of defined-benefit schemes | 479 | 712 |
| Net liability for defined-benefit schemes as at 31 December | -18 064 | -14 622 |
| Costs recognised in the income statement | ||
| Costs relating to this period's pension entitlements | 139 | 806 |
| Interest on the liabilities | 380 | 511 |
| Expected return on pension plan assets | -467 | -605 |
| Recognised employers' contributions | 427 | |
| Effect of partial discontinuation of Board pensions | ||
| Expenses from defined benefit plans | 479 | 712 |
| Costs of defined-contribution pension schemes | 29 309 | 23 714 |
| Net interest on pension liabilities transferred to finance | -93 | |
| Total pension costs | 29 788 | 24 333 |
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Contractors | 14 801 | 0 |
| Maintenance property, plant and equipment | 2 048 | 298 |
| Premises, service and office costs | 33 287 | 32 593 |
| Audit and other fees | 69 220 | 6 059 |
| Travelling costs, indirect | 5 010 | 6 286 |
| Sales and marketing costs | 2 994 | 3 508 |
| Insurances | 1 874 | 1 360 |
| ICT costs | 48 099 | 28 606 |
| Realised bad debts | 593 | 455 |
| Other direct costs | 18 937 | 36 153 |
| Total operating expenses | 196 863 | 115 317 |
| Remuneration to auditor |
| Statutory audit | 5 194 | 2 390 |
|---|---|---|
| Other assurance services | 350 | 92 |
| Tax advicsory | 338 | 106 |
| Other non-audit services | 2 187 | 414 |
| Total remuneration to auditor | 8 069 | 3 002 |
Remuneration to auditor also include services related to equity transactions.
The tax rate was 22% in 2020 and 2021. The 22% tax rate was used to calculate Deferred tax assets and Deferred tax liabilities as at 31 December 2021. Tax loss carry forward are related to Volue ASA, Volue Market Services AS and Volue Industrial IoT AS. In Market Service most of the tax loss carry forward is not recognised.
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Tax payable on ordinary income | 20 516 | 22 102 |
| Adjustment for previous years | -18 | -3 136 |
| Current tax expense | 20 498 | 18 966 |
| Effect of change in temprary differences | -8 614 | -3 891 |
| Total deferred tax expense | -8 614 | -3 891 |
| Total tax expense in the income statement | 11 884 | 15 075 |
| Reconciliation of effective tax rate | ||
| Profit / (loss) before income tax | 39 503 | 75 333 |
| Tax based on current ordinary tax rate | 15 924 | 15 999 |
| Effect of different tax rates abroad | 140 | -2 421 |
| Effect of non-deductible expenses | 3 772 | 1 894 |
| Effect of non-taxable income | -7 945 | -2 110 |
| Effect of unrecognised tax loss carryforward | -1 761 | 1 845 |
| Effect of changed tax rates | ||
| Effect of changed tax assessments for previous years | 1 753 | -133 |
| Total tax expense | 11 884 | 15 075 |
| Effective tax rate | 30% | 20% |
Note 7 continues on next page
| Amounts in NOK 1000 | Assets | Liabilities | Net assets |
|---|---|---|---|
| 2021 | |||
| Property, plant and equipment | 1 087 | -15 440 | -14 353 |
| Goodwill, intangible assets | 7 509 | -20 041 | -12 532 |
| Construction contracts | 0 | -2 167 | -2 167 |
| Inventories | 0 | 0 | 0 |
| Overdue receivables | 242 | 0 | 242 |
| Leases | 4 034 | -107 | 3 927 |
| Gains and losses account | 0 | 0 | 0 |
| Provisions | 66 | 0 | 66 |
| Other items | 36 | -2 086 | -2 050 |
| Employee benefits | 593 | -2 219 | -1 626 |
| Tax loss carryforward | 4 004 | 0 | 4 004 |
| Unrecognised tax loss carryforward | 0 | 0 | 0 |
| Recognised tax loss carryforward | 4 004 | 0 | 4 004 |
| Deferred tax asset/liability | 17 570 | -42 061 | -24 490 |
| Offsetting of assets and liabilities | -12 861 | 12 861 | |
| Net deferred tax asset/liability | 4 709 | -29 200 | -24 490 |
| 2020 | |||
| Property, plant and equipment | 1 008 | -4 004 | -2 995 |
| Goodwill, intangible assets | -298 | -18 619 | -18 918 |
| Construction contracts | 0 | -2 427 | -2 427 |
| Inventories | 182 | 0 | 182 |
| Overdue receivables | 616 | 0 | 616 |
| Leases | 357 | 0 | 357 |
| Gains and losses account | 0 | 0 | 0 |
| Provisions | 0 | -187 | -187 |
| Other items | 0 | -1 942 | -1 942 |
| Employee benefits | 439 | -1 063 | -624 |
| Tax loss carryforward | 12 684 | 260 | 12 944 |
| Unrecognised tax loss carryforward | -5 440 | 0 | -5 440 |
| Recognised tax loss carryforward | 7 244 | 260 | 7 504 |
| Deferred tax asset/liability | 9 548 | -27 983 | -18 435 |
| Offsetting of assets and liabilities | -1 598 | 1 598 | |
| Net deferred tax asset/liability | 7 950 | -26 385 | -18 435 |
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Raw materials | 15 814 | 12 781 |
| Work in progress | 978 | 356 |
| Finished goods | 3 103 | 0 |
| Total inventories | 19 895 | 13 137 |
There have been no write-downs in the period.
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Trade receivables from contracts with customers Loss allowence |
373 165 -1 638 |
215 762 -1 805 |
| Total | 371 527 | 213 957 |
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Balance at 1 January | -1 805 | -1 900 |
| New write-downs recognised during the year | 204 | -360 |
| Realised loss during the period | -37 | 455 |
| Balance at 31 December | -1 638 | -1 805 |
For more information about credit risk and write-downs, see note 16.
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Other receivables | 115 919 | 48 014 |
| Prepayments | 32 412 | 34 342 |
| Total | 148 331 | 82 356 |
| Total trade and other receivables | 519 858 | 296 312 |
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Total cash and cash equivalents | 404 390 | 433 527 |
| Restricted cash | 89 237 | 35 063 |
Restricted cash are related to tax funds and to trading, which is a part of Volue Market Services AS' business.
| Amounts in NOK 1000 | Vehicles, machinery and equipment |
Buildings and land |
RoU assets |
Total |
|---|---|---|---|---|
| Year ended 31 December 2020 | ||||
| Cost at 1 January 2020 | 125 294 | 3 312 | 159 590 | 288 196 |
| Additions | 12 647 | 30 075 | 42 722 | |
| Aquisitions through business combinations | 6 813 | 6 813 | ||
| Disposals | -586 | -586 | ||
| Disposal of companies and businesses | -8 727 | -2 011 | -10 738 | |
| Exchange differences | 97 | 97 | ||
| Cost at 31 December 2020 | 135 538 | 3 312 | 187 654 | 326 504 |
| Accumulated depreciation at 1 January 2020 | 106 333 | 0 | 23 834 | 130 167 |
| Depreciation | 7 866 | 25 401 | 33 267 | |
| Impairment | 1 004 | 1 004 | ||
| Aquisitions through business combinations | 5 881 | 5 881 | ||
| Disposal of companies and businesses | -8 727 | 1 816 | -6 911 | |
| Exchange differences cost | 602 | 602 | ||
| Accumulated depreciation at 31 December 2020 | 112 960 | 51 051 | 164 010 | |
| Carrying amount at 31 December 2020 | 22 578 | 3 312 | 136 603 | 162 494 |
| Vehicles, | ||||
|---|---|---|---|---|
| machinery and |
Buildings | RoU | ||
| Amounts in NOK 1000 | equipment | and land | assets | Total |
| Year ended 31 December 2021 | ||||
| Cost at 1 January 2021 | 135 538 | 3 312 | 187 654 | 326 504 |
| Additions | 13 026 | 133 | 13 159 | |
| Aquisitions through business combinations | 960 | 960 | ||
| Disposals | 0 | |||
| Disposal of companies and businesses | 0 | |||
| Change in RoU | 5 611 | 5 611 | ||
| Exchange differences | 977 | -362 | 615 | |
| Cost at 31 December 2021 | 150 501 | 3 446 | 192 902 | 346 849 |
| Accumulated depreciation at 1 January 2021 | 112 960 | 0 | 51 051 | 164 010 |
| Depreciation | 10 687 | 58 | 29 720 | 40 465 |
| Impairment | 606 | 606 | ||
| Aquisitions through business combinations | 0 | |||
| Disposal of companies and businesses | 0 | |||
| Change in RoU | -511 | -511 | ||
| Exchange differences cost | 1 364 | -60 | 1 304 | |
| Accumulated depreciation at 31 December 2021 | 125 617 | 58 | 80 199 | 205 874 |
| Carrying amount at 31 December 2021 | 24 883 | 3 388 | 112 703 | 140 975 |
Property, plant and equipment is recognised at historical cost less depreciation. Depreciation is calculated using the straight-line method to allocate the cost or revalued amounts of the assets, net of their residual values, over their estimated useful lives as follows:
See note 1 for the other accounting policies relevant to property, plant and equipment. More information regarding right of use assets are presented in note 14 Leases.
Right of use assets is mainly related to property.
| Other intangible |
||||
|---|---|---|---|---|
| Amounts in NOK 1000 | Goodwill | assets | R & D | Total |
| Year ended 31 December 2020 | ||||
| Cost at 1 January 2020 | 152 405 | 214 171 | 247 772 | 614 348 |
| Additions | 2 502 | 4 094 | 85 844 | 92 440 |
| Aquisitions through business combinations | 103 911 | 63 150 | 167 061 | |
| Exchange differences | -657 | -452 | -1 109 | |
| Cost at 31 December 2020 | 258 161 | 280 964 | 333 616 | 872 741 |
| Accumulated amortisation at 1 January 2020 | 7 609 | 181 057 | 187 992 | 376 658 |
| Amortisation | 4 138 | 28 993 | 33 131 | |
| Exchange differences cost | -21 | -21 | ||
| Accumulated amortsation and impairment at 31 December 2020 |
7 609 | 185 173 | 216 985 | 409 767 |
| Carrying amount at 31 December 2020 | 250 552 | 95 792 | 116 631 | 462 975 |
| Year ended 31 December 2021 | ||||
| Cost at 1 January 2021 | 258 161 | 280 964 | 333 616 | 872 741 |
| Additions | 6 309 | 97 916 | 104 225 | |
| Aquisitions through business combinations | 20 182 | 9 028 | 7 158 | 36 368 |
| Exchange differences | -5 754 | -3 139 | -337 | -9 230 |
| Cost at 31 December 2021 | 272 589 | 293 162 | 438 353 | 1 004 104 |
| Accumulated amortisation at 1 January 2021 | 7 609 | 185 173 | 216 985 | 409 767 |
| Amortisation | 10 268 | 40 511 | 50 779 | |
| Impairment | 1 174 | 73 | 1 247 | |
| Exchange differences cost | -209 | -8 | -217 | |
| Accumulated amortsation and impairment | ||||
| at 31 December 2021 | 8 783 | 195 305 | 257 489 | 461 576 |
| Carrying amount at 31 December 2021 | 263 806 | 97 858 | 180 865 | 542 528 |
Goodwill is monitored by management at the level of the three operating segments identified in note 3. A segment-level summary of the goodwill allocation is presented below:
| Amounts in NOK 1000 | Energy | Power grid | Infrastructure | Total |
|---|---|---|---|---|
| Goodwill at year end 2021 | 178 224 | 61 861 | 23 721 | 263 806 |
| Goodwill at year end 2020 | 164 970 | 61 861 | 23 721 | 250 552 |
Intangible assets with definite useful life consists of internally generated intangible assets arising from development costs, licenses for software as well as added values related to customer relationships. Useful life varies between four and ten years.
The group tests whether goodwill and other intangible assets with indefinit useful life has suffered any impairment on an annual basis. For the 2021 reporting periods, the recoverable amount of the groups of cash-generating units (CGUs) was determined based on value-in-use calculations which require the use of assumptions. The calculations use cash flow projections based on financial budgets approved by management.
If there are indications of impairment for the intangible assets with defined useful life, an impairment test is performed. For 2021, there are no such indications.
Note 12 continues on next page
The return requirement for total capital (WACC before tax) is set at 10.5%. When calculating the return requirement, it is taken into account that the Group's earnings are in EUR and USD and that the business is cyclical. Risk-free interest is set at 1.5% and terminal growth is set at 2%. A sensitivity analysis based on unilateral change in estimated future EBITDA shows that a reduction of 81% may result in impairments.
The return requirement for total capital (WACC before tax) is set at 9.5%. Risk-free interest is set at 1.5% and terminal growth is set at 2%. A sensitivity analysis based on unilateral change in estimated future EBITDA shows that a reduction of 87% may result in impairments.
The return requirement for total capital (WACC before tax) is set at 10%. Riskfree interest is set at 1.5% and terminal growth is set at 2%. A sensitivity analysis based on unilateral change in estimated future EBITDA shows that a reduction of 63% may result in impairments.
The return requirement for total capital (WACC before tax) is set at 10%. Riskfree interest is set at 1.5% and terminal growth is set at 2%. A sensitivity analysis based on unilateral change in estimated future EBITDA shows that a reduction of 72% may result in impairments.
The return requirement for total capital (WACC before tax) is set at 10%. When calculating the return requirement, it is taken into account that the Group's earnings are in EUR and USD and that the business is cyclical. Risk-free interest is set at 1.5% and terminal growth is set at 2%. A sensitivity analysis based on unilateral change in estimated future EBITDA shows that a reduction of 33% may result in impairments.
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Loan to employees | 27 276 | 31 086 |
| Other investments | 2 024 | 688 |
| Total non current receivables and investments | 29 300 | 31 774 |
The loans to key management personnel are related to purchase of shares in Volue ASA and the shares are used as collateral according to the loan agreements. Interest rate for the loans is not below the threshold for making the loan a taxable benefit. At year end the interest rate was 1.3%.
This note provides information for leases where the Group is a lessee.
The balance sheet shows the following amounts relating to leases:
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Total right-of-use assets | 112 703 | 136 603 |
| Current lease liabilities | 27 675 | 21 356 |
| Non-current lease liabilities | 87 495 | 117 475 |
| Total lease liabilities | 115 170 | 138 831 |
The statement of income shows the following amounts relating to leases:
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Total depreciation charge right-of-use assets | 29 720 | 25 401 |
| Interest expense | 4 357 | 4 724 |
The group has no variable rate leases. Amounts expenses in the statement of income related low value leases are immaterial to these financial statements.
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Trade payables Other current liabilities |
350 686 384 437 |
146 633 304 930 |
| Total | 735 122 | 451 563 |
Trade payables are unsecured and are usually paid within 30 days of recognition. The carrying amounts of trade and other payables are considered to be the same as their fair values, due to their short-term nature.
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Publix taxes | 62 887 | 61 960 |
| Loans to related parties | 40 981 | 36 489 |
| Accrued expenses | 136 572 | 107 861 |
| Paid in collatorals from customers | 29 026 | 62 585 |
| Earn-out 2020 (see note 21) | 57 253 | 32 200 |
| Other current liabilities | 57 717 | 3 834 |
| Total | 384 437 | 304 930 |
This note explains the group's exposure to financial risks and how these risks could affect the group's future financial performance. Current year profit and loss information has been included where relevant to add further context.
Volue's Board of Directors and Executive Management conduct risk assessments relating to various dimensions and aspects of operations, to verify that adequate risk management systems are in place. The Group's risk management is predominantly controlled by the finance departments in the group companies, under policies approved by the Board of Directors. The responsible identifies, evaluates, and hedges financial risks in close co-operation with the Group's operating units. The Board provides written principles for overall risk management, as well as policies covering specific areas, such as currency risk, interest rate risk and credit risk.
Volue operates on an international level, and provides software solutions, platforms and related services within various market segments, including energy and electricity, infrastructure and construction. The Group's operations may consequently be affected by global economic and political conditions in the markets in which it operates, especially in the Nordics and DACH region which the Group considers as its most important markets. The outlook for the world economy remains subject to uncertainty. Downturns in general economic conditions, whether globally or in the specific regional and/or end markets segments in which the Group operates, can result in reduced demand for, and lower prices of, the Group's software solutions and platforms, which could have a material negative impact on the Group's revenues, profitability and growth prospects.
Both the technology market and the energy market are highly competitive, especially in relation to software solutions and investment services offered to participants within the energy markets. Some of the Group's competitors are large, sophisticated and well-capitalised technology and software companies that may have greater financial, technical and marketing resources than the Group. Furthermore, these competitors may have larger research and development expenditures, and thereby, have a greater ability to fund product and system research and can respond more quickly to new or emerging technologies or trends in the energy market or changes in customer demands. Increased competition in the energy market could result in price reductions, loss of market share, reduced margins and fewer customer orders
The Group's software solutions, platforms, analyses, and trading and management services are based on complex software technology. The Group sets high-quality and security standards for its products and services, but it is possible that software solutions and platforms may contain errors or defects or otherwise not perform as expected. Although the Group carries out control procedures for testing, monitoring, securing and developing its solutions and platforms, there is a risk that these procedures may fail to test for all possible conditions for use, or identify all defects or errors in the specific software used in its solutions and platforms. Defects or other errors or failures could occur in the actual solutions or within the software or platform in which the solutions and related services are based. Such damage may cause material liability claims against the Group, as well as significant costs for the Group.
The Group's business is subject to price risk. There is no guarantee that the Group will be able to obtain the expected prices for its software solutions,platforms, analyses, and trading and management services, and any change in the market conditions, including in the global technology and energy markets or in a specific regional and/or end markets in which the Group operates, could lead to lower sales prices or volumes of the Group's products and services. If expected prices for products and services are not obtained or the Group experiences lower sales volumes, this may adversely impact the Group's business, financial position and profits.
The Group's business is subject to currency and exchange rate risk. The foreign exchange rate risk for the Group relates to the fact that the Group's business transactions and operations are made in several currencies other than NOK, including EUR, SEK, DKK, PLN and CHF. The Group practice hedge accounting only on a few project and the related amounts are immaterial, hence no further information about this. The overall currency risk for the group is considered to be low, due to both revenues and cost in currency reflecting a low currency risk for the group.
Note 16 continues on next page
To provide an indication about the reliability of the inputs used in determining fair value, the group has classified its financial instruments into three levels.
Level 1: The fair value of financial instruments traded in active markets (such as publicly traded derivatives, and equity securities) is based on quoted market prices at the end of the reporting period. The quoted market price used for financial assets held by the group is the current bid price. These instruments are included in level 1.
Level 2: The fair value of financial instruments that are not traded in an active market (for example, over-the-counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities.
All financial assets and liabilites are measured at amortised cost, except for the financial instruments below.
| Amounts in NOK 1000 | Level 1 | Level 2 | Level 3 | Total |
|---|---|---|---|---|
| 2021 | ||||
| Financial assets | ||||
| Financial assets at fair value through profit or loss (FVPL) |
- | - | ||
| Total finacial assets at fair value | - | - | - | - |
| Finacial liabilities | ||||
| Earn-out (see note 21) | - | - | 57 253 | 57 253 |
| Total financial liabilities | - | - | 57 253 | 57 253 |
| Amounts in NOK 1000 | Level 1 | Level 2 | Level 3 | Total |
|---|---|---|---|---|
| 2020 | ||||
| Financial assets | ||||
| Financial assets at fair value through profit or loss (FVPL) |
10 000 | 10 000 | ||
| Total finacial assets at fair value | - | 10 000 | - | 10 000 |
| Finacial liabilities | ||||
| Earn-out (see note 21) | - | - | 60 700 | 60 700 |
| Total financial liabilities | - | - | 60 700 | 60 700 |
The financial assets are investments in interest fund.
Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions. The group maintains flexibility in funding by maintaining availability under committed credit lines.
The group's main interest rate risk arises from bank overdrafts, which expose the group to cash flow interest rate risk. At year end all bank overdrafts agreements are using NIBOR as fixed rate. The amounts are carried at amortised cost.
The Group had significant amounts of cash and cash equivalents on accounts with floating interest rate, hence exposure to interest rate risk.
| Amounts in NOK 1000 | Carrying amount |
Contractual cash flows |
6 months or less |
6 to 12 months |
1 to 2 years |
2 to 5 years |
Over 5 years |
|---|---|---|---|---|---|---|---|
| 2021 | |||||||
| Obligations from leases | 115 170 | 116 918 | 10 923 | 24 569 26 873 29 368 25 185 | |||
| Bank overdraft | 17 529 | 17 529 | 17 529 | - | - | - | - |
| Trade and other payables | 350 686 | 350 686 350 686 | - | - | - | - | |
| Other curr. liabilities | 451 709 | 451 709 399 921 | 51 788 | - | - | - | |
| Other non-current liabilities | 14 505 | 14 505 | 4 795 | 9 710 |
Note 16 continues on next page
Credit risk arises from cash and cash equivalents, contractual cash flows of debt investments carried at amortised cost, at fair value through other comprehensive income (FVOCI) and at fair value through profit or loss (FVPL), favourable derivative financial instruments and deposits with banks and financial institutions, as well as credit exposures related to sales, including outstanding receivables. The Group has a credit risk policy and is follwoing up credit risk on a regular basis.
Provisions for losses are based on individual assessment of each item and customer. Expected loss in categories without any provisions made is based on the assumption that there are not risk of any material losses.
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Balance at 1 January | -1 805 | -1 900 |
| Changes in expected losses (loss rates) and outstanding receivables (volume) |
204 | -360 |
| Realised losses during the period (-) | -38 | 455 |
| Balance at 31 December | -1 638 | -1 805 |
| Amounts in NOK 1000 | External customer rec not due |
External customer rec 1-30 days past due |
External customer rec 31-60 days past due |
External customer rec 61-90 days past due |
External customer rec > 90 days past due |
Trade accounts receivable |
|---|---|---|---|---|---|---|
| 2021 | ||||||
| Outstanding trade receivables | 312 173 | 46 597 | 6 721 | 4 286 | 3 388 | 373 165 |
| Provision for losses | 0 | 0 | -350 | -350 | -938 | -1 638 |
| 2020 | ||||||
| Outstanding trade receivables | 180 238 | 30 566 | 3 563 | 1 395 | 0 | 215 762 |
| Provision for losses | -700 | -1 105 | -1 805 |
This note provides information on the contractual terms of the Group's interestbearing loans and borrowings. For more information on the Group's interest rate risk and foreign exchange risk see Note 16.
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Loans secured by pledged assets | ||
| Bank overdraft | 17 529 | 3 695 |
| Total borrowings | 17 529 | 3 695 |
The group has a borrowing facility on NOK 200 million that is unpledged. In addition, the group has a warranty in one of its subsidiaries on NOK 200 million that is secured through trade receivables.
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Assets pledged for borrowing facility and warranties | ||
| Other property | - | 3 000 |
| Inventories | - | 44 989 |
| Trade receivables | 248 729 | 116 224 |
| Total security for borrowing facility and warranties | 248 729 | 164 213 |
The table below reconciles the movement in financial liabilites to cash flow from financing activities.
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Interest income | 2 665 | 6 800 |
| Currency exchange income | 15 527 | 5 803 |
| Other finance income | 181 | 4 567 |
| Total Finance income | 18 373 | 17 169 |
| Interest expense | 1 509 | 10 091 |
| IFRS 16 interest | 4 357 | 4 724 |
| Currency exchange expense | 15 618 | 7 209 |
| Other finance cost | 2 342 | 1 561 |
| Interest expense | 72 | 213 |
| Total finance cost | 23 898 | 23 797 |
| Net finance items | -5 525 | -6 627 |
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Ordinary shares | 143 869 714 | 143 577 626 |
| Share capital | 57 548 | 57 431 |
| Share premium | 4 440 567 | 4 434 900 |
At 31 December 2021 there were 143 869 714 ordinary shares each with a par value of NOK 0.40. They entitle the holder to participate in dividends, and to share in the proceeds of winding up the company in proportion to the number of and amounts paid on the shares held.
| Changes in share capital | Date | Share capital |
Share premium |
|---|---|---|---|
| Share capital 1 January 2021 | 01.01.2021 | 57 431 | 4 434 900 |
| Share capital increase | 22.12.2021 | 83 | 10 184 |
| Share capital increase | 28.12.2021 | 34 | 3 872 |
| Transactions in own shares | -8 390 | ||
| Share capital at year end 2021 | 57 548 | 4 440 567 |
There are no paid out dividends in 2021.
| Investor | Number of shares |
% of major shareholders |
% of total | Country |
|---|---|---|---|---|
| Arendals Fossekompani ASA | 86 316 779 | 73.33% | 60.03% | Norway |
| Fidelity Investments (FMR) | 13 942 086 | 11.85% | 9.70% | USA |
| Swedbank Robur Funds | 8 379 750 | 7.12% | 5.83% | Sweden |
| Invesco | 3 021 672 | 2.57% | 2.10% | USA |
| TIN Funds | 1 600 000 | 1.36% | 1.11% | Sweden |
| AS Tanja (Andenæsgruppen) | 1 518 049 | 1.29% | 1.06% | Norway |
| Ulfoss Invest AS | 1 470 987 | 1.25% | 1.02% | Norway |
| Havfonn AS | 1 456 790 | 1.24% | 1.01% | Norway |
| Other shareholders (holding less than 1%) | 26 163 601 | 18.14% | ||
| Total all shareholders | 143 869 714 | 100.00% | 100.00% |
Basic earnings per share are based on profit attributable to the equity holders of the parent and the weighted average number of outstanding ordinary shares.
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Net profit for the year | 27 619 | 99 061 |
| Attributable to non-controlling interests | -205 | 16 829 |
| Attributable to ordinary shares | 27 825 | 82 232 |
| Profit from continuing operations | 27 619 | 60 258 |
| Attributable to non-controlling interests | -205 | 14 936 |
| Attributable to ordinary shares | 27 825 | 45 322 |
| Profit from discontinued operation | 0 | 38 803 |
| Attributable to non-controlling interests | 0 | 1 894 |
| Attributable to ordinary shares | 0 | 36 910 |
| Weighthed number of ordniary shares, basic and diluted | 143 582 855 |
107 596 403 |
| Number of shares end of period | 143 869 714 |
143 577 626 |
| Basic and diluted earnings per share | 0.19 | 0.76 |
| Basic and diluted earnings per share from continuing operations | 0.19 | 0.42 |
| Basic and diluted earnings per share from discontinued operations | 0.00 | 0.34 |
On 1 October 2021 Volue ASA acquired 100% of the issued share capital of Procom GmbH.
Procom is a strategic acquisition for Volue, cementing our European position in an increasingly important of market footprint in the DACH region. The company especially focus on optimalisation solution for especially large and mid size customers. Procom will be a part of the Energy segment. Details of the purchase consideration, the net assets acquired and goodwill are as follows;
Amounts in NOK 1000
| Cash paid | 14 000 |
|---|---|
| Ordinary shares issued | 3 843 |
| Holdback | 5 310 |
| Total purchase consideration | 23 153 |
There was used a seller credit related to the share issue. Remaning holdback is related to escrow accounts and adjustment related to performance of Procom GmbH towards 30 June 2022. The performance related payment is related to revenues of Procom GmbH from 1 July 2021 until 30 June 2022, and postive or negative deviation from baseline will give adjustment on the purchase price. There are no other earn-out mecanisms or other deffered payment after 30 June 2022.
Amounts in NOK 1000
| Intangible assets | 17 700 |
|---|---|
| Fixed assets | 1 800 |
| Investments | 8 200 |
| Trade receivables | 5 400 |
| Other receivables | 8 600 |
| Cash and cash equivalents | 4 900 |
| Trade payables | -1 600 |
| Other current liabilities | -35 100 |
| Deferred tax liability | -5 000 |
| Net assets acquired | 4 900 |
| Purchase price shares in Procom | 23 153 |
| Goodwill | 18 253 |
The PPA is final and there has not been any changes in fair value calculation. Procom had a loss of 1 682 TNOK in 2021. In the transaction of Procom GmbH the automation business was carved out as part of the transaction structure, and prior to the transaction the company operated as one company. Proforma figures for revenues and loss has not been estimated.
Note 21 continues on next page
Note 21 Business combinations and transactions with non-controlling interests cont.
The current legal structure of the Group was created on 15 September 2020 when AFK transferred its shareholdings in four subsidiaries through contributions in kind to Volue.
On 21 October 2020 (shortly after Volue's listing on Euronext Growth, Volue offered to buy all shares from the non-controlling shareholders of the four subsidiaries. The selling shareholders could choose between settlement in cash and shares in Volue. The effect of the transactions are summarised in the table below.
| Company | Ownerhip from contribution in kind Sept. 2020 |
Ownership 31.12.2020 |
Change in ownerhsip |
Of which settled in cash |
Of which settled in shares |
|---|---|---|---|---|---|
| Volue Technology AS | 96.00% | 99.82% | 3.82% | 109 134 | 5 179 |
| Volue Market Service AS |
96.70% | 99.98% | 3.28% | 3 808 | 257 |
| Volue Industrial IoT AS | 69.00% | 94.76% | 25.76% | 44 762 | 1 799 |
| Volue Insight AS | 90.50% | 100.00% | 9.50% | 81 167 | 1 705 |
| Company | Carrying value aquired non controlling interest derecognised |
Effect on equity attributable to controlling shareholders |
Cash paid / total effect on consolidated equity |
|---|---|---|---|
| Volue Technology AS | -4 909 | -103 414 | 108 323 |
| Volue Market Service AS | -1 707 | -2 101 | 3 808 |
| Volue Industrial IoT AS | -16 058 | -28 704 | 44 762 |
| Volue Insight AS | -2 846 | -78 321 | 81 167 |
| Total | -25 520 | -212 540 | 238 060 |
On 19 November 2020 Volue ASA acquired 100% of the issued share capital of Likron Gmbh, the leading algorithmic power trading software provider in Germany.
Likron is a strategic and significant acquisition for Volue, cementing our European position in an increasingly important intraday power trading market. Likron is a spearhead for further internationalisation of Volue in the Energy market. The acquisition significantly increase Volue's market penetration in the DACH region and strengthens our presence in Germany, which is considered the leader in the energy transition. Likron will be a part of the Energy segment. Details of the purchase consideration, the net assets acquired and goodwill are as follows:
Amounts in NOK 1000
| Total purchase consideration | 173 211 |
|---|---|
| Earn out 2021 | 45 800 |
| Earn out 2020 | 32 200 |
| Ordinary shares issued | 28 593 |
| Cash paid | 66 618 |
There was used a seller credit related to the share issue. Earn-out 2020 and 2021 are based on Likron reaching threshold revenue targets indicating ARR growth. Payment based on 60% cash and 40% shares based on full earn-out. Based on the performance above expecations in 2021 the total earn-out payment has increased with 17 304 TNOK. The increase in earn-out has been recoginaised in the profit and loss as other loss. In addition to the consideration disclosed above, the seller is entitled to a deferred consideration that will be paid if the current management will stay in their position until the end of 2022. Deferred consideration will be recognised as employee expenses. The maximum deferred consideration is NOK 21.2 million (EUR 2.0 million).
Amounts in NOK 1000
| Purchase price shares in Likron | 173 211 |
|---|---|
| Goodwill | 103 911 |
| Investor | Ownership held by the group |
Ownership held by the non-controlling interests |
Domicile |
|---|---|---|---|
| Volue Denmark ApS | 94.76% | 5.24% | Denmark |
| Volue Technology Danmark A/S | 100.00% | 0.00% | Denmark |
| Volue Germany GmbH | 100.00% | 0.00% | Germany |
| Volue Energy GmbH | 100.00% | 0.00% | Germany |
| Volue Gmbh | 100.00% | 0.00% | Germany |
| Volue Insight Gmbh | 100.00% | 0.00% | Germany |
| Volue Industrial IoT AS | 94.76% | 5.24% | Norway |
| Volue Insight AS | 100.00% | 0.00% | Norway |
| Volue Market Service AS | 100.00% | 0.00% | Norway |
| Volue Technology AS | 100.00% | 0.00% | Norway |
| Volue Sp. Z.o.o | 100.00% | 0.00% | Poland |
| Volue AB | 100.00% | 0.00% | Sweden |
| Volue In Situ AB | 94.76% | 5.24% | Sweden |
| Volue AG | 100.00% | 0.00% | Switzerland |
| Volue Enerji cozumleri | 100.00% | 0.00% | Turkey |
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Revenue | 181 092 | |
| Expenses | -171 679 | |
| Income tax | -2 076 | |
| Profit/(loss) from discontinued operations before gain on disposal | 7 337 | |
| Gain on disposal | 31 466 | |
| Profit/(loss) from dicontinued operations | 38 803 | |
| Attributable to equity holders of the company | 27 934 | |
| Attributable to non-controlling interests | 10 869 | |
| Summarised cash flow infomation | ||
| Amounts in NOK 1000 | 2021 | 2020 |
| Net cash flow from operating activities | -20 290 | |
| Net cash flow from investing activities | 61 109 | |
| Net cash flow from financing activities | -26 170 | |
| Specification of cash flow from investing activities | ||
| Proceeds from sale of shares in Scanmatic Electro | 0 | 61 109 |
Net cash flow from investing activities 0 61 109
No balance sheet items towards dicontinuted operations was held by the group at 31 December 2021.
| Amounts in NOK 1000 | 2021 2020 |
|---|---|
| Revenues | 4 200 |
| expenses | 4 150 |
| Net finance income | 0 |
| Income tax | 0 |
| Profit/(loss) | 50 |
Entities within continued operation has sold goods and services to discontinued operations.
Revenue and related expences from the transactions above is elimated, and therefore not included in revenue from continued operations.
At year end Arendal Fossekompani (AFK) owned 86.316.779 shares, representing 60% of the total number of shares in Volue.
| Name | Title | Board of Directors remunerated |
Number of shares in Volue |
|---|---|---|---|
| Ørjan Svanevik Henning Hansen |
Chairman Member of Board |
- 300 |
7 500 42 857 |
| Lars Peder Fosse Fensli | Member of Board | - | 17 000 |
| Christine Grabmaier | Member of Board | 324 | - |
| Ingunn Ettestøl | Member of Board | - | 6 187 |
| Annette Petra Maier | Member of Board | 84 | - |
| Anja Eva Schneider | Member of Board | 84 | - |
| Knut Ove Blichner Stenhagen | Employee - Elected Board member | 80 | 6 946 |
| Vija Pakalkaite | Employee - Elected Board member | - | 102 |
| Kjetil Kvamme | Employee - Elected Board member | 80 | - |
| Name | Title | Fixed salary |
Paid | bonus Pension | Other benefit's |
Number of shares in Volue |
Loan from Volue |
|---|---|---|---|---|---|---|---|
| Trond Straume | CEO | 4 070 3 518 | 80 | 245 | 546 715 | 9 128 | |
| Arnstein Kjesbu | CFO | 2 544 1 730 | 80 | 11 | 337 204 | 5 477 | |
| Ingeborg Gjærum | CSO | 1 550 | 207 | 80 | 4 | 85 714 | 1 460 |
| Kevin Gjerstad | CTO | 1 500 | 863 | 80 | 7 | - | - |
| Tom Darell | EVP Energy | 1 900 1 211 | 80 | 4 | - | - | |
| Lars Ove Johansen | EVP Power Grid | 1 806 | 854 | 80 | 5 | 128 571 | 2 191 |
| Vigleik Takle | CCO | 1 850 | - | 80 | 4 | 128 571 | 2 191 |
| Frode Solem | EVP Infrastructure | 1 575 | 1 172 | 223 | 11 | 128 571 | 2 191 |
| Kim Steinsland | EVP IIoT | 1 606 | 471 | 80 | 3 | 171 429 | 2 921 |
| Thale Kuvås Solberg | CDO | 1 320 | 65 | 80 | 8 | 21 875 | - |
The CEO's period of notice is six months, with a period of pay of 12 months after termination of employment if the CEO is dismissed by the company.
The other members of the Group Executive have a period of notice of six months.
The purpose of Volue's compensation and benefits policy is to attract personnel with the competence that the Group requires, develop and retain employees with key expertise and promote a long-term perspective and continuous improvement supporting achievement of Volue's business goals. The general approach adopted in Volue's policy is to pay fixed salaries and pensions in line market prices, while offering variable pay linked to results for bonus and long term incentive plan for share incentive program. (LTIP)
b. Variable elements – annual bonus
Executives in Volue participate in the Group's central annual bonus program. The program has a maximum ceiling of 50% of the executive's fixed salary. The basis for bonus payments is based on financial targets and performance strategic KPI's. A "good performance" has been defined as the achievement of results in line with externally communicated financial targets.
In addition, the Group has share-based incentive programs described in (c) below and a share option programs for key employees described in (d) below. For 2021 paid bonus contains for certain members of the ELT exit from LTIP agreement following incentiv system prior to the establishment of Volue.
Note 24 continues on next page
c. Shared incentive program
On 13 October 2020, the Board of Directors of the Company resolved to establish a share incentive program for key employees of the Company. The share incentive program is based on a structure in which certain members of the Company's Management and management of the Portfolio Companies are offered the opportunity to subscribe for Shares at a discounted rate, and where the Company will provide partial financing of their subscription of Shares under the share incentive program. The total number of Shares included in the share incentive program is 1,821,429. As part of the share incentive program, the key employees purchased Shares at a discount of 30% of the trading price of the Shares, subject to a lock-up undertaking of 36 months following the date of the purchase of the Shares. The company has provided loan financing for up to 75% of the purchase price of the Shares under the share incentive program, for a total of up to NOK 36 million.
d. The share option plan is based on a structure in which the Company's senior management and certain other key employees are granted share options in the Company. Each share option carries the right to acquire one share in the Company. The total number of share options that may be issued under the plan is 2,397,747 for the first year grant of options. 15% of the options shall be reserved for the Company's Chief Executive Officer. The Chief Executive Officer is authorised to allocate the options reserved for the executive management team and other key employees and to determine who qualifies as a key employee in a strategic position. The share options will be granted over a three-year period, and the plan will be assessed annually for further grants. The share options vest three years after the date of grant and will lapse if not exercised within seven years following the date of grant. For the share options to vest, a minimum average share price development of 4.5% p.a is required. Upon any exercise of share options the Company may settle its obligations by selling the relevant number of shares or by payment in cash.
For further information, see separate remuneration report publised at the companys website.
The group had no contingent liabilities at 31 December 2021.
The adverse market conditions brought by the war in Ukraine is considered to have very limited impact on the business. Volue has terminated the contracts we have with our one Russian customer within the given notice periods.
Other income relates to insurance settlement after cyber incident 5 May 2021.
| Statement of income | 57 |
|---|---|
| Statement of other comprehensive income | 57 |
| Balance sheet | 58 |
| Statement of changes in equity | 59 |
| Statement of cash flows | 59 |
| Note 1 Accounting principles | 60 |
|---|---|
| Note 2 Revenue from contracts with customers | 62 |
| Note 3 Remuneration and employee benefit | 62 |
| Note 4 Other operating expenses | 62 |
| Note 5 Income tax | 63 |
| Note 6 Trade and other receivables | 63 |
| Note 7 Cash and cash equivalents | 63 |
| Note 8 Property, plant and equipment | 64 |
| Note 9 Non-current receivables and investments | 65 |
| Note 10 Leases | 65 |
| Note 11 Trade and other payables | 66 |
| Note 12 Finance items | 66 |
| Note 13 Share information | 67 |
| Note 14 Subsidiaries | 67 |
| Note 15 Related parties | 68 |
| Note 16 Contingent liabilites | 69 |
| Note 17 Subsequent events | 69 |
| Note 18 Other gains/losses | 69 |
| Note 19 Intercompany loans | 70 |
| Note 20 Current liabilities | 70 |
For the year ended 31 December
| Amounts in NOK 1000 | Note | 2021 | 2020 |
|---|---|---|---|
| Continuing operations | |||
| Revenues | 2 | 84 716 | 25 093 |
| Employee benefit expenses | 3 | 25 919 | 12 626 |
| Employee benefit expenses | 4 | 71 083 | 23 923 |
| Other operating expenses | 18 | 17 305 | - |
| EBITDA | -29 591 | -11 456 | |
| Depreciation and amortisation | 8, 10 | 3 309 | 469 |
| Net operating income/(loss) | -32 900 | -11 926 | |
| Finance income | 12 | 36 700 | 215 |
| Finance costs | 12 | 2 873 | 2 451 |
| Profit/(loss) before income tax | 928 | -14 162 | |
| Income tax expense | 5 | 4 043 | -2 137 |
| Profit/(loss) for the period | -3 115 | -12 025 |
For the year ended 31 December
| Amounts in NOK 1000 | Note | 2021 | 2020 |
|---|---|---|---|
| Items that may be reclassified to statement of income | |||
| Exchange differences on translation of foreign operations | - | - | |
| Changes on cash flow hedges | - | - | |
| Income tax related to these items | - | - | |
| Items that may be reclassified to statement of income | - | - | |
| Items that will not be reclassified to statement of income Remeasurements of post-employment benefint obligations Income tax relating to these items |
- - |
- - |
|
| Items that will not be reclassified to statement of income | - | - | |
| Other comprehensive income for the period, net of tax | - | - | |
| Total comprehensive income for the period | -3 115 | -12 025 |
For the year ended 31 December
| Amounts in NOK 1000 | Note | 2021 | 2020 |
|---|---|---|---|
| Assets | |||
| Non-current assets | |||
| Property, plant and equipment | 8,10 | 12 003 | 11 827 |
| Investment in subsidiaries | 14 | 4 348 487 | 4 307 745 |
| Intra-group loans | 19 | 7 975 | 5 000 |
| Non-current receivables and investments | 9 | 27 276 | 30 682 |
| Deferred tax assets | 5 | 3 040 | 7 084 |
| Total non-current assets | 4 398 782 | 4 362 338 | |
| Current assets | |||
| Trade and other receivables | 6 | 133 048 | 31 466 |
| Cash and cash equivalents | 7 | 87 115 | 177 675 |
| Total Current assets | 220 163 | 209 141 | |
| Total assets | 4 618 945 | 4 571 479 |
| Amounts in NOK 1000 | Note | 2021 | 2020 |
|---|---|---|---|
| Equity and liabilities | |||
| Equity | 4 498 115 | 4 492 332 | |
| Share capital and share premium | -92 | ||
| Retained earnings | -15 141 | -12 025 | |
| Total equity | 13 | 4 482 883 | 4 480 306 |
| Non-current liabilities | |||
| Other non-current liabilities | - | 28 500 | |
| Lease liabilities | 10 | 5 603 | 9 072 |
| Total non-current liabilities | 5 603 | 37 572 | |
| Current liabilities | |||
| Lease liabilites | 10 | 1 760 | |
| Trade and other payables | 11 | 18 531 | 21 400 |
| Current interest-bearing liabilities | 20 | 34 364 | |
| Other current liabilities | 20 | 75 804 | 32 200 |
| Total current liabilities | 130 458 | 53 600 | |
| Total liabilities and equity | 4 618 945 | 4 571 479 |
Oslo, Norway, 29 March 2022 The Board of Directors and CEO Volue ASA
Ørjan Svanevik Chairman of the Board
Lars Peder Fensli
Ingunn Ettestøl Board Member
Henning Hansen Board Member
Christine Grabmair Board Member
Knut Ove Stenhagen Board Member
Kjetil Kvamme Board Member
Board Member
Annette Maier Board Member
Anja Schneider Board Member
Vija Pakalkaite Board Member
Trond Straume Chief Executive Officer
For the year ended 31 December
| Amounts in NOK 1000 | Share capital |
Share premium |
Own shares |
Retained earnings |
Total equity |
|---|---|---|---|---|---|
| Balance at 1 January 2021 | 57 431 | 4 434 900 | - | -12 025 | 4 480 306 |
| Profit/(loss) for the period | - | - | - | -3 115 | -3 115 |
| Share capital increase | 117 | 14 057 | - | - | 14 174 |
| Own shares | - | -8 390 | -92 | - | -8 482 |
| Balance at 31 December 2021 | 57 548 | 4 440 567 | -92 | -15 141 | 4 482 883 |
For the year ended 31 December
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Cash flow from operating activities | ||
| Profit/(loss) before income tax | 928 | -14 162 |
| Depreciation, amortisation and impairment | 3 309 | 469 |
| Net financial items | -33 827 | 2 236 |
| Tax on transacation costs related to share issue | -4 947 | |
| Total after adjustments to profit before income tax | -29 591 | -16 403 |
| Change in trade and other receivables | -60 639 | -100 |
| Change in trade and other payables | 15 841 | -9 966 |
| Total after adjustments to net assets | -74 389 | -26 470 |
| Change in tax paid | - | - |
| Net cash flow from operating activities | -74 389 | -26 470 |
| Cash flow from investing activities | ||
| Interest received | 818 | 215 |
| Group contribution received | 32 880 | |
| Purchase of PPE and intangible assets | -3 485 | -3 224 |
| Loans to employees | 3 406 | -30 682 |
| Loans to subsidiaries | -39 921 | -5 000 |
| Proceeds on loans from subsidiaries | 5 000 | |
| Purchase of shares in subsidiaries | -36 695 | -304 778 |
| Net cash flow from investing activities | -37 996 | -343 469 |
| Cash flow from financing activities | ||
| Proceeds from issue of shares | - | 550 065 |
| Repayment of lease liabilities | -1 709 | - |
| Cash Flow from Internal Loans and Borrowings | 30 000 | - |
| Interest paid etc. | -475 | -2 451 |
| Cash flow from own shares | -5 209 | |
| Net cash flow from financing activities | 22 607 | 547 614 |
| Net increase in cash and cash equivalents | -89 778 | 177 675 |
| Cash and cash equivalents at the beginning of the financial year | 177 675 | - |
| Effects of exchange rate changes on cash and cash equivalents | -781 | - |
| Cash and cash equivalents at end of year | 87 115 | 177 675 |
For the year ended 31 December
The annual financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS) adopted by the European Union and associated interpretations, as well as Norwegian disclosure requirements pursuant to the Norwegian Accounting Act applicable as of 31 December 2021.
The financial statements are presented in Norwegian kroner (NOK), which is the functional currency of the parent company. All amounts disclosed in the financial statements and notes have been rounded off to the nearest thousand NOK units unless otherwise stated. The financial statements have been prepared using the historical cost principle. The company recognises changes in equity arising from transactions with owners in the statement of changes in equity. Other changes in equity are presented in the statement of comprehensive income (total return).
Shares in subsidiaries are initially recognised at cost, which is the fair value of any consideration transferred. Shares in subsidiaries are subsequently measured at cost.
Foreign currency transactions are translated into the functional currency using the exchange rates at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions, and from the translation of monetary assets and liabilities denominated in foreign currencies at year end exchange rates, are generally recognised in profit or loss.
Under IFRS 15, Volue ASA recognises as revenue the agreed transaction price in a contract with a customer at the time when the company transfers the control of a distinct product or service to the customer at an amount that reflects the
consideration to which the company expects to be entitled in exchange for those goods and services. In 2021 Volue ASA had no revenues from external customers. All revenues are related to billing of overhead costs in the company to subsidiaries, which is classified as other income.
Income tax on the profit for the period consists of current and deferred tax. Income tax is recognised in the income statement except for tax on items that are recognised directly in equity or in other comprehensive income. The tax effect of the latter items is recognised directly in equity or in other comprehensive income. Current tax is the forecast tax payable on the year's taxable income at current tax rates at the balance sheet date, and any adjustments of tax payable for previous years less tax paid in advance. Deferred tax liabilities are calculated based on the balance sheet-oriented liability method considering temporary differences between the carrying amount of assets and liabilities for financial reporting and tax values. Deferred tax assets are recognised only to the extent that it is probable that the asset can be utilised against future taxable results. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax asset will be realised.
The company's and the company's leases consist mainly of office space. Assets and liabilities arising from a lease are initially measured on a present value basis.
Right-of-use assets are measured at cost comprising the following:
Lease liabilities include the net present value of the following lease payments:
Lease payments to be made under reasonably certain extension options are also included in the measurement of the liability. The lease payments are discounted using the lessee's incremental borrowing rate, being the rate that the individual lessee would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms, security and conditions.
For the purpose of presentation in the statement of cash flows, cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities in the balance sheet.
Trade receivables are recognised initially at the amount of consideration that is unconditional, unless they contain significant financing components when they are recognised at fair value. They are subsequently measured at amortised cost using the effective interest method, less loss allowance for lifetime credit losses.
Other loans and receivables are initially recognised at fair value. They are subsequently measured at amortised cost using the effective interest method, less loss allowance for credit losses. Credit losses are initially measured at 12 months expected credit loss. If there is significant increase in credit risk, the loss allowance is based on lifetime expected credit loss. The company does not make loss provisions for expected credit losses that are immaterial.
The depreciation methods and periods used by the company are disclosed in note 8. The assets' residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period. An asset's carrying amount is written down immediately to its recoverable amount if the asset's carrying amount is greater than its estimated recoverable amount. Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in profit or loss. When revalued assets are sold, it is group policy to transfer any amounts included in other reserves in respect of those assets to retained earnings.
These amounts represent liabilities for goods and services provided to the company prior to the end of the financial year which are unpaid. The amounts are unsecured and are usually paid within 30 days of recognition. Trade and other payables are presented as current liabilities unless payment is not due within 12 months after the reporting period. They are recognised initially at their fair value and subsequently measured at amortised cost using the effective interest method.
All revenues in Volue ASA is revenue from group companies, related to billing of overhead costs to subsidiaries.
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Revenue from group companies (billing of overhead costs to subsidiaries) Public funding (SkatteFunn) |
84 555 161 |
25 093 - |
| Total employee benefit expenses | 84 716 | 25 093 |
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Premises, service and office costs | 1 994 | 1 224 |
| Audit and other fees | 40 515 | 1 209 |
| Travelling costs, indirect | 412 | 150 |
| Sales and marketing costs | 850 | 195 |
| ICT costs | 10 112 | 152 |
| Operating costs, IC | 10 073 | 2 389 |
| Other direct costs | 7 127 | 18 604 |
| Total employee benefit expenses | 71 083 | 23 923 |
| Remuneration to auditor | ||
| Statutory audit | 1 218 | 350 |
| Other assurance services | 28 | 209 |
| Tax advice | 108 | - |
| Other non-audit services | 1 981 | 650 |
| Total remuneration to auditor | 3 335 | 1 209 |
Remuneration to auditor also include services related to equity transactions
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Salaries | 21 730 | 11 066 |
| Social security contributions | 1 875 | 1 560 |
| Pension costs | 192 | - |
| Other benefits | 2 122 | - |
| Total employee benefit expenses | 25 919 | 12 626 |
| Average number of employees | 3 | 2 |
Number of fixed employees in Volue ASA is as disclosed above. In addition members of the executive management team are employed in subsidiaries. Salary cost for these employees are charged from subsidiaries to Volue ASA.
| 2021 Amounts in NOK 1000 |
2020 | ||
|---|---|---|---|
| Basis for payable tax | |||
| Profit (loss) before income tax | 928 | -14 162 | |
| Permanent differences | 17 450 | -18 036 | |
| Basis for payable tax | 18 378 | -32 198 | |
| Effect of change in temporary differences | 135 | -682 | |
| Changes i deferred tax assets | -18 513 | 32 880 | |
| Basis for payable tax | 0 | 0 | |
| Payable tax (22%) | 0 | 0 | |
| Reconciliation of effective tax rate | |||
| Total pre tax income | 928 | -14 162 | |
| Tax based on current ordinary tax rate | 204 | -3 116 | |
| Effect of non deductible expenses | 3 839 | -3 968 | |
| Tax on transaction costs related to share issue | 0 | 4 947 | |
| Total tax expense | 4 043 | -2 137 | |
| Effective tax rate | 435% | 15% |
The effective tax rate is impacted by the permanent differences.
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Temporary differences | ||
| Fixed assets | -679 | -682 |
| RoU assets | 132 | |
| Tax losses carried forward | 14 367 | 32 880 |
| Basis for deferred tax asset / (liability) | 13 820 | 32 198 |
| Deferred tax asset / (liability) | 3 040 | 7 084 |
| Trade receivables | ||
|---|---|---|
| Amounts in NOK 1000 | 2021 | 2020 |
| Trade receivables from contracts with customers | 90 392 | 31 367 |
| Loss allowence | 0 | 0 |
| Total | 90 392 | 31 367 |
| Other receivables | ||
| Amounts in NOK 1000 | 2021 | 2020 |
| Other receivables from subsidiaries | 36 460 | 100 |
| Other short-term receivables | 6 196 | - |
| Total | 42 656 | 100 |
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Total cash and cash equivalents | 87 115 | 177 675 |
| Restricted cash | 763 | 0 |
Restricted cash are related to tax funds.
| Amounts in NOK 1000 | Vehicles, machinery and equipment |
RoU buildings and land |
Total |
|---|---|---|---|
| Year ended 31 December 2020 | |||
| Cost at 1 January 2020 | |||
| Additions | 3 224 | 3 224 | |
| Change in RoU | 9 072 | 9 072 | |
| Cost at 31 January 2020 | 3 224 | 9 072 | 12 297 |
| Accumulated depreciation at 1 January 2020 | |||
| Depreciation | 469 | 469 | |
| Change in RoU | |||
| Accumulated depreciation at 31 December 2020 | 469 | 469 | |
| Carrying amount at 31 December 2020 | 2 755 | 9 072 | 11 827 |
| Amounts in NOK 1000 | Vehicles, machinery and equipment |
RoU buildings and land |
Total |
|---|---|---|---|
| Year ended 31 December 2021 | |||
| Cost at 1 January 2021 | 3 224 | 9 072 | 12 297 |
| Additions | 3 485 | 3 485 | |
| Change in RoU | - | ||
| Cost at 31 January 2021 | 6 709 | 9 072 | 15 781 |
| Accumulated depreciation at 1 January 2021 | 469 | - | 469 |
| Depreciation | 1 468 | 1 841 | 3 309 |
| Change in RoU | - | ||
| Accumulated depreciation at 31 December 2021 | 1 937 | 1 841 | 3 778 |
| Carrying amount at 31 December 2021 | 4 772 | 7 231 | 12 003 |
Property, plant and equipment is recognised at historical cost less depreciation. Depreciation is calculated using the straight-line method to allocate the cost or revalued amounts of the assets, net of their residual values, over their estimated useful lives as follows:
See note 1 for the other accounting policies relevant to property, plant and equipment. More information regarding right of use assets are presented in note 10 Leases.
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Loans to employees | 27 276 | 30 682 |
| Total non-current receivables and investments | 27 276 | 30 682 |
The loans to key management personnel are related to purchase of shares in Volue ASA and the shares are used as collateral according to the loan agreements. Interest rate for the loans is not below the threshold for making the loan a taxable benefit. At year end the interest rate was 1.3%.
This note provides information for leases where the group is a lessee.
The balance sheet shows the following amounts relating to leases:
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| RoU buildings and land | 7 231 | 9 072 |
| Total right-of-use assets | 7 231 | 9 072 |
| Current lease liabilities | 1 760 | - |
| Non-current lease liabilities | 5 603 | 9 072 |
| Total lease liabilities | 7 363 | 9 072 |
The statement of income shows the following amounts relating to leases:
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Depreciation RoU buildings and land | 1 841 | - |
| Total depreciation charge right-of-use assets | 1 841 | - |
| Interest expense | 245 | - |
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Trade payables intercompany | 16 276 | 12 292 |
| Trade payables other | 2 255 | 9 108 |
| Total | 18 531 | 21 400 |
Trade payables are unsecured and are usually paid within 30 days of recognition. The carrying amounts of trade and other payables are considered to be the same as their fair values, due to their short-term nature.
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Interest income | 1 137 | 215 |
| Currency exchange gains | 2 684 | |
| Group contribution income | 32 880 | |
| Total Finance income | 36 700 | 215 |
| Interest expense | 230 | 2 451 |
| IFRS 16 interest | 245 | - |
| Currency exchange losses | 2 398 | - |
| Total finance cost | 2 873 | 2 451 |
| Net finance items | 33 827 | -2 236 |
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Ordinary shares | 143 869 714 | 143 577 626 |
| Share capital Share premium |
57 548 4 440 567 |
57 431 4 434 900 |
At 31 December 2021 there were 143 869 714 ordinary shares each with a par value of NOK 0,40. They entitle the holder to participate in dividends, and to share in the proceeds of winding up the company in proportion to the number of and amounts paid on the shares held.
| Amounts in NOK 1000 | Date | Share capital | Share premium |
|---|---|---|---|
| Share capital 1 January 2021 | 01.01.2021 | 57 431 | 4 434 900 |
| Share capital increase | 22.12.2021 | 83 | 10 184 |
| Share capital increase | 28.12.2021 | 34 | 3 872 |
| Transactions in own shares | -8 390 | ||
| Share capital at year end 2021 | 57 548 | 4 440 567 |
| Amounts in NOK 1000 | Number of shares |
% of major shareholders |
% of total | Country |
|---|---|---|---|---|
| Arendals Fossekompani ASA | 86 316 779 | 73.33% | 60.03% | Norway |
| Fidelity Investments (FMR) | 13 942 086 | 11.85% | 9.70% | USA |
| Swedbank Robur Funds | 8 379 750 | 7.12% | 5.83% | Sweden |
| Invesco | 3 021 672 | 2.57% | 2.10% | USA |
| TIN Funds | 1 600 000 | 1.36% | 1.11% | Sweden |
| AS Tanja (Andenæsgruppen) | 1 518 049 | 1.29% | 1.06% | Norway |
| Ulfoss Invest AS | 1 470 987 | 1.25% | 1.02% | Norway |
| Havfonn AS | 1 456 790 | 1.24% | 1.01% | Norway |
| Other shareholders (holding less than 1%) | 26 163 601 | 18.14% | ||
| Total all shareholders | 143 869 714 | 100.00% | 100.00% |
The Volue Group is a part of the Arendal Fossekompani (AFK) Group and are included in the consolidated financial statements. Volue Group are required to follow the AFK reporting processes during both monthly closing and year end closing.
| Company | Ownership held by the group |
Domicile | Head quarters |
Book value |
|---|---|---|---|---|
| Volue Technology AS | 100.00% | Norway | Trondheim | 2 991 966 |
| Volue Market Service AS | 100.00% | Norway | Arendal | 122 087 |
| Volue IoT AS | 94.76% | Norway | Arendal | 170 012 |
| Volue Insight AS | 100.00% | Norway | Arendal | 873 197 |
| Volue Germany GmbH (former Likron GmbH) |
100.00% | Germany | München | 156 012 |
| Volue Energy GmbH (former Procom GmbH) |
100.00% | Germany | Aachen | 35 214 |
| Total book value | 4 348 487 |
In 2021 Volue purchased the remaining minority shares of its subsidiaris Market Services AS and Volue Technology AS, and now controls 100% of the shares.
On 1 October 2021 Volue ASA acquired 100% of the issued share capital of Procom GmbH. Volue ASA granted a seller credit related to the share issue. Remaning holdback is related to escrow accounts and adjustment related to performance of Procom GmbH towards 30 June 2022. The performance related payment is related to revenues of Procom GmbH from 1 July 2021 until 30 June 2022, and postive or negative deviation from baseline will give adjustment on the purchase price. There are no other earn-out mecanisms or other deffered payment after 30 June 2022.
At year end Arendal Fossekompani (AFK) owned 86.316.779 shares, representing 60% of the total number of shares in Volue.
Amounts in NOK 1000
| Board of Directors |
Number of | ||
|---|---|---|---|
| Name | Title | remunerated | shares |
| Ørjan Svanevik | Chairman | - | 7 500 |
| Henning Hansen | Member of Board | 300 | 42 857 |
| Lars Peder Fosse Fensli | Member of Board | - | 17 000 |
| Christine Grabmaier | Member of Board | 324 | - |
| Ingunn Ettestøl | Member of Board | - | 6 187 |
| Annette Petra Maier | Member of Board | 84 | - |
| Anja Eva Schneider | Member of Board | 84 | - |
| Knut Ove Blichner Stenhagen | Employee - Elected Board member | 80 | 6 946 |
| Vija Pakalkaite | Employee - Elected Board member | - | 102 |
| Kjetil Kvamme | Employee - Elected Board member | 80 | - |
| Name | Title | Fixed salary |
Paid | bonus Pension | Other benefit's |
Number of shares in Volue |
Loan from Volue |
|---|---|---|---|---|---|---|---|
| Trond Straume | CEO | 4 070 | 3 518 | 80 | 245 | 546 715 | 9 128 |
| Arnstein Kjesbu | CFO | 2 544 | 1 730 | 80 | 11 | 337 204 | 5 477 |
| Ingeborg Gjærum | CSO | 1 550 | 207 | 80 | 4 | 85 714 | 1 460 |
| Kevin Gjerstad | CTO | 1 500 | 863 | 80 | 7 | - | - |
| Tom Darell | EVP Energy | 1 900 | 1 211 | 80 | 4 | - | - |
| Lars Ove Johansen | EVP Power Grid | 1 806 | 854 | 80 | 5 | 128 571 | 2 191 |
| Vigleik Takle | CCO | 1 850 | - | 80 | 4 | 128 571 | 2 191 |
| Frode Solem | EVP Infrastructure | 1 575 | 1 172 | 223 | 11 | 128 571 | 2 191 |
| Kim Steinsland | EVP IIoT | 1 606 | 471 | 80 | 3 | 171 429 | 2 921 |
| Thale Kuvås Solberg | CDO | 1 320 | 65 | 80 | 8 | 21 875 | - |
The CEO's period of notice is six months, with a period of pay of 12 months after termination of employment if the CEO is dismissed by the company. The other members of the Group Executive have a period of notice of six months.
The purpose of Volue's compensation and benefits policy is to attract personnel with the competence that the Group requires, develop and retain employees with key expertise and promote a long-term perspective and continuous improvement supporting achievement of Volue's business goals. The general approach adopted in Volue's policy is to pay fixed salaries and pensions in line market prices, while offering variable pay linked to results for bonus and long term incentive plan for share incentive program. (LTIP)
b. Variable elements – annual bonus
Executives in Volue participate in the Group's central annual bonus program. The program has a maximum ceiling of 50% of the executive's fixed salary. The basis for bonus payments is based on financial targets and performance strategic KPI's. A "good performance" has been defined as the achievement of results in line with externally communicated financial targets.
Note 15 continues on next page
In addition, the Group has share-based incentive programs described in (c) below and a share option programs for key employees described in (d) below. For 2021 paid bonus contains for certain members of the ELT exit from LTIP agreement following incentiv system prior to the establishment of Volue.
On 13 October 2020, the Board of Directors of the Company resolved to establish a share incentive program for key employees of the Company. The share incentive program is based on a structure in which certain members of the Company's Management and management of the Portfolio Companies are offered the opportunity to subscribe for Shares at a discounted rate, and where the Company will provide partial financing of their subscription of Shares under the share incentive program. The total number of Shares included in the share incentive program is 1,821,429. As part of the share incentive program, the key employees purchased Shares at a discount of 30% of the trading price of the Shares, subject to a lock-up undertaking of 36 months following the date of the purchase of the Shares. The company has provided loan financing for up to 75% of the purchase price of the Shares under the share incentive program, for a total of up to NOK 36 million.
d. The share option plan is based on a structure in which the Company's senior management and certain other key employees are granted share options in the Company. Each share option carries the right to acquire one share in the Company. The total number of share options that may be issued under the plan is 2,397,747 for the first year grant of options. 15% of the options shall be reserved for the Company's Chief Executive Officer. The Chief Executive Officer is authorised to allocate the options reserved for the executive management team and other key employees and to determine who qualifies as a key employee in a strategic position. The share options will be granted over a three-year period, and the plan will be assessed annually for further grants. The share options vest three years after the date of grant and will lapse if not exercised within seven years following the date of grant. For the share options to vest, a minimum average share price development of 4.5% p.a is required. Upon any exercise of share options the Company may settle its obligations by selling the relevant number of shares or by payment in cash.
For further information, see separate remuneration report publised at the companys website.
The company had no contingent liabilities at 31 December 2021.
The adverse market conditions brought by the war in Ukraine is considered to have very limited impact on the business. One subsidiary of Volue ASA has terminated the contracts we have with one Russian customer within the given notice periods.
Related to purchase of Likron GmbH there was used a seller credit related to the share issue. Earn-out 2020 and 2021 are based on Likron reaching threshold revenue targets indicating ARR growth. Payment based on 60% cash and 40% shares based on full earn-out. Based on the performance above expecations in 2021 the total earn-out payment has increased with 17 304 TNOK. The increase in earnout has been recoginaised in the profit and loss as other losses. In addition to the consideration disclosed above, the seller is entitled to a deferred consideration that will be paid if the current management will stay in their position until the end of 2022. Deferred consideration will be recognised as employee expenses. The maximum deferred consideration is NOK 21.2 million (EUR 2.0 million)
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Loan to Volue Germany GmbH (former Likron GmbH) | 7 975 | - |
| Loan to Volue Market Services AS | - | 5 000 |
| Total intercompany loans | 7 975 | 5 000 |
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Due to Volue Market Services AS | 30 000 | - |
| Due to Volue Energy GmbH (former ProCom GmbH) | 4 364 | - |
| Total current interest-bearing liabilities | 34 364 | - |
| Amounts in NOK 1000 | 2021 | 2020 |
|---|---|---|
| Sellers credit related to Volue Germany GmbH (former Likron GmbH) | 57 253 | 32 200 |
| Sellers credit related to Volue Energy GmbH (former ProCom GmbH) | 9 278 | |
| Other taxes, VAT and dues payable | 1 052 | |
| Other current liabilities | 8 221 | |
| Total other current liabilities | 75 804 | 32 200 |
The overall management of the Company is vested in the Board of Directors and the Management.
In accordance with Norwegian law, the Board of Directors is responsible for, among other things, supervising the general and day-to-day management of the Company's business, ensuring proper organisation, preparing plans and budgets for its activities, ensuring that the Company's
activities, accounts and asset management are subject to adequate controls and undertaking investigations necessary to perform its duties.
As of 29 March 2022, Volue's board comprised ten members, of which two are employee-elected. Volue's board is composed such that it is able to act independently of any special interests.
Ørjan Svanevik (1966) Chairman of the Board
Ørjan Svanevik has been the Chief Executive Officer of Arendals Fossekompani ASA since September 2019. He has extensive experience from various directorships and executive management positions within a wide range of industries. Svanevik held several executive management positions prior to joining Arendals Fossekompani ASA, including Chief Operating Officer in Kværner ASA, Head of M&A in Aker ASA and Chief Operating Officer in the Seatankers group. Svanevik holds Master og General Business from BI and MBA from Thunderbird.
Chairman of the Board in Volue since: 2019 Elected until: 2023 Independent of Executive Management Current Board positions: Chairman of the board of directors of Oavik Capital AS and Oavik Invest AS, Prai AS, EFD Induction AS and C.W. Downer AS, and member of the board of directors of NorgesGruppen ASA and NorgesGruppen Finans Holding AS. Number of shares in Volue ASA: 7,500
Board meetings attended in 2021: 20/20
Ingunn Ettestøl (1973) Board Member
Ingunn Ettestøl has held the position as Chief Sustainability Officer (CSO) in Arendals Fossekompani ASA since September 2020. Prior to that, she was Vice President of Business Development in Arendals Fossekompani ASA from 2017. Ettestøl has extensive experience from the energy sector and has held several management positions in Agder Energi AS and Enova SF. She holds a PhD in Electrical Power Engineering from NTNU and a Master degree in Theoretical Physics from NTNU.
Board member since: 2020 Elected until: 2022 Independent of Executive Management Current Board positions: Etcona AS (Chair) and Arendals Fossekompani's Pensjonskasse (member)
Number of shares in Volue ASA: 6,187 Board meetings attended in 2021: 20
Lars Peder Fosse Fensli (1976) Board Member
Lars Peder Fosse Fensli has been the Chief Financial Officer of Arendals Fossekompani ASA since April 2017. Prior to this, he held the position as Chief Executive Officer of Markedskraft AS. Fensli has more than 20 years of experience from several board- and management positions, including International Marketing Manager in Axellus AS, Marketing Manager in Lilleborg AS, Manager business consulting in PWC and Finance Manager in Arendals Fossekompani ASA. He holds a MSc in Economics and Business Administration from Norwegian School of Economics (NHH).
Board member since: 2020 Elected until: 2023 Independent of Executive Management Current Board positions: NorSun AS (member) Member of: Audit Committee Number of shares in Volue ASA: 17,000 Board meetings attended in 2021: 20
Christine Grabmair (1979) Board Member
Christine Grabmair has been the Head of Customer Solutions of E.ON Digital Technology GmbH, Germany since April 2019. She has 18 years of experience from the industrial and technology industries, including as Chief Information Officer at Components Technology at thyssenkrupp AG. Grabmair holds a diploma in Business Administration and a MSc in Information Systems.
Board member since: 2021 Elected until: 2022 Independent of Executive Management and the company's main shareholder Number of shares in Volue ASA: 0 Board meetings attended in 2021: 15
Henning Hansen (1965) Board Member
Henning Hansen has more than 30 years' experience from the software and technology industry and has worked as a full time nonexecutive Board member and owner of HEPE Consulting AS since 2017. He previously held the positions as Chief Executive Officer in Norman ASA and Confirmit ASA, Vice President of Gartner Norway and Oracle Norway, and IT manager of Eltek ASA. Hansen has also served as chairman of Apsis AB, and as a member of the board of directors of Catalystone AS, ENEAS AS, Software Innovation AS and Powel AS. Hansen holds two bachelor degrees: A BBa from BI Norwegian School of Management in Oslo and a BSc from Oslo Ingeniørhøyskole.
Board member since: 2020 Elected until: 2022 Independent of Executive Management and the company's main shareholder Current Board positions: Chairman of the board of Norstat AS and Defendable AS and member of the board of directors of GSGroup AS, Wellit AS and Forsta AS. Member of: Audit Committee Number of shares in Volue ASA: 42,857 Board meetings attended in 2021: 20
Kjetil Kvamme (1966) Board Member, elected by the employees
Kjetil Kvamme holds the position as Product Manager in Power Grid at Volue and has been with the company since 1995. Prior to this he worked at an Electrical Utility in Tromsø as an installer and later electrical engineer for six years. Kvamme has previously served as Board Member in Powel AS from 2015 until 2021. He holds a Master of Sciences in Applied Physic from University of Tromsø.
Board member since: 2020 Elected until: 2023 Number of shares in Volue ASA: 0 Board meetings attended in 2021: 10
Dr. Vija Pakalkaite (1982) Board Member, elected by the employees
Vija Pakalkaite is the Managing Director of Volue Insight of the German business in Berlin, and she also leads a mid-term and long-term electricity market analysis team. Prior to joining Volue, she worked at market intelligence company ICIS, Central Bank of Lithuania, European Commission, as well as for Bonnier Business Press. Pakalkaite holds a PhD in political science, awarded by the Central European University of Vienna/Budapest.
Board member since: 2021 Elected until: 2023 Number of shares in Volue ASA: 102 Board meetings attended in 2021: 01
Knut Ove Blichner Stenhagen (1985) Board Member, elected by the employees
Knut Ove Blichner Stenhagen holds the position as Head of Automation in Industrial IoT at Volue. He has served as member of the board of directors of Scanmatic AS, now Industrial IoT by Volue, from 2014 and has held the position as Head of Automation since January 2018. Prior to this Stenhagen worked as a Development engineer in Scanmatic (2012-2017) and a Project Engineer at Siemens (2009-2012). He holds a Master of Science in Engineering Cybernetics from Norwegian University of Science and Technology (2009).
Board member since: 2020 Elected until: 2023 Number of shares in Volue ASA: 6,946 Board meetings attended in 2021: 20
Annette Maier (1968) Board Member
Annette Maier is Area Vice President Central & Eastern Europe at UiPath, a leading provider of automation and RPA (Robotic Process Automation) and is responsible for the business in the regions of Central and Eastern Europe. Maier brings more than 20 years of experience in management and sales in European companies in the tech sector. Prior to her position at UiPath, she was responsible for the growth of the cloud business within the DACH region at Google Cloud. She also spent six years at VMware, where she most recently was Vice President and General Manager in Germany, and earlier Director Global Accounts at CEMEA and led the Enterprise Account Team. Before that, Maier spent more than six years in management positions at Hewlett-Packard. She holds MBA in business administration and economics at the University of Cologne in Germany.
Board member since: 2021 Elected until: 2023 Independent of Executive Management and the company's main shareholder Current Board positions: Compass Group (member) Number of shares in Volue ASA: 0 Board meetings attended in 2021: 3
Anja Schneider (1976) Board Member
Anja Schneider serves as Senior Vice President and Chief Operating Officer (COO) globally for the executive board area Technology & Innovation at SAP, the world largest provider and market leader in enterprise application software. In this role she is responsible for the operationalisation of development strategy incl. planning, business transformation, workforce strategy, portfolio management, cloud operations as well as strategic customer engagements. She brings more than 20 years of experience in technology and business. Schneider held various senior leadership positions in the area of Sales, Go-to-Market Strategy, strategic planning of IT landscapes, integration, business model innovation as well as extensive industry knowledge. Schneider holds a Master in public management and business from the University of Applied Sciences - Public Administration and Finance Ludwigsburg.
Board member since: 2021 Elected until: 2023 Independent of Executive Management and the company's main shareholder Number of shares in Volue ASA: 0 Board meetings attended in 2021: 3
This presentation provides financial highlights for the quarter for Volue. The financial information is not reported according to the requirements in IAS 34 and the figures are not audited.
Volue ASA presents alternative performance measures as a supplement to measures regulated by IFRS. The alternative performance measures are presented to provide better insight and understanding of operations, financial position and the basis for future developments.
Through digital platforms and innovative solutions, we deliver services critical to society for a cleaner, better, and more profitable future.
Volue ASA
Chr. Krohgsgate 16 Postboks 9008 NO-0186 Oslo Norway
[email protected] +47 73 80 45 00
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