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Nel ASA

Earnings Release Nov 5, 2020

3670_rns_2020-11-05_1878a17d-ef60-4ef0-9a3a-707a85f8eca3.pdf

Earnings Release

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Nel ASA

Q3 2020 interim report

Highlights of the quarter

  • Nel ASA (Nel) reported revenue and operating income in the third quarter 2020 of NOK 147.7 million, in line with the third quarter 2019 (Q3 2019: 148.9)
  • Global travel restrictions and extraordinary measures related to the Covid-19 pandemic have negatively impacted progress on customer/partner dialogue, order intake, installation, commissioning, and production efficiency
  • Order backlog reached NOK 938.5 million at the end of the quarter, up 63% from the end of third quarter 2019 (down 9% compared to the end of second quarter 2020)
  • EBITDA of NOK –42.1 million (Q3 2019: -28.9)
  • Operating loss of NOK -116.3 million (Q3 2019: -48.4) and a pre-tax loss of NOK -628.6 million (Q3 2019: -34.3), mainly related to a negative fair value adjustment of the shareholding in Nikola Corporation of NOK -513.3 million
  • Cash balance of NOK 2 543.6 million (Q3 2019: 651.0)
  • Awarded a NOK 16 million grant from the Research Council of Norway for a research project which seeks to further improve the efficiency and cost of next generation, pressurised alkaline electrolyser platform
  • Awarded a USD 4.4. million grant by the US Department of Energy (DOE) for development of advanced components and manufacturing methods to enable low cost hydrogen from electrolysis

Subsequent events

  • On October 5, Nel received a purchase order for an H2Station™ from Everfuel with a value of around EUR 1.6 million.
  • On October 21, Everfuel, an associate of Nel, successfully completed a private placement of NOK 290.4 million and was subsequently listed on Merkur Market on October 29
  • On October 22, Nel received a purchase order for a 1.25 MW containerized PEM electrolyser from NREL with a value of about USD 2 million
  • On October 30, Nel announced a Letter of Intent with Statkraft to supply up to 50 MW of alkaline electrolyser capacity for a fossil free steel project in Norway
  • On November 3, Nel was selected by Iberdrola as the preferred supplier for a 20 MW PEM solution for a green fertilizer project in Spain

Key figures

(unaudited amounts in NOK million) Q3
2020
Q3
2019
Q1-Q3
2020
Q1-Q3
2019
Full year
2019
Revenue and operating income 147.7 148.9 422.8 393.9 569.7
Operating expenses 264.0 197.3 698.0 585.0 823.3
EBITDA1) -42.1 -28.9 -155.3 -136.3 -178.1
Operating loss1) -116.3 -48.4 -275.2 -191.2 -253.6
Pre-tax income (loss)2) -628.6 -34.3 -39.6 -182.1 -277.2
Net income (loss)2) -626.7 -32.4 -33.5 -176.5 -269.7
Net cash flow from operating activities -69.4 -31.2 -132.3 -144.3 -209.2
Cash balance end of period 2 543.6 651.0 2 543.6 651.0 526.0

1) The effect of the Rotolyzer® impairment and amortisation of received grants has negatively impacted operating loss by NOK -19.3 million and positively impacted EBITDA by NOK 18.7 million, respectively, in Q3 2020

2) Q3 2020 includes a negative fair value adjustment of the shareholding in Nikola Corporation of NOK -513.3 million (a value of USD 20.48 per share as of September 30, 2020). The fair value adjustment was NOK 0 in the third quarter 2019. A 10 USD increase/reduction in the share price of Nikola Corporation will lead to gains/losses of about MNOK 100.0 with a USD/NOK of 9.0

Financial development

Nel revenues and operations have been and are expected to continue to be negatively impacted by disruptions in the value chain, travel restrictions and the general business slowdown caused by Covid-19. Nel remains committed to its strategy and has since 2019 taken on additional costs to prepare for future growth. The revenue shortfall and business disruptions caused by Covid-19 have impacted and will continue to impact financial results negatively throughout 2020, but have not resulted in a change of strategy for the company.

Nel reported revenue and operating income in the third quarter 2020 of NOK 147.7 million (148.9), following a development in the Fueling and Electrolyser segment of 21.8% and -17.1%, respectively, compared to the same quarter in 2019. Revenues were negatively impacted by "stay home - stay safe" policies and travel restrictions arising from the Covid-19 pandemic, both from the portion of revenues that are recognised at delivery or when commissioning is completed and from shorter lead time orders (smaller units and service).

At the end of the third quarter 2020, Nel had an order backlog of NOK 938.5 million, up from NOK 575.0 million a year earlier. Order intake is expected to vary between quarters as the order size increases.

Cost of goods sold (COGS) has decreased with 4.4% from third quarter 2019. The decreased COGS is related to the 18.6% decrease in revenue from contracts with customers and is also affected by increased costs from project execution in the Fueling and Electrolyser divisions.

Personnel expenses increased by 26.2% compared to the same quarter in 2020, which is explained by a higher number of employees, up from 297 employees by the end of third quarter 2019 to 376 at the end of third quarter 2020. Other operating expenses decreased by 1.9%. The high level of personnel and other operating costs are the results of Nel's strategic decision to pursue growth and higher activity levels.

To date, despite the ongoing, global pandemic, Nel has been able to keep all full-time employees and only reduce the number of hiredin/contracted personnel. Nel believes in the longterm growth of the hydrogen business and wants to be ready to set full operations in motion as soon as the situation begins to normalize. However, the current shortfall in revenues, combined with the pre-pandemic cost base, contributes negatively to overall results in the quarter.

Costs for the stock option- and share incentive program, which are included in personnel expenses, were NOK 0.3 million (2.3) in the quarter.

EBITDA ended at NOK -42.1 million (-28.9), while the EBITDA margin was -28.5% (-19.4%).

Depreciation, amortisation and impairment were NOK 74.2 million (19.5) in the quarter. The increase was driven by the NOK 38.0 million RotoLyzer® impairment.

Operating loss amounted to NOK -116.3 million (-48.4) in the period.

Net financial items amounted to a loss of NOK -512.4 million (14.1) and was driven by a negative fair value adjustment of the shareholding in Nikola Corporation of NOK 513.3 million (a value of USD 20.48 per share as of September 30, 2020).

Pre-tax loss was NOK -628.6 million (-34.3) in the quarter and the net loss was NOK -626.7 million, compared to a loss of NOK -32.4 million in the same quarter 2019.

Comprehensive income is negative with NOK -618.6 million (7.2). There was a positive currency translation difference, net of tax, of NOK 1.3 million in the quarter (42.3) related to converting statement of financial position from subsidiaries in USD and DKK into NOK using a higher currency rate than in the previous quarter.

Total assets were NOK 4 859.5 million at the end of the quarter, compared to NOK 2 430.7 million at the end of 2019, mainly due to an increase of cash from share capital increases in January and June, working capital and current assets. Total equity was NOK 4 221.6 million, thus, the equity ratio was 86.9%.

Net cash flow from operating activities in the quarter was NOK -69.4 million, compared to NOK -31.2 million in the third quarter in 2019. The development is mainly due to higher personnel and operating expenses. Net cash flow from investing activities was NOK -44.7 million (-26.4).

Nel's cash balance at the end of third quarter 2020 was NOK 2 543.6 million. The increase from end of 2019 is mainly due to raising net proceeds of NOK 818.8 million and NOK 1 265.5 million from the share capital increase in January and June, respectively. This is partly offset by negative cash flow from operations and investments.

Nel in brief

Nel is a global, dedicated hydrogen company, delivering optimal solutions to produce, store and distribute hydrogen from renewable energy. The company serves industries, energy and industrial gas companies with leading green hydrogen production technology.

Since our origins in 1927 as part of Norsk Hydro, we have a proud history of development and continuous improvement of hydrogen technologies.

Our hydrogen solutions cover important parts of the value chain: from hydrogen production technologies to hydrogen fueling stations, enabling industries to transition to green hydrogen, and providing fuel cell electric vehicles with the same fast fueling and long range as fossilfuelled vehicles - without emissions.

Nel Hydrogen Electrolyser

Production and installation of electrolysers for hydrogen production.

Nel Hydrogen Electrolyser is the world's largest electrolyser manufacturer, offering both alkaline and PEM (proton exchange membrane) technology globally. The company's roots date to 1927, when Norsk Hydro developed large-scale electrolyser plants, providing renewable hydrogen for use in ammonia production with fertiliser as the end-product. Since then, Nel's electrolyser technology has improved continuously, delivered across the world, and has set the industry standard for performance and total cost of ownership.

Historically, hydrogen has primarily been used as an input factor for a broad spectrum of industrial applications and products, such as ammonia, refineries, methanol, edible oil, chemicals, metallurgy, glass, electronics, generator cooling, polysilicon used in photovoltaic solar panels, and other industrial applications.

Of the total global hydrogen market, only around 1% of the hydrogen is generated via water electrolysis. However, electrolysis is expected to grow in market share, mainly driven by the decreasing cost of renewable energy, increased share of intermittent (wind and solar) energy, decreasing cost of electrolysers, and an increasing focus on climate and air quality.

The overall hydrogen market is also expected to grow significantly in the coming years, with hydrogen being used as a zero-emission fuel for mobility and as a way of decarbonising various industrial sectors like the replacement of coal in the metal industry, and other hard-todecarbonise sectors. The process of converting renewable electricity to hydrogen and utilising hydrogen both in existing and new markets, is referred to as "power-to-X", were X refers to the various applications for hydrogen.

A step-change in the size of power-to-X projects is beginning worldwide, as projects are moving to megawatt-scale. This trend is welcomed by Nel, as it makes the group's portfolio of large-scale electrolyser solutions increasingly relevant.

Nel began commercial sales of electrolysers in the 1970s and has since delivered over 3500 electrolyser units in more than 80 countries. The electrolyser business area has manufacturing facilities in Notodden, Norway, and in Wallingford, Connecticut, USA. The company has a global reach through its in-house sales operation and network of agents across the globe.

Today, Nel has a complete product portfolio of both alkaline and PEM electrolysers and is also continuously developing and improving both technologies. Initiatives include a next generation large scale, pressurised alkaline electrolyser as well as larger PEM stacks, and large-scale solutions which allow for significant cost reductions on a system level.

With increasing demand for large scale electrolysers, Nel has also decided to significantly increase its manufacturing capacity of atmospheric alkaline electrolysers. In 2019 Nel secured a location for the new manufacturing plant at Herøya, Norway, and targets to have an initial capacity of 500 MW/year, more than 12 times current capacity. The capacity at the new plant can be further expanded to beyond 2 GW/year. The Herøya plant will be highly automated and significant production cost reductions are expected. These cost reductions will be important in making renewable hydrogen cost competitive with fossil hydrogen and fossil fuels.

Reduced cost and new large scale solutions should enable Nel to penetrate new markets, as well as increase its competitiveness in existing ones. And gradually, Nel aims to replace the various fossil solutions for hydrogen production on which the world currently relies.

Nel Hydrogen Fueling

Production of hydrogen fueling stations for cars, buses, trucks, forklifts and other applications.

Nel Hydrogen Fueling is a leading manufacturer of hydrogen fueling stations that provide FCEVs (Fuel Cell Electric Vehicles) with the same fast fueling and long range as conventional fossil fuel vehicles. Since Nel began manufacturing hydrogen fueling stations in 2003, we have invested significantly in R&D. Today, Nel is one of the global leaders on hydrogen fueling stations for mobility applications. The H2Station™ technology is now being utilized on a daily basis in several European countries as well as in South Korea and California, US, providing forklifts, passenger vehicles, buses and trucks hydrogen, driving the transition to zero emission mobility.

Nel was among the first to achieve compliance with the international hydrogen fueling standard (SAE J2601) required by major car manufacturers. With the H2Station™ technology, Nel's ambition is to maintain the position as a preferred supplier for international hydrogen fueling infrastructure operators.

Nel's H2Station™ manufacturing plant is located in Herning, Denmark. It has a capacity of 300 H2Station™ modules per year, leaving room for significant growth. Combining technology innovations with increased manufacturing capacity should enable Nel to further reduce the cost of our leading hydrogen fueling station solutions.

Our target is to enable hydrogen to outcompete fossil fuels for an increasing number of applications, and eventually to become a preferred fuel alternative. Increased activities in the heavy-duty segment (buses, trucks etc.) has encouraged Nel to step up technology developments, and to launch new products, better suited for heavy-duty applications. Significant technology developments will continue going forward to support these new applications.

All in all, our combined electrolyser and fueling activities are supporting our vision:

"empowering generations with clean energy forever"

Developments

Nel Hydrogen Electrolyser

Nel Hydrogen Electrolyser reported revenue and operating income of NOK 71.8 million in the third quarter of 2020, a decrease of 17% from NOK 86.6 million in the same quarter 2019. Norway has an increase of 224% from higher sales of alkaline electrolysers and amortisation of grants, while the US has a decrease of 49% from sales of PEM electrolysers. Nel Hydrogen Electrolyser has been particularly negatively impacted by the general business slow down and delay in closing orders resulting from Covid-19.

EBITDA was NOK -16.4 million in the third quarter of 2020, positively impacted by NOK 18.7 million amortisation of earlier received technology development grants, but overall a decrease from NOK -5.1 million in the same quarter in 2019. The reduction of NOK 11.3 million was mainly due to higher costs levels and somewhat lower margins in Norway and US as well as a general negative impact on operations due to Covid-19.

Employees in Nel Hydrogen Electrolyser has increased from 147 employees by the end of third quarter 2019 to 176 at the end of third quarter 2020, driven by increase in project and production personnel.

Update on the RotoLyzer® technology

Nel continues to develop step-change enabling technologies and products, as well as improving current platforms and investigating several different types of products with the ambition to provide a superior value proposition to its customers. As a result, the RotoLyzer® development activity has been reduced and in the short-term. Instead Nel is prioritising other research and development projects. This has increased the uncertainty of the timing of future commercialisation of the RotoLyzer® product. Nel will continue to develop the RotoLyzer® at a slower pace to further assess the commercial feasibility, and due to the increased timing uncertainty, Nel has recognised an impairment of NOK 38.0 million this quarter.

Nel has previously received NOK 18.7 million in government grants for the RotoLyzer® technology previously recognised as deferred income. The income is amortised over the useful life of the related assets, thus, Nel has recognised the entire NOK 18.7 million within 'other operating income' this quarter.

Nel awarded grant for further cost and efficiency improvements of next generation alkaline electrolyser

Nel has been awarded a NOK 16.0 million grant from the Research Council of Norway for a research project which seeks to further improve the efficiency and cost of next generation, pressurised alkaline electrolyser platform

Nel awarded grant to develop a novel electrolyser stack to enable lower cost hydrogen generation

Nel has been awarded a USD 4.4 million grant by the US Department of Energy (DOE) for development of advanced components and manufacturing methods to enable low cost hydrogen from electrolysis

Subsequent events:

On October 22, Nel received a purchase order with a value of about USD 2 million for a 1.25 megawatt (MW) containerised Proton PEM® electrolyser from the National Renewable Energy Laboratory (NREL). The electrolyser will be used use in the U.S. Department of Energy-supported AIRES research initiative at the NREL campus in Boulder, CO.

On October 30, Nel announced a Letter of Intent with Statkraft to supply up to 50 MW of alkaline electrolyser capacity for a fossil free steel project in Norway. The green hydrogen produced by the plant will be used in a production process of steel reinforcing products as an alternative to fossil fuels, and hence lower the carbon footprint of the process.

On November 3, Nel was selected by Iberdrola as the preferred supplier for a 20 MW PEM solution for a green fertilizer project in Spain. Contract award is subject to mutual agreement on the final commercial terms. The hydrogen plant is scheduled to commence operations in 2021.

Nel Hydrogen Fueling

Nel Hydrogen Fueling reported revenue and operating income of NOK 75.9 million in the third quarter 2020, a growth of 22% from NOK 62.3 million in the same quarter 2019.

EBITDA of NOK -13.8 million in the third quarter of 2020 has decreased from NOK -11.6 million in the same quarter in 2019.

Nel Hydrogen Fueling has seen a large increase in the utilisation of many of the stations already installed, this enables accelerated learnings and improvements in both within product maturity and overall reliability. Fueling a hydrogen car needs to be as easy and reliable as fueling a gasoline or diesel vehicle. A hydrogen fueling station is a complex and relatively new technology and the hydrogen industry, incl. Nel, still has some way to go in maturing the technology as well as investing in service and maintenance, robustness and reliability. Nel will continue to incur costs related to these activities. In addition, the third quarter 2020 has been negatively impacted in general by the Covid-19 situation.

Employees in Nel Hydrogen Fueling has increased from 141 employees by the end of third quarter 2019 to 186 at the end of third quarter 2020, driven by increase in service technicians and development personnel.

Subsequent events:

On October 5, Nel received a purchase order from Everfuel Europe A/S (Everfuel) for an H2Station™ hydrogen fueling station which will be used to fuel zero emission hydrogen buses in the Netherlands. The value of the purchase order is around EUR 1.6 million, and the station is scheduled to be operational by the end of 2021.

Corporate developments

Completed exercise of employee share options

Nel issued 6.05 million new shares through the exercise of employee share options during the quarter. The options were exercised at an average strike price per share of NOK 3.23. Obtained selling price was NOK 20.8, and as maximum gain for employees is NOK 5.0 per share option, Nel raised NOK 86.6 million in gross proceeds and added 391 147 shares to Nel's holding of treasury shares.

Subsequent events:

On October 21, Everfuel successfully completed a private placement issuing 13 200 000 new shares at a price of NOK 22 per share. Total number of issued shares after the transaction is 73 200 000 valuing Everfuel at NOK 1 610.4 million at the offer price. Everfuel was subsequently listed on Merkur Markets on October 29. Nel has been allocated 398 624 shares at a price of NOK 22 per share and a total purchase price of NOK 8.8 million. Nel has, subsequent to the private placement, a shareholding of 12 338 624 shares, or 16.86%.

Finance

(unaudited amounts in NOK thousands) Q3
2020
Q3
2019
Q1-Q3
2020
Q1-Q3
2019
Full year
2019
Finance income
Interest income 3 642 2 679 10 275 5 991 9 515
Change in fair value equity instruments -513 286 0 170 962 0 1 771
Other -743 57 22 793 146 1 357
Interest income and other finance income (loss) -510 386 2 736 204 030 6 137 12 643
Finance costs
Interest expense -2 283 -974 -7 193 -3 158 -5 922
Net foreign exchange gain (loss) -425 13 375 36 243 9 701 -1 351
Capitalised interest 1 297 0 3 800 0 1 207
Other 48 -124 -201 -341 -435
Interest expense and net foreign exchange gain (loss) -1 363 12 277 32 649 6 203 -6 500
Net finance income (cost) -511 749 15 014 236 679 12 339 6 142

Nel reported finance income of NOK -510.4 million in the third quarter 2020. The decrease in finance income compared with third quarter 2019 is mainly due to a change in fair value of Nel's shareholding in Nikola Corporation of NOK 513.3 million (a value of USD 20.48 per share as of September 30, 2020). The fair value adjustment was NOK 0 in the third quarter 2019. The Nikola shares are subject to a lock-up expiring on November 30, 2020.

Finance costs in third quarter 2020 was NOK -1.4 million compared to 12.3 million in third quarter 2019. Third quarter 2020 include NOK -1.5 (13.6) million in unrealised currency exchange gain (loss) resulting from revaluing internal loans.

Risks and uncertainty factors

Nel is exposed to risk and uncertainty factors, which may affect some or all of the group's activities. Nel is exposed to financial, market and operational risk. In addition, there is risk related to technology, implementation and execution of current and future products, and the Covid-19 situation. There are no significant changes in the risks and uncertainty factors described in our Annual Report for 2019.

Outlook

Covid-19

The global outbreak of Covid-19 is expected to continue to cause disruptions in Nel´s operations and financial performance as "stay home – stay safe" policies and the general business slowdown impacts production, order intake, customer dialogue, installations and commissioning and associated revenue recognition.

Nel remains committed to its strategy and has since 2019 taken on additional employees and costs to prepare for future growth. The revenue shortfall and business disruptions caused by Covid-19 have impacted and will continue to impact financial results negatively into 2021:

  • Installation and commissioning delays caused by travel restrictions
  • Delays in certain new order booking due to the macroeconomic slow-down
  • Nel holds the workforce largely intact to maintain the momentum when the situation normalizes and will continuously assess the situation

Subsequent events:

Nel has implemented and enforced strict Covid-19 measures to ensure the safety for employees and partners across locations. In October 2020, a Covid-19 situation was recorded at Notodden, Norway, with the deployment of contingency plans in close cooperation with local healthcare and administrative authorities. Affected individuals were quarantined, and the situation is normalized primo November 2020.

Core business outlook

Nel reiterates the confidence in the long-term potential for the industry, supported by the "green recovery" outlined by various governmental initiatives.

Nel aims to capitalise on the emerging opportunities within hydrogen by leveraging on the position as a technology front-runner, continued high focus on safety, global presence, cost leadership, strong financing and preferredpartner status for industry participants:

  • To maintain and strengthen its leading position in a growing market, Nel will accelerate investments in organisation and technology.
  • The hydrogen market is expected to grow significantly, and renewable hydrogen, often referred to as green hydrogen, is on a trajectory to outcompete fossil hydrogen as well as fossil fuels.
  • There is an increased adoption of industrial hydrogen applications with significant overall potential. In addition, there is a strong momentum within mobility, and especially for heavy duty applications such as trucks and buses. Renewable hydrogen as a future fuel alternative will facilitate zero emission from production to use.
  • Nel targets to maintain its current leading position in the electrolysis sector, continuing to develop both PEM and alkaline technologies to satisfy specific customer needs and preferences.

  • As markets in which Nel operates are developing towards lager scale, it is increasingly important to be a financially strong counterpart, especially for larger contracts.

  • Ongoing growth initiatives and ramp-up costs are expected to have a negative EBITDA impact into 2021.

Oslo, 5 November 2020 The Board of Directors

Ole Enger Beatriz Malo de Molina Charlotta
Falvin
Chair Board member Board member
(Sign) (Sign) (Sign)
Finn Jebsen Hanne Blume Tom Røtjer
Board member Board member Board member
(Sign) (Sign) (Sign)

Jon André Løkke

CEO

(Sign)

Condensed interim financial statements

Consolidated statement of comprehensive income (unaudited)

Q3 Q3 Q1-Q3 Q1-Q3 Full year
(amounts in NOK thousands) Note 2020 2019 2020 2019 2019
Revenue and operating Income
Revenue from contracts with customers 118 501 145 549 372 874 375 595 519 050
Other operating income 29 217 3 359 49 926 18 261 50 657
Total revenue and operating income 3 147 718 148 908 422 800 393 855 569 707
Operating expenses
Cost of goods sold 81 162 84 931 244 354 229 463 342 374
Personnel expenses 78 670 62 340 234 612 174 212 243 194
Depreciation, amortisation and impairment 4, 5 74 185 19 523 119 892 54 812 75 500
Other operating expenses 29 957 30 523 99 138 126 530 162 234
Total operating expenses 263 973 197 317 697 996 585 017 823 302
Operating loss -116 255 -48 409 -275 196 -191 161 -253 595
Finance income -510 386 2 736 204 030 6 137 12 643
Finance cost -1 363 12 277 32 649 6 203 -6 500
Share of loss from associates and joint ventures -637 -866 -1 036 -3 307 -29 786
Net financial items -512 386 14 148 235 643 9 032 -23 643
Pre-tax income (loss) -628 641 -34 261 -39 553 -182 129 -277 238
Tax expense (income) -1 951 -1 893 -6 067 -5 589 -7 529
Net income (loss) -626 690 -32 368 -33 485 -176 540 -269 710
Items that are or may subsequently be reclassified to income statement:
Currency translation differences 1 307 42 288 83 549 21 602 2 240
Cash flow hedges, effective portion of changes in fair value 8 454 -3 157 630 -3 971 -2 388
Cash flow hedges, reclassified to income statement -1 667 459 2 994 844 1 602
Other comprehensive income 8 094 39 589 87 173 18 475 1 453
Total comprehensive income -618 596 7 221 53 687 -158 065 -268 256
Basic EPS (figures in NOK) 1) -0.47 -0.03 -0.02 -0.15 -0.22
Diluted EPS (figures in NOK) 1) -0.47 -0.03 -0.02 -0.15 -0.22
Weighted average number of outstanding shares (million) 1 327 1 218 1 314 1 199 1 211

1) Basic and diluted earnings per share are computed using the weighted average number of ordinary shares outstanding.

The accompanying notes are an integral part of the condensed consolidated financial statements (unaudited).

Consolidated statement of financial position (unaudited)

(amounts in NOK thousands) Note 30.09.2020 31.12.2019
ASSETS
Intangible assets 4 1 197 047 1 118 075
Property, plant and equipment 5 322 216 256 170
Other non-current assets 45 799 66 089
Total non-current assets 1 565 061 1 440 334
Inventories 284 512 205 234
Trade receivables 91 758 183 333
Contract assets 52 717 37 103
Other current assets 321 839 38 688
Cash and cash equivalents 2 543 616 525 982
Total current assets 3 294 442 990 340
TOTAL ASSETS 4 859 503 2 430 673
EQUITY AND LIABILITIES
Shareholders' equity 4 221 565 1 846 618
Total equity 4 221 565 1 846 618
Deferred tax liability 63 746 63 343
Long-term debt 32 682 30 577
Lease liabilities 78 484 79 121
Other non-current liabilities 76 285 70 605
Total non-current liabilities 251 197 243 646
Trade payables 66 821 92 197
Lease liabilities 13 179 12 066
Contract liabilities 177 984 147 481
Other current liabilities 128 756 88 666
Total current liabilities 386 741 340 409
Total liabilities 637 938 584 055
TOTAL EQUITY AND LIABILITIES 4 859 503 2 430 673

The accompanying notes are an integral part of the condensed consolidated financial statements (unaudited).

Consolidated statement of cash flows (unaudited)

Q3 Q3 Q1-Q3 Q1-Q3 Full year
(amounts in NOK thousands) 2020 2019 2020 2019 2019
Cash flow from operating activities
Pre-tax income (loss) -628 641 -34 261 -39 553 -182 129 -277 238
Depreciation, amortisation and impairment 74 185 19 523 119 892 54 812 75 500
Change in net working capital -4 159 -15 719 7 951 -50 638 -71 637
Other adjustments 1) 489 178 -709 -220 577 33 606 64 147
Net cash flow from operating activities -69 437 -31 166 -132 287 -144 348 -209 228
Cash flow from investment activities
Purchases of property, plant and equipment -29 555 -6 953 -75 909 -25 307 -49 913
Payments for capitalised technology -14 797 -11 580 -59 909 -36 795 -68 949
Purchases of other investments 2) 0 0 -56 638 0 0
Investments in other financial assets 0 -7 849 -12 998 -7 849 -7 849
Loan given to associates and joint ventures 0 0 0 -5 000 -5 975
Investments in associates and joint ventures -300 0 -567 0 -3 085
Sale of subsidiaries 0 0 0 0 1 653
Acquisition of subsidiaries, net of cash acquired 0 0 26 022 0 0
Net cash flow from investing activities -44 652 -26 382 -179 998 -74 950 -134 118
Cash flow from financing activities
Interest paid -1 036 -1 104 -3 390 -3 053 -4 715
Interest received 3 297 2 806 10 319 6 249 9 515
Gross cash flow from share issues 86 574 12 387 2 378 413 544 942 545 984
Transaction costs connected to share issues -164 -818 -68 266 -20 324 -20 426
Proceeds from new loan 0 0 16 395 0 0
Payment of lease liabilities -2 616 -2 165 -7 891 -5 724 -8 163
Payment of non-current liabilities -451 -256 -1 738 -1 612 -2 700
Net cash flow from financing activities 85 604 10 850 2 323 841 520 477 519 496
Foreign currency effects on cash 6 033 7 6 078 35 86
Net change in cash and cash equivalents -22 451 -46 691 2 017 635 301 213 176 235
Cash and cash equivalents beginning of period 2 566 068 697 651 525 982 349 747 349 747
Cash and cash equivalents 2 543 616 650 960 2 543 616 650 960 525 982

1) Q3 2020 includes a negative fair value adjustment of the shareholding in Nikola Corporation of NOK 513.3 million (USD 20.48 per share as of September 30, 2020). The fair value adjustment was NOK 0 in Q3 2019.

2) Purchases of other investments comprises bank deposits and advance payment guarantees with a maturity longer than three months at the date of purchase.

Consolidated statement of changes in equity (unaudited)

Other
Share Share Treasury components Retained Total
(amounts in NOK thousands) capital premium shares of equity earnings equity
Equity as of 01.01.2019 222 710 1 585 570 -12 50 196 -279 486 1 578 978
Net loss 0 -269 710 -269 710
Currency translation differences 2 240 2 240
Hedging reserve -786 -786
Capital increase 21 710 503 848 525 558
Options and share program -2 6 312 6 310
Other changes 4 028 4 028
Equity as of 31.12.2019 244 421 2 089 418 -14 51 649 -538 855 1 846 618
Net loss -33 485 -33 485
Currency translation differences 83 549 83 549
Hedging reserve 3 624 3 624
Capital increase 37 068 2 273 078 2 310 147
Options and share program 65 -65 5 604 5 604
Other changes 5 509 5 509
Equity as of 30.09.2020 281 489 4 362 562 -79 138 822 -561 227 4 221 565

Notes to the interim financial statements

Note 1 Organisation and basis for preparation

Corporate information

Nel is a global, dedicated hydrogen company, delivering optimal solutions to produce, store, and distribute hydrogen from renewable energy. We serve industries, energy, and gas companies with leading hydrogen technology. Our roots date back to 1927, and since then, we have had a proud history of development and continuous improvement of hydrogen technologies. Today, our solutions cover the entire value chain: from hydrogen production technologies to hydrogen fueling stations, enabling industries to transition to green hydrogen, and providing fuel cell electric vehicles with the same fast fueling and long range as fossil-fueled vehicles - without the emissions. The group has two divisions: Nel Hydrogen Electrolyser and Nel Hydrogen Fueling.

Nel (org. no 979 938 799) was formed in 1998 and is a Norwegian public limited company listed on the Oslo Stock Exchange. The group's head office is in Karenslyst allé 20, N-0278 Oslo, Norway. The condensed interim consolidated financial statements were authorised for issue by the Board of Directors on 5 November 2020.

Basis for preparation

The financial information is prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" (IAS 34). This financial information should be read together with the annual report for the year ended 31 December 2019 prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU).

The accounting policies adopted in the preparation of the condensed interim consolidated financial statements are consistent with those used in the preparation of the group's annual consolidated financial statements for the year ended 31 December 2019.

As a result of rounding differences numbers or percentages may not add up to the total.

Note 2 Significant estimates, judgements and assumptions

The preparation of the interim financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets, liabilities and disclosure of contingent liabilities at the date of the interim financial statements. If in the future such estimates and assumptions, which are based on management's best judgment at the date of the interim financial statements, deviate from the actual circumstances, the original estimates and assumptions will be modified as appropriate in the period in which the circumstances change.

In the process of applying the group's accounting policies, management has made the following judgements, which have the most significant effect on the amounts recognised in the condensed interim financial statements:

  • Impairment of goodwill
  • Development expenses
  • Leases, incremental borrowing rates and lease terms
  • Deferred tax asset
  • Revenue recognition

The estimates and underlying assumptions are reviewed on an ongoing basis, considering the current and expected future market conditions. Changes in accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods. Refer to the annual report of 2019 for more details related to key judgements and estimation.

As a result of the outbreak of Covid-19 during the first half of 2020, all significant estimates and underlying assumptions have been reviewed in the light of this new situation. Nel has focused on the estimates related to expected credit loss on trade receivables and contract assets, reviewing credit risk and risk of default including the loss given default. Nel has not identified any significant Covid-19 related impact to these condensed consolidated financial statements as of 30 September 2020.

Note 3 Segments

Nel identifies its reportable segments and discloses segment information under IFRS 8 Operating Segments. This standard requires Nel to identify its segments according to the organisation and reporting structure used by management. See Nel's Annual Report 2019 note 3 Business segments information for a description of Nel's management model and segments, including a description of Nel's segment measures and accounting principles used for segment reporting.

The executive management group is the chief operating decision maker (CODM) and monitors the operating results of its business units separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss and is measured consistently with profit or loss in the consolidated financial statements. Nel operates within two business segments, Nel Hydrogen Electrolyser and Nel Hydrogen Fueling. For more information on the segments operation, see section 'Nel in brief' on pages 6-7.

Billing of goods and services between operating segments are effected on an arm's length basis.

Q3 Q3 Q1-Q3 Q1-Q3
(amounts in NOK thousands) 2020 2019 Change 2020 2019 Change
Revenue and operating income
Nel Hydrogen Electrolyser 71 773 86 573 -17% 211 922 218 969 -3%
Nel Hydrogen Fueling 75 945 62 335 22% 210 878 174 886 21%
Total 147 718 148 908 -1% 422 800 393 855 7%
EBITDA
Nel Hydrogen Electrolyser -16 441 -5 064 -60 961 -26 891
Nel Hydrogen Fueling -13 846 -11 614 -53 259 -72 826
Other and eliminations1) -11 784 -12 208 -41 084 -36 632
Total -42 070 -28 886 -155 304 -136 349
Investments2)
Nel Hydrogen Electrolyser 34 439 12 488 176% 99 018 42 620 132%
Nel Hydrogen Fueling 9 912 13 893 -29% 49 797 32 330 54%
Total 44 352 26 382 68% 148 816 74 950 99%
Total assets3)
Nel Hydrogen Electrolyser 1 309 788 1 079 310 21%
Nel Hydrogen Fueling 1 022 316 751 378 36%
Other and eliminations1) 2 527 399 663 208 281%
Total 4 859 503 2 493 895 95%

The following table includes information about Nel's operating segments.

1) Other and eliminations comprises parent company and elimination of intercompany transactions.

2) Investments comprise intangible assets, property, plant and equipment, associates and joint ventures and equity instruments.

3) Total assets per segment includes excess values on intangible assets derived from the consolidation of the financial statements.

Property, Plant and Equipment by geographical area Full year
(amounts in NOK thousands) 30.09.2020 30.09.2019 Change 2019 Change
Norway 150 937 49 767 203% 113 167 33%
Denmark 116 702 89 272 31% 93 589 25%
USA 50 904 48 060 6% 47 332 8%
South Korea 3 672 2 332 57% 2 082 76%
Total 322 216 189 431 70% 256 170 26%

Note 4 Intangible assets

Customer
(amounts in NOK thousands) Goodwill Technology relationship Total
Carrying amount of 01.01.2020 609 154 451 736 57 185 1 118 075
Additions 0 59 909 0 59 909
Amortisation 0 -36 347 -9 943 -46 291
Impairment 0 -38 386 0 -38 386
Currency translation differences 59 953 39 227 4 559 103 740
Carrying amount as of 30.09.2020 669 108 476 138 51 801 1 197 047

An impairment expense of NOK 38.4 million has been recognised in the quarter which includes impairment of the RotoLyzer® technology of NOK 38.0 million and consequently the recognised value of the RotoLyzer® technology is NOK 0 in the statement of financial position. Nel continues to develop the RotoLyzer® to further assess the commercial feasibility. However as there is increased uncertainty in the timeline for completing the RotoLyzer®, Nel has recognised an impairment expense even as the development continues.

Intangible assets are reviewed each quarter for impairment indicators, including market changes, technological development, order backlog and other changes that might potentially reduce the value of the assets. For goodwill, impairment tests are performed annually at year-end, and if impairment indicators are identified.

Goodwill is tested using the 'value in use' approach determined by discounting expected future cash flows. If the impairment test reveals that an asset's carrying amount is higher than its value in use, an impairment loss will be recognised.

Impairment tests are performed on three Cash Generating Units (CGUs). Goodwill and intangible assets are related to CGU Electrolyser Norway, CGU Electrolyser US and CGU Fueling.

Note 5 Property, plant and equipment

Property, plant and equipment comprise owned and leased assets

(amounts in NOK thousands) Land, buildings and
equipment
Right-of-use assets Total
Carrying amount as of 01.01.2020 171 829 84 341 256 170
Additions 79 709 1 244 80 953
Remeasurements 0 674 674
Depreciation -11 726 -10 682 -22 408
Impairment -12 807 0 -12 807
Currency translation differences 17 367 2 267 19 634
Carrying amount as of 30.09.2020 244 372 77 844 322 216

Note 6 Equity instruments

Nikola Corporation

USD/per
(amounts in thousands) Shareholding1) share USD value2) USD/NOK Book value
Carrying amount as of 01.01.20192) 582 073 8.59 5 000 8.43 42 131
Fair value adjustment 2019 0 0.00 0.35 1 771
Carrying amount as of 01.01.2020 582 073 8.59 5 000 8.78 43 902
Fair value adjustment Q1 2020 0 0.00 1.73 8 627
Fair value adjustment Q2 2020 524 447 58.94 -0.76 675 620
Fair value adjustment Q3 2020 0 -47.05 -0.26 -513 286
Carrying amount as of 30.09.2020 1 106 520 20.48 22 662 9.48 214 863

1) Nel received 1.901 shares in Nikola Corporation per share in Nikola Motor Company Inc. as share consideration following the listing of Nikola on Nasdaq on June 4, 2020

2) Acquisition cost of USD 5.0 million.

Subsequent event - Everfuel

NOK/per
(amounts in thousands) Shareholding share Value
Carrying amount as of 30.09.2020 11 940 000 0.14 1 728
Fair value adjustment listing 21 October 2020 0 21.86 260 952
Private placement, allocation of shares at NOK 22 per share 398 624 0.00 8 770
Fair value at price per share in private placement 21 October 2020 12 338 624 22.00 271 450

1) As of 30. September 2020, Nel held 19.90 ownership in Everfuel (11 940 000 shares of 60 000 000). The investment is recognised as an equityaccounted investee with a book value of NOK 1.7 million within 'other non-current assets' in the Q3 2020 report.

2) On October 21, Everfuel successfully placed a private placement, issuing 13 200 000 new shares at a price of NOK 22 per share. Total shares after the transaction is 73 200 000 and Nel has a shareholding of 12 338 624 shares, or 16.86%. Subsequent to the listing of Everfuel shares, the equity instrument will be presented as 'current assets' in the statement of financial position and changes in fair value within 'finance income'.

Alternative Performance Measures

Nel discloses alternative performance measures (APMs) in addition to those normally required by IFRS. This is based on the group's experience that APMs are frequently used by analysts, investors and other parties as supplemental information.

The purpose of APMs is to provide an enhanced insight into the operations, financing and future prospect of the group. Management also uses these measures internally to drive performance in terms of monitoring operating performance and long-term target setting. APMs are adjusted IFRS measures that are defined, calculated and used in a consistent and transparent manner over the years and across the group where relevant.

Financial APMs should not be considered as a substitute for measures of performance in accordance with the IFRS.

Nel's financial APMs

EBITDA: is defined as earnings before interest, tax, depreciation, amortisation and impairment. EBITDA corresponds to operating profit/(loss) plus depreciation, amortisation and impairment.

EBITDA margin: is defined as EBITDA divided by revenue and operating income.

Equity ratio: is defined as total equity divided by total assets.

Order backlog: is defined as firm purchase orders with agreed price, volume, timing, terms and conditions and where revenue is yet to be recognised.

Title: Nel ASA

Published date: 05.11.2020

[email protected] +47 23 24 89 50

Karenslyst allé 20, PB 199 Skøyen, 0212 Oslo, Norway

The publication can be downloaded on nelhydrogen.com

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