Belships

Annual / Quarterly Financial Statement • Feb 11, 2025

QUARTERLY REPORT – Q4 2024

11 February 2025

Belships ASA

www.belships.com Enterprise no: NO 930776793 MVA

LIQUIDITY EVENT FOR SHAREHOLDERS

HIGHLIGHTS Q4

• EBITDA of USD 19.4m
• Net result of USD 7.5m
• TCE of USD 15 552 gross per day for owned fleet
• Agreement for recommended voluntary cash offer
• No dividend declared
• 72 per cent of ship days in Q1 2025 are fixed at USD 13 600 gross per day
• 27 per cent of ship days in the next four quarters are fixed at USD 14 350 gross per day
• Uniform fleet of 42x Ultramax vessels including 12x newbuildings

Overview of voluntary cash offer by Blue Northern BLK to acquire all shares in Belships

• On December 19, 2024, Belships ASA ("Belships") announced an agreement with Blue Northern BLK Ltd (the "Offeror") for the Offeror to make a voluntary cash offer to all shareholders in Belships
• The Offeror is a company established by Entrust Global, a global asset manager with multiple investments within shipping and offshore
• The offer price is NOK 20.5 per share (adjusted for any dividends distributed before the completion of the offer). The settlement will be in cash (NOK), and the offer price represents a premium of 29.4% compared to the last closing price before the agreement was announced on December 19, 2024
• A total of 68.43% of Belships' shareholders (including board members) have pre-accepted the offer. The offer is also recommended by the Belships' board, which unanimously advises Belships' shareholders to accept the offer
• Belships' board has received a fairness opinion from Nordea Bank Abp, filial i Norge concluding that the offer price is fair, from a financial point of view
• The offer is described in an offer document dated January 21, 2025, which has been approved by Oslo Børs (the "Offer Document")
• ABG Sundal Collier is the financial advisor to the Offeror. The Offer Document and acceptance form is available on ABG Sundal Collier's website (www.abgsc.com/transactions)
• Shareholders in Belships who wish to accept the offer can do so by returning the acceptance form to ABG Sundal Collier prior the expiration of the offer period on February 20, 2025 at 16:30 (CET) (subject to a possible extension of the offer period by the Offeror) in accordance with the procedures described in the Offer Document

Please refer to the Offer Document for complete information about the offer. This description is only intended as a summary of certain points in the Offer Document. The offer can only be accepted based on the Offer Document and the full terms and conditions stated therein.

Financial results commentary

Belships reports a net result of USD 7.5m compared to USD 19.3m in the previous quarter (which included extraordinary book gains of about USD 6m). Freight market rates were also lower in the fourth quarter, with the Baltic Exchange index for Ultramax vessels (BSI-63) averaging USD 13 865

gross per day compared to USD 16 591 in the previous quarter. However, Belships continued to benefit from stronger contract coverage resulting in time charter equivalent earnings (TCE) of USD 15 552 gross per vessel per day.

Fleet status

Three vessels were drydocked in the quarter. The remaining fleet sailed without significant off-hire with a total of 2 584 on-hire vessel days in the quarter.

Belships' vessels are not transiting the Red Sea nor the Black Sea, and none of our vessels have been involved in any related incidents.

Contract coverage	Q1 2025	Q2 2025	Q3 2025	Q4 2025
Fixed-rate contracts	72%	17%	14%	7%
Average fixed-rate (USD/day)	13 600	15 500	15 900	15 900
Index-linked contracts Open/Uncontracted	19% 9%	40% 43%	37% 49%	25% 68%
	100%	100%	100%	100%

Belships has increased the number of vessels chartered out on floating index-linked contracts at an average of 103 per cent to the corresponding Baltic index for Ultramax vessels (BSI-63). Belships has the option to convert any portion of the remaining period to a fixed rate, based on the prevailing FFA curve at any given time.

Belships will take delivery of a 64 000 dwt Japanese-built Ultramax (2024-built) during Q1 2025 and the vessel will be named BELSAKURA. The purchase price is USD 41.0m and the intention is to utilise our available Accordian Tranche which implies financing for 60 per cent of the purchase price and the remaining will be financed from the company's available cash.

Newbuildings

Japanese-design 64 000 dwt Ultramax bulk carriers

Updated delivery schedule:

BELFORTUNE	expected delivery Q4 2025
BELFOX	expected delivery Q4 2025
BELFUTURE	expected delivery Q2 2026
BELAVANTI	expected delivery Q4 2026
BELTEMPO	expected delivery Q4 2026
BELROSSO	expected delivery Q1 2027
BELSTAR	expected delivery Q3 2027
BELCARGO	expected delivery Q3 2027
BELVICTORY	expected delivery Q3 2027
BELNOR	expected delivery Q1 2028
BELOCEAN	expected delivery Q3 2028
BELFRIEND	expected delivery Q3 2028

All vessels are leased on time charter for periods up to a maximum of 7 to 10 years from delivery, with purchase options around current market levels. There is no obligation to purchase any of the vessels. Cash breakeven for the vessels upon delivery is about USD 14 300 per day on average. Belships is not using any equity, therefore this newbuilding program will not have any impact on cash and dividend capacity during the construction period.

The Japanese-design bulk carriers entering the fleet represent the highest quality and lowest fuel consumption available in the market today and will contribute to further reduce Belships' carbon emissions on an intensity-basis.

Operating business

Norwegian Bulk Carriers (NBC) recorded an EBITDA of USD 0.1m for the quarter. NBC continues to demonstrate good risk management with limited exposure and a cautious approach amidst the market uncertainty which was observed towards the end of 2024 and into the new year. The average EBITDA per quarter in the last five years for Norwegian Bulk Carriers has been USD 2.5m.

Sustainability

Belships aims for high standards in corporate governance and is well placed to deliver emission cuts in line with industry ambitions for 2030. Belships publishes a sustainability report on an annual basis (ESG Report) reflecting our commitment to transparency and efforts to meet investor and stakeholder expectations.

Belships was ranked in the top quartile in the Webber Research Report: 2024 ESG Scorecard. The research report aims to identify where each company ranks against its listed peers within the shipping industry.

Financial and corporate matters

At the end of the quarter, cash and cash equivalents totalled USD 100.2m, whilst interest bearing bank debt amounted to USD 81.0m.

The purchase of the leased vessel BELMAR (2021) was concluded during the quarter. The purchase option for the vessel was about USD 25.5m which is significantly below current market value. The acquisition was financed from the company's available cash.

Belships now has three unencumbered vessels.

Leasing liabilities at the end of the quarter amounted to USD 444.3m, details on a per-vessel basis can be found in disclosure 4 of the financial statement.

All leased vessels are calculated with the assumption that purchase options to acquire the vessels will be exercised. However, Belships has no obligation to acquire any of the leased vessels. All lease agreements have fixed interest rates for the entire duration of the contracts and all purchase options are denominated in USD.

At the end of the quarter, book value per share amounted to NOK 11.74 (USD 1.03), corresponding to a book equity ratio of 32 per cent. Value-adjusted equity is significantly higher.

Dividend policy

Belships ASA aims to distribute quarterly cash dividends targeting about 50 per cent of net result adjusted for non-recurring items. Other surplus cash flow may be used for accelerated amortisation of debt, share buy-backs or vessel acquisitions considered to be accretive to shareholders' value.

Dividend payments

The Board has elected not to declare a dividend for the quarter due to the ongoing recommended voluntary cash tender offer.

Any dividend paid out during the voluntary offer period would reduce the offer price by an equal amount.

Market highlights

In the fourth quarter, the Baltic index for Ultramax vessels (BSI-63) averaged USD 13 865 per day down from USD 16 591 per day in the preceding quarter. According to Fearnleys, preliminary estimates for Q4 2024 shipment volumes were 282 million tonnes, compared to 276 million tons in the third quarter and 283 million tons shipped in the second quarter. Compared to a year earlier, shipments of coal, iron ore, and grains were lower, whereas steels, minor bulks, and fertilizers displayed positive growth. Total shipment volume growth was 1.5 per cent year-on-year in the fourth quarter.

Port congestion, as measured by the average waiting time in port for ships to discharge, increased compared to the third quarter, as did waiting times in loading ports. However, the average sea voyage duration fell, so the total average voyage duration increased by just 0.5 days. Average vessel speeds remain relatively low, this seems to follow a trend over the past several years of decreasing normal sailing speeds.

29 Supra/Ultramax vessels were delivered in the fourth quarter of 2024, compared to 47 vessels in the third quarter, and a total of 168 for the full year, according to Fearnleys. In January, 24 vessels were delivered, and a further 164 are scheduled to be delivered during this year. This compares to an existing fleet of Supra/Ultramax vessels on the water today of about 4 100 in total. Fleet growth has increased slightly in the last months, to 5 per cent. The rate of fleet growth can be expected to remain around this level in 2025, then decrease in 2026 and 2027. The total dry bulk orderbook to existing fleet ratio stands at just below 10 per cent, which is still at historical lows.

Relatively low newbuilding activity for dry bulk continues, as higher prices, full orderbooks, and continued high demand for other vessel segments dictate the position with shipyards. Lack of conviction and alternatives for fuel and propulsion systems also appear to restrain new orders to some extent. Available delivery positions with reputable shipyards appear increasingly distant, with some new orders being reported in 2027 and 2028. A potential lead time of up to four years for a bulk carrier is unprecedented.

Outlook

The average spot market rate for Ultramax vessels according to the Baltic Exchange is currently at about USD 9 000, displaying a weak trend so far in the new year. However, this is normally the low season in the dry bulk market and the market is expected to improve into the second quarter. The FFA market (Forward Freight Agreements) currently indicates a market average of around

USD 13 500 for the rest of the year. Ship values have showed softer development so far in 2025. However, modern and economical vessels continue to be in higher demand than older vintages.

Belships has fixed-rate contract coverage for 72 per cent of ship days in Q1 2025 at about USD 13 600 per day, and 27 per cent of ship days in the next four quarters at about USD 14 350 per day. All period contracts are fixed with highly reputable and recognised charterers.

Belships financing has been secured for many years ahead, and most of the debt is with fixed interest rates significantly below current market levels.

With 12x Ultramax newbuildings under construction for delivery between 2025 and 2028, Belships will be taking delivery of new vessels whilst the orderbook and the rate of supply growth approaches the lowest levels in 30 years. We believe the best way for Belships to approach the green shift is to own and operate the most efficient vessels currently available, with a financing structure that gives unparalleled optionality and flexibility.

Over the next four years, Belships has a very flexible position where the company can decide to either utilise the newbuilding program for growth, or as replacement for existing tonnage. In case of the latter, this would potentially free up substantial capital.

We are focused on financial discipline and returning capital to our shareholders. A competitive return for our shareholders is to be obtained through an increase in the value of the company's shares and the payment of dividends, as measured by the total return.

The voluntary offer which was launched in January is unanimously recommended by the Board of Belships ASA.

11 February 2025 THE BOARD OF BELSHIPS ASA

Peter Frølich Chair

Frode Teigen	Sten Stenersen	Marianne Møgster
Carl Erik Steen	Birthe Cecilie Lepsøe	Jorunn Seglem
	Lars Christian Skarsgård

CEO

CONSOLIDATED STATEMENT OF INCOME

The 2024 figures are not audited

		Q4	Q4
USD 1 000		2024	2023	2024	2023
Gross freight revenue	Note	86 327	145 083	411 725	563 441
Voyage expenses		-21 168	-36 170	-97 753	-139 085
Net freight revenue	2	65 160	108 914	313 973	424 356
Management fees		410	2 167	3 296	3 408
Operating income	2	65 569	111 081	317 269	427 764
Share of result from j/v and assoc. comp.		0	591	2 206	6 407
T/C hire expenses		-27 709	-50 077	-139 709	-194 155
Ship operating expenses		-16 302	-16 054	-60 786	-60 865
Operating expenses management companies		-589	-3 710	-6 125	-16 306
General and administrative expenses		-1 568	-1 022	-5 867	-5 233
Operating expenses		-46 168	-70 273	-210 281	-270 152
EBITDA		19 402	40 807	106 987	157 612
Depreciation and amortisation	3	-7 519	-12 497	-37 144	-45 738
Gain on sale of ships	3	0	0	6 537	316
Gain on sale of subsidiary	6	0	0	5 951	0
Other gains/(-losses)		-857	-81	-595	350
Operating result (EBIT)		11 026	28 229	81 737	112 539
Interest income		1 222	688	6 008	2 527
Interest expenses		-7 282	-7 786	-29 807	-33 184
Other financial items		642	1 225	-1 492	2 065
Currency gains/(-losses)		-756	2 251	-998	1 049
Net financial items		-6 175	-3 621	-26 290	-27 543
Result before taxes		4 851	24 609	55 447	84 996
Taxes		2 676	-1 973	5 954	-7 562
Net result from continuing operations		7 527	22 636	61 401	77 434
Result from discontinuing operation	5	0	0	0	8 806
Net result for the period		7 527	22 636	61 401	86 240
Hereof majority interests		7 718	18 162	58 165	75 895
Hereof non-controlling interests		-192	4 474	3 236	10 346
Earnings per share for continuing operations		0.03	0.09	0.24	0.31
Diluted earnings per share for continuing operations		0.03	0.09	0.24	0.30
Earnings per share		0.03	0.09	0.24	0.34
Diluted earnings per share		0.03	0.09	0.24	0.34

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

	Q4	Q4
USD 1 000	2024	2023	2024	2023
Net result	7 527	22 636	61 401	86 240
OCI that may be subsequently reclassified to profit or (loss):
Exchange differences	-1	363	328	-29
Total comprehensive income	7 526	22 999	61 729	86 211
Hereof majority interests Hereof non-controlling interests	7 813 -287	18 955 4 044	58 785 2 944	75 870 10 342
Majority interests from continuing operations Majority interests from discontinuing operations	7 813 0	18 955 0	58 785 0	67 064 8 806

CONSOLIDATED STATEMENT OF FINANCIAL POSITION

The 2024 figures are not audited

	31 Dec	31 Dec
USD 1 000	2024	2023
NON-CURRENT ASSETS Note
Ships 3	682 447	731 596
Property, Plant and Equipment	1 454	883
Investments in j/v and assoc. companies	0	9 934
Other non-current assets	463	2 956
Total non-current assets	684 364	745 370
CURRENT ASSETS
Bunker inventory	6 331	8 556
Other current assets	32 669	50 662
Cash and cash equivalents	100 228	128 276
Total current assets	139 228	187 495
Total assets	823 593	932 864
EQUITY AND LIABILITIES
Equity
Paid-in capital	132 895	141 736
Retained earnings	120 141	128 935
Non-controlling interests	8 809	34 890
Total equity	261 844	305 561
NON-CURRENT LIABILITIES
Deferred tax	524	6 537
Long-term interest-bearing debt 4	500 386	536 668
Other non-current liabilities	182	954
Total non-current liabilities	501 092	544 160
CURRENT LIABILITIES
Current portion of interest-bearing debt 4	24 874	26 735
Other current liabilities	35 782	56 409
Total current liabilities	60 656	83 144
Total equity and liabilities	823 593	932 864

CONSOLIDATED STATEMENT OF CASH FLOW

The 2024 figures are not audited

	31 Dec	31 Dec
USD 1 000	2024	2023
Cash flow from operating activities
Net result before taxes	55 447	84 996
Adjustments to reconcile profit before tax to net cash flows:
Depreciations/impairment on fixed assets	37 144	45 738
Gain on sale of fixed assets and other gains	-5 942	-666
Gain on sale of subsidiary	-5 951	0
Share-based compensation expense	1 278	1 278
Share of result from j/v and associated companies	-2 206	-6 407
Dividend received from j/v and associated companies	0	26 204
Net finance costs	26 290	27 543
Change in current items	13 065	-24 910
Change in working capital from disposal of subsidiary	-3 765	0
Interest received	6 008	2 527
Interest paid	-29 807	-33 184
Financing costs	-976	-700
Income tax paid	-908	-1 526
Net cash flow from operating activities	89 678	120 893
Cash flow from investing activities
Proceeds from sale of ships	57 912	27 082
Proceeds from sale of shares in subsidiary	12 139	10 666
Divestment of subsidiary	-30 427	0
Payment of ships	-29 330	0
Additions to ships	-2 654	-1 848
Other investments	-1 049	0
Net cash flow from investing activities	6 592	35 900
Cash flow from financing activities
Proceeds from non-current debt	90 000	18 900
Repayment of non-current debt	-135 134	-108 272
Dividend paid	-76 874	-58 752
Dividend paid to non-controlling interests	-2 310	-20 265
Net cash flow from financing activities	-124 318	-168 389
Net change in cash and cash equivalents during the period	-28 048	-11 596
Cash and cash equivalents at 1 January*	128 276	139 871
Cash and cash equivalents at end of period (incl. restricted cash)*	100 228	128 276

*) Cash and cash equivalents at 1 January consisted of USD 54.1m in bank deposits and USD 74.1 in liquidity funds. By the end of Q4, the balance consisted of USD 45.9m in bank deposits and USD 54.3m liquidity funds.

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

The 2024 figures are not audited

USD 1 000

Majority interest
	Paid-in				Retained
As at 31 December 2024	Share capital	Treasury shares	Share premium reserves	Other paid-in equity	Other b equity	Non controlling interests	Total equity
Equity as at 31 December 2023	59 466	-128	62 228	20 170	128 935	34 890	305 561
Dividend paid	0	0	0	-10 120	-66 754	-2 310	-79 184
Share-based payment expenses	0	0	0	1 278	0	0	1 278
NCI transactions	0	0	0	0	-825	825	0
Sale of shares in subsidiary	0	0	0	0	0	-27 541	-27 541
Net result for the period	0	0	0	0	58 165	3 236	61 401
Other comprehensive income	0	0	0	0	619	-292	328
Total comprehensive income	0	0	0	0	58 785	2 944	61 729
Equity as at 31 December 2024	59 466	-128	62 228	11 329	120 141	8 809	261 844
As at 31 December 2023
Equity as at 31 December 2022	59 466	-128	62 228	36 793	98 864	40 112	297 335
Share issue	0	0	0	56	0	0	56
Share-based payment expenses	0	0	0	1 278	0	0	1 278
Dividend paid	0	0	0	-17 957	-40 795	-20 265	-79 017
NCI transactions	0	0	0	0	-5 004	4 701	-303
Net result for the period	0	0	0	0	75 895	10 345	86 240
Other comprehensive income	0	0	0	0	-25	-4	-29
Total comprehensive income	0	0	0	0	75 870	10 342	86 211
Equity as at 31 December 2023	59 466	-128	62 228	20 170	128 935	34 890	305 561

KEY FINANCIAL FIGURES

		31 Dec	31 Dec
		2024	2023
EBITDA	USD 1000	106 987	157 612
Interest coverage ratio		2.74	3.39
Current ratio		2.30	2.26
Equity ratio		0.32	0.33
Earnings per share	USD	0.24	0.34
Earnings per share	NOK	2.75	3.47
Equity per share	USD	1.03	1.21
Equity per share	NOK	11.74	12.28
Average issued shares		253 136 666	253 136 666
Diluted average issued shares (excl. treasury shares)		255 610 488	254 421 458

DEFINITION OF NON-IFRS FINANCIAL MEASURES

The Group's financial information is prepared in accordance with international financial reporting standards ("IFRS") as adopted by the European Union. In addition, it is the management's intention to provide alternative performance measures that are regularly reviewed by management to enhance the understanding of the Group's performance, but not instead of, the financial statements prepared in accordance with IFRS. The alternative performance measures presented may be determined or calculated differently by other companies. Due to the recent establishment of the enlarged Group, Management is in the initial phase of assessing its external financial reporting and performance measures are therefore subject to change.

The alternative performance measures are intended to enhance comparability of the results and to give supplemental information to the users of the Group's external reporting.

• Time charter equivalent (TCE) is defined as Gross freight revenues divided by the number of available on-hire days
• Current ratio is defined as total current assets, divided by total current liabilities
• EBITDA is the earnings before interest, taxes, depreciation and amortisation
• EBIT is the earnings before interest and taxes. It can be calculated by the result before tax added by the interest
• Equity ratio is equal to shareholders' equity including non-controlling interest, divided by total assets
• Interest coverage ratio is equal to earnings before interest and taxes (EBIT), divided by interest expenses
• Book equity per share is defined as total equity, divided by number of issued shares at end of period

NOTES TO THE CONSOLIDATED ACCOUNTS

The consolidated financial statements are presented in USD thousands unless otherwise indicated

Note 1 Accounting principles

These interim financial statements have been prepared in accordance with International Accounting Standard (IAS) 34, "Interim Financial Reporting". They do not include all the information required for full annual financial reporting and should be read in conjunction with the consolidated financial statements of Belships for the year ended 31 December 2023.

EPS is calculated based on average number of outstanding shares in the period in Belships ASA.

This report was approved by the Board of Directors on 11 February 2025.

Note 2 Segment information

The company has revised previously reported segment information to reflect changes in the reportable segments in H1 2023, caused by the divestment of Belships Management Singapore and changes in management reporting in the group.

Following the reorganisation of our operating business as previously announced in the previous quarter the segment previously known as Lighthouse Navigation is now named Operating business in the below tables.

USD 1 000	January – December 2024
		Operating
	Belships	business	Eliminations	Total
Gross freight revenue	174 754	236 608	364	411 725
Voyage expenses	-11 049	-87 256	552	-97 753
Net freight revenue	163 705	149 352	916	313 973
Management fees	0	4 212	-916	3 296
Operating income	163 705	153 564	0	317 269
Share of result from j/v and associated companies	0	2 206	0	2 206
T/C hire expenses	0	-139 709	0	-139 709
Ship operating expenses	-60 124	-662	0	-60 786
Operating expenses management companies	0	-6 125	0	-6 125
General and administrative expenses	-5 867	0	0	-5 867
Operating expenses	-65 992	-144 290	0	-210 281
EBITDA	97 713	9 274	0	106 987
Depreciation and amortisation	-35 822	-1 322	0	-37 144
Gain on sale of ship	6 537	0	0	6 537
Gain on sale of shares in subsidiary	5 951	0	0	5 951
Other gains/-losses	0	-595	0	-595
Operating result (EBIT)	74 380	7 357	0	81 737
Interest income	4 630	1 378	0	6 008
Interest expenses	-29 788	-20	0	-29 807
Other financial items	-1 493	0	0	-1 492
Currency gains/(-losses)	-1 107	109	0	-998
Net financial items	-27 757	1 468	0	-26 290
Result before taxes Taxes	46 622 6 537	8 825 -582	0 0	55 447 5 954
Net result from continuing operations	53 159	8 242	0	61 401
Result from discontinuing operation	0	0	0	0
Net result for the period	53 159	8 242	0	61 401
Hereof majority interests	53 159	5 006	0	58 165
Hereof non-controlling interests	0	3 236	0	3 236
Assets	770 603	52 990	0	823 593
Liabilities	532 558	29 191	0	561 748

Note 2 Segment information, continued

USD 1 000	January - December 2023
		Operating
	Belships	business	Eliminations	Total
Gross freight revenue	204 845	357 070	1 525	563 441
Voyage expenses	-10 871	-130 669	2 456	-139 085
Net freight revenue	193 974	226 401	3 980	424 356
Management fees	0	7 388	-3 980	3 408
Operating income	193 974	233 790	0	427 764
Share of result from j/v and associated companies	0	6 407	0	6 407
T/C hire expenses	0	-194 155	0	-194 155
Ship operating expenses	-58 304	-2 561	0	-60 865
Operating expenses management companies	0	-16 306	0	-16 306
General and administrative expenses	-5 233	0	0	-5 233
Operating expenses	-63 537	-206 615	0	-270 152
EBITDA	130 437	27 175	0	157 612
Depreciation and amortisation	-38 582	-7 156	0	-45 738
Gain on sale of ship	316	0	0	316
Gain on sale of shares in subsidiary	0	0	0	0
Other gains/losses	0	350	0	350
Operating result (EBIT)	92 171	20 368	0	112 539
Interest income	1 412	1 115	0	2 527
Interest expenses	-32 949	-235	0	-33 184
Other financial items	1 338	727	0	2 065
Currency gains/(-losses)	-119	1 168	0	1 049
Net financial items	-30 318	2 775	0	-27 543
Result before taxes	61 853	23 143	0	84 996
Taxes	-6 537	-1 025	0	-7 562
Net result from continuing operations	55 316	22 118	0	77 434
Result from discontinuing operation	8 806	0	0	8 806
Net result for the period	64 122	22 118	0	86 240
Hereof majority interests	64 122	11 772	0	75 894
Hereof non-controlling interests	0	10 346	0	10 346
Assets	816 370	116 494	0	932 864
Liabilities	573 585	53 718	0	627 303

Note 2 Segment information, continued

USD 1 000	Q1 - 2024				Q1 - 2023
		Operating				Operating
	Belships	business	Elimin.	Total	Belships	business	Elimin.	Total
Gross freight revenue	45 476	108 927	375	154 778	54 482	92 998	384	147 864
Voyage expenses	-2 643	-40 661	541	-42 762	-3 032	-34 345	609	-36 768
Net freight revenue	42 833	68 266	916	112 016	51 450	58 653	993	111 096
Management fees	0	2 423	-916	1 507	0	2 561	-2 030	531
Operating income	42 833	70 689	0	113 522	51 450	61 214	-1 037	111 627
Share of result from j/v and assoc. comp.	0	2 206	0	2 206	0	3 430	0	3 430
T/C hire expenses	0	-63 863	0	-63 863	0	-51 731	0	-51 731
Ship operating expenses	-15 049	-662	0	-15 710	-14 904	-468	1 037	-14 335
Operating exps. management companies	0	-3 674	0	-3 674	0	-4 282	0	-4 282
General and administrative expenses	-1 185	0	0	-1 185	-1 340	0	0	-1 340
Operating expenses	-16 234	-65 993	0	-82 227	-16 244	-53 051	1 037	-68 258
Operating result (EBITDA)	26 600	4 696	0	31 295	35 206	8 163	0	43 369
Depreciation and amortisation	-9 307	-1 322	0	-10 629	-9 694	-1 577	0	-11 271
Other gains/-losses	278	410	0	688	0	1 830	0	1 830
Operating result (EBIT)	17 570	3 783	0	21 354	25 512	8 416	0	33 928

USD 1 000	Q2 - 2024 Q2 - 2023
		Operating				Operating
	Belships	business	Elimin.	Total	Belships	business	Elimin.	Total
Gross freight revenue	45 392	39 176	-6	84 562	46 385	98 700	388	145 473
Voyage expenses	-2 763	-12 329	6	-15 086	3 032	-34 581	651	-30 898
Net freight revenue	42 629	26 848	0	69 476	49 417	64 119	1 039	114 575
Management fees	0	0	0	0	0	1 663	-1 039	624
Operating income	42 629	26 848	0	69 476	49 417	65 782	0	115 199
Share of result from j/v and assoc. comp.	0	0	0	0	0	1 379	0	1 379
T/C hire expenses	0	-23 014	0	-23 014	0	-56 132	0	-56 132
Ship operating expenses	-14 055	0	0	-14 055	-14 288	-473	0	-14 761
Operating exps. management companies	0	-878	0	-878	0	-3 731	0	-3 731
General and administrative expenses	-2 199	0	0	-2 199	-1 500	0	0	-1 500
Operating expenses	-16 254	-23 892	0	-40 146	-15 788	-58 957	0	-74 745
Operating result (EBITDA)	26 375	2 956	0	29 330	33 629	6 825	0	40 454
Depreciation and amortisation	-10 070	0	0	-10 070	-9 807	-1 524	0	-11 331
Gain on sale of shares in subsidiary	5 951	0	0	5 951	0	0	0	0
Other gains/-losses	214	286	0	500	0	-1 073	0	-1 073
Operating result (EBIT)	22 470	3 241	0	25 711	23 822	4 228	0	28 050

Note 2 Segment information, continued

USD 1 000		Q3 - 2024			Q3 - 2023
		Operating				Operating
	Belships	business	Elimin.	Total	Belships	business	Elimin.	Total
Gross freight revenue	43 700	42 361	-3	86 058	54 912	69 732	377	125 020
Voyage expenses	-2 649	-16 091	3	-18 737	-8 938	-26 892	581	-35 249
Net freight revenue	41 051	26 270	0	67 321	45 974	42 839	958	89 771
Management fees	0	1 380	0	1 380	0	7	79	85
Operating income	41 051	27 650	0	68 701	45 974	42 846	1 037	89 857
Share of result from j/v and assoc. comp.	0	0	0	0	0	1 007	0	1 007
T/C hire expenses	0	-25 124	0	-25 124	0	-36 215	0	-36 215
Ship operating expenses	-14 718	0	0	-14 718	-14 199	-479	-1 037	-15 714
Operating exps. management companies	0	-983	0	-983	0	-4 583	0	-4 583
General and administrative expenses	-916	0	0	-916	-1 371	0	0	-1 371
Operating expenses	-15 634	-26 107	0	-41 741	-15 570	-40 269	-1 037	-56 876
Operating result (EBITDA)	25 417	1 543	0	26 960	30 403	2 578	0	32 981
Depreciation and amortisation	-8 926	0	0	-8 926	-9 065	-1 574	0	-10 640
Gain on sale of ship	6 537	0	0	6 537	316	0	0	316
Other gains/-losses	-492	-434	0	-926	0	-326	0	-326
Operating result (EBIT)	22 537	1 109	0	23 646	21 654	677	0	22 331

USD 1 000	Q4 - 2024				Q4 - 2023
		Operating				Operating
	Belships	business	Elimin.	Total	Belships	business	Elimin.	Total
Gross freight revenue	40 187	46 143	-3	86 327	49 067	95 641	376	145 083
Voyage expenses	-2 995	-18 175	3	-21 168	-1 933	-34 851	615	-36 170
Net freight revenue	37 192	27 968	0	65 160	47 133	60 790	990	108 914
Management fees	0	410	0	410	0	3 157	-990	2 167
Operating income	37 192	28 377	0	65 569	47 133	63 947	0	111 081
Share of result from j/v and assoc. comp.	0	0	0	0	0	591	0	591
T/C hire expenses	0	-27 709	0	-27 709	0	-50 077	0	-50 077
Ship operating expenses	-16 302	0	0	-16 302	-14 913	-1 141	0	-16 054
Operating exps. management companies	0	-589	0	-589	0	-3 710	0	-3 710
General and administrative expenses	-1 568	0	0	-1 568	-1 022	0	0	-1 022
Operating expenses	-17 870	-28 297	0	-46 168	-15 935	-54 338	0	-70 273
Operating result (EBITDA)	19 322	80	0	19 402	31 198	9 609	0	40 807
Depreciation and amortisation	-7 519	0	0	-7 519	-10 016	-2 481	0	-12 497
Other gains/-losses	0	-857	0	-857	0	-81	0	-81
Operating result (EBIT)	11 802	-777	0	11 026	21 183	7 047	0	28 229

Note 3 Ships

At the end of each reporting period, the Group assesses whether there are impairment indicators present. The Group has concluded that there are no impairment indicators pursuant to IAS 36.

The purchase of the leased vessel BELMAR (2021) was concluded during the quarter. The purchase option for the vessel was about USD 25.5m which is significantly below current market value. The acquisition was financed from the company's available cash.

Note 4 Interest-bearing debt

The company considers all its bareboat and time charter agreements to meet the lease definition under IFRS 16. The long-term time charter contracts contain both lease and service components.

Specification of Lease Agreements

Lease liabilities at the end of the quarter were USD 444.3m. Corresponding right-of-use assets, including upfront payments relating to the purchase options, were recorded at USD 502.2m.

The 12x newbuildings have purchase options starting from year 4 until the end of each charter period. The first purchase option ranges from USD 34-38m and decreases by USD 1.5m pro rata per annum. The minimum time charter hire payments amount to USD 256.2m (average duration per vessel of about 7 years) and consists of daily charter hire, excluding an estimated service element of USD 6 000/day. During the lease period for the vessels there is no obligation to declare the purchase options on any of the vessels.

Payment schedule of committed future leases

	2025	2026	2027	2028	2029	Subsequent	Total
Lease payments	-1 093	-10 140	-21 443	-33 386	-36 847	-153 335	-256 245
Total	-1 093	-10 140	-21 443	-33 386	-36 847	-153 335	-256 245

At year-end 2023, the minimum payments amounted to USD 169.8m, based on 8x newbuildings.

Overview of Leases Accounted for under IFRS 9 & 16

							NPV of	NPV of
	Built	Leased		Lease	Purchase	Discount	lease	purchase		Non
Vessel	year	year	Ownership	maturity	option	rate	payments	option	Current	current
Belships vessels
BELMONDO	2023	2023	Bareboat	2033	2027-2033	4.7%	9 531	17 811	1 383	25 960
BELYAMATO	2022	2022	Bareboat	2032	2026-2032	4.4%	8 841	17 224	1 412	24 653
BELTOKYO	2021	2021	Bareboat	2033	2025-2033	4.6%	7 033	18 795	1 454	24 374
BELFORCE	2021	2021	Bareboat	2031	2024-2031	4.6%	5 596	14 706	1 336	18 966
BELKNIGHT	2021	2021	Bareboat	2028	2024-2028	5.2%	7 305	12 357	1 269	18 393
BELTRADER	2021	2021	Bareboat	2031	2025-2031	5.1%	7 132	12 463	1 226	18 369
BELGUARDIAN	2021	2021	Bareboat	2031	2025-2031	5.1%	7 136	12 463	1 226	18 373
BELFAST	2021	2021	Bareboat	2031	2025-2031	6.3%	11 555	10 123	957	20 721
BELAJA	2020	2020	Bareboat	2027	2024-2027	5.7%	4 628	14 877	1 306	18 199
BELMOIRA	2020	2020	Bareboat	2027	2024-2027	5.7%	4 451	14 946	1 312	18 084
BELFUJI	2020	2020	Time Charter	2028	2024-2028	6.4%	6 730	19 010	834	24 906
BELNIKE	2020	2020	Time Charter	2027	2025-2027	5.0%	5 423	19 842	1 146	24 120
BELTANGO	2020	2020	Time Charter	2027	2025-2027	5.0%	5 280	22 232	965	26 547
BELFORTE	2019	2019	Time Charter	2026	2022-2026	5.0%	3 813	22 575	849	25 539
BELGRACE	2024	2024	Time Charter	2031	2028-2034	7.4%	15 430	18 235	496	33 168
BELRAY	2019	2019	Bareboat	2026	2023-2026	5.6%	3 924	15 190	1 354	17 760
Leased ships accounted for under IFRS 16							113 808	262 848	18 523	358 133
BELISLAND*	2016	2021	Bareboat	2032	2024-2032	4.5%	7 375	8 813	1 503	14 685
BELLIGHT*	2016	2022	Bareboat	2032	2024-2032	4.4%	6 504	10 033	1 515	15 022
BELFOREST*	2015	2022	Bareboat	2033	2025-2033	4.2%	6 693	11 750	1 523	16 920
BELHAWK*	2015	2021	Bareboat	2031	2024-2031	4.5%	7 882	7 402	1 603	13 681
Leased ships accounted for under IFRS 9							28 454	37 998	6 144	60 309
Total Ships							142 262	300 846	24 667	418 442
Offices	N/A	2024	Lease	2029	N/A	7.1%	1 163	0	207	956
Total lease liabilities							143 426	300 846	24 874	419 398

*) The bareboat charters for BELHAWK, BELFOREST, BELLIGHT and BELISLAND are accounted for as financial liability under IFRS 9. Belships has elected to present these vessels under lease liabilities in the disclosure as this better reflects the economic substance of the entered sale leaseback transactions.

Payment Schedule of Lease Liabilities

	2025	2026	2027	2028	2029	Subsequent	Total
Lease payments	-47 250	-46 286	-34 492	-18 347	-5 454	-7 773	-159 602
Exercising purchase options	0	-41 500	-118 900	-153 295		-44 200	-357 895
Total	-47 250	-87 786	-153 392	-171 642		-51 973	-517 497

All lease agreements have fixed interest rates for the entire duration of the charters. The cash flow above includes interest payments. Belships has no obligation to purchase any of the leased vessels. All purchase options are denominated in USD.

Loan Facilities

Interest bearing bank debt at the end of the quarter amounted to USD 81.0m. Transactions costs related to the mortgage debt were initially recorded as a reduction of debt in the balance sheet and is subsequently amortised over the loan period in accordance with the amortised cost principle.

Belships has a USD 90m Term Loan Facility for six vessels, which is the only senior secured bank loan in the company today. The Loan Facility has an interest rate of SOFR+195 bps. The loan matures in April 2029. Belships also has an Accordion Tranche of USD 100m available.

Belships was in compliance with all covenants during the quarter.

Repayment Schedule of Bank Debt

	2025	2026	2027	2028	2029	Subsequent	Total
Instalments	0	-8 310	-8 310	-8 310	-56 760	0	-81 690
Interests	- 5 739	-5 427	-4 846	-4 264	-1 324	0	-21 600
Total	-5 739	-13 737	-13 156	-12 574	-58 084	0	-103 290

Note 5 Discontinued operations

In June 2023, Belships entered into an agreement to divest its 100 per cent shareholding in Belships Management (Singapore) Pte Ltd., a technical and crew management company established in 1983, which currently manages dry bulk vessels for Belships ASA and other international clients. The shares have been acquired by a company in V. Group. Closing of the transaction was completed on 30th June 2023.

Furthermore, Belships entered into a strategic partnership with V. Group for Belships' fleet and ship management business. Following the acquisition by V. Group, Belships Management (Singapore) will continue to be the sole provider of ship management services to Belships ASA, leveraging V. Group's unique and fully scalable ship management platform. The Belships Management (Singapore) organisation was integrated into V. Group, forming an industry-leading centre of expertise for dry bulk operations. This partnership was formalised on 30th June 2023.

Discontinued operations

Discontinued operations include intercompany transactions between Belships Management Singapore and the ship owning companies in Belships ASA. Deferred consideration for the office lease is included under current receivables in the balance sheet.

USD 1 000	Q4 2024	Q4 2023	2024	2023
Management fees	0	0	0	2 569
Operating income from discontinued operations	0	0	0	2 569
Share of result from j/v and assoc. comp.	0	0	0	59
Operating expenses management companies	0	0	0	-2 050
Operating expenses from discontinued operations	0	0	0	-1 991
EBITDA from discontinued operations	0	0	0	578
Depreciation and amortisation	0	0	0	-20
Operating result (EBIT) from discontinued operations	0	0	0	558
Interest income	0	0	0	2
Other financial items	0	0	0	-6
Currency gains/(-losses)	0	0	0	26
Net financial items from discontinued operations	0	0	0	22
Result before taxes from discontinued operations	0	0	0	580
Taxes	0	0	0	-96
Profit after income tax of discontinued operations	0	0	0	484
Gain on sale of the subsidiary after income tax	0	0	0	8 322
Profit from discontinued operations	0	0	0	8 806
Hereof majority interests from discontinued operations	0	0	0	8 852
Hereof non-controlling interests from discontinued operations	0	0	0	-46
Net cash flow operating activities from discontinued operations	0	0	0	463
Net cash flow investing activities from discontinued operations		0	0	0
Net cash flow financing activities from discontinued operations	0 0	0	0	-879

Note 6 Sale of subsidiary and transactions with non-controlling interests

Belships entered into an agreement to divest its stake of 50 per cent in Lighthouse Navigation Pte Ltd in April 2024. In exchange for these shares, Belships acquired 33 per cent of the shares in Norwegian Bulk Carriers Management AS, increasing Belships' direct ownership to 67 per cent in the company. In addition, Belships received a cash consideration of USD 10m in July 2024 and is due USD 4m in additional cash consideration by the end of Q2 2025. This transaction was aimed at focusing and simplifying Belships' investment within the dry bulk operating business. Lighthouse Navigation Pte Ltd was consolidated on a 100 per cent basis prior to the transaction and the gain on sale of shares realised in the second quarter is the difference between the consideration receivable in cash from the shares and the reduction in equity from deconsolidation of Lighthouse Navigation Pte Ltd. The agreement does not restrict Belships from continuing a global operating business and consequently the transaction is not reported as discontinued operations.

Note 7 Subsequent events

In January Blue Northern BLK Ltd launched the previously announced recommended voluntary cash offer to acquire all outstanding shares of Belships ASA.

20 LARGEST SHAREHOLDERS

Updated 31 January 2025

Shareholder	Number of shares	%
KONTRARI AS	104 000 000	41.08%
KONTRAZI AS	32 500 000	12.84%
WENAASGRUPPEN AS	18 200 000	7.19%
JAKOB HATTELAND HOLDING AS	11 000 000	4.35%
LGT BANK AG	9 347 801	3.69%
BNP Paribas	8 753 797	3.46%
The Bank of New York Mellon SA/NV	6 124 895	2.42%
JAHATT AS	5 000 000	1.98%
The Bank of New York Mellon SA/NV	3 589 876	1.42%
HSBC BANK PLC.	3 532 312	1.40%
The Bank of New York Mellon SA/NV	3 359 681	1.33%
UBS Switzerland AG	3 101 570	1.23%
SIX SIS AG	2 814 441	1.11%
UBS Switzerland AG	1 720 201	0.68%
STAVANGER FORVALTNING AS	1 520 000	0.60%
Saxo Bank A/S	1 397 183	0.55%
Morgan Stanley & Co. International	1 246 883	0.49%
State Street Bank and Trust Comp	1 083 633	0.43%
CLEARSTREAM BANKING S.A.	1 073 303	0.42%
SONATA AS	1 000 000	0.40%
OTHER SHAREHOLDERS	32 771 090	12.95%
TOTAL OUTSTANDING SHARES	253 136 666 100.00%

FLEET LIST

Vessel name	Ownership	Built year	Dwt	Yard
BELFRIEND	Time Charter	2028	64 000	Imabari
BELOCEAN	Time Charter	2028	64 000	Imabari
BELNOR	Time Charter	2028	64 000	Imabari
BELVICTORY	Time Charter	2027	64 000	Imabari
BELCARGO	Time Charter	2027	64 000	Nacks
BELSTAR	Time Charter	2027	64 000	Imabari
BELROSSO	Time Charter	2027	64 000	Imabari
BELTEMPO	Time Charter	2026	64 000	Imabari
BELAVANTI	Time Charter	2026	64 000	Imabari
BELFUTURE	Time Charter	2026	64 000	Imabari
BELFOX	Time Charter	2025	64 000	Imabari
BELFORTUNE	Time Charter	2025	64 000	Imabari
BELGRACE	Time Charter	2024	64 000	Imabari
TBN BELSAKURA1	Owned	2024	64 000	Imabari
BELMONDO	Bareboat Charter	2023	64 000	Imabari
BELYAMATO	Bareboat Charter	2022	64 000	Imabari
BELTOKYO	Bareboat Charter	2021	64 000	Imabari
BELFORCE	Bareboat Charter	2021	61 000	Dacks
BELKNIGHT	Bareboat Charter	2021	61 000	Dacks
BELTRADER	Bareboat Charter	2021	61 000	Dacks
BELGUARDIAN	Bareboat Charter	2021	61 000	Dacks
BELMAR	Owned	2021	64 000	Imabari
BELFAST	Bareboat Charter	2021	64 000	Imabari
BELAJA	Bareboat Charter	2020	61 000	Shin Kurushima
BELMOIRA	Bareboat Charter	2020	61 000	Shin Kurushima
BELFUJI	Time Charter	2020	63 000	Imabari
BELNIKE	Time Charter	2020	63 000	Imabari
BELTANGO	Time Charter	2020	64 000	Mitsui
BELFORTE	Time Charter	2019	64 000	Mitsui
BELRAY	Bareboat Charter	2019	61 000	Shin Kurushima
BELNIPPON	Owned	2018	63 000	Imabari
BELAFONTE	Owned	2017	63 000	Imabari
BELHAVEN	Owned	2017	63 000	Imabari
BELTIGER	Owned	2017	63 000	New Times
BELISLAND	Bareboat Charter	2016	61 000	Imabari
BELINDA	Owned	2016	63 000	Hantong
BELMONT	Owned	2016	63 000	Hantong
BELATLANTIC	Owned	2016	63 000	Hantong
BELLIGHT	Bareboat Charter	2016	63 000	New Times
BELFOREST	Bareboat Charter	2015	61 000	Imabari
BELHAWK	Bareboat Charter	2015	61 000	Imabari
BELSOUTH	Owned	2015	63 000	Hantong

1) Expected delivery Q1 2025