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Wilh. Wilhelmsen ASA

Quarterly Report Feb 12, 2025

3790_rns_2025-02-12_32ff4e20-4be6-42cd-98fb-f3e3f4577847.pdf

Quarterly Report

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WILH. WILHELMSEN HOLDING ASA

Fourth quarter 2024

Highlights for the quarter

Wilhelmsen had another strong quarter with a year-over-year increase in both operating results and contribution from associates. Net profit after financial items and tax was USD 94 million and net profit to equity holders of the company was USD 91 million.

USD 37 million in EBITDA.

  • Of which:
    • USD 24 million EBITDA in Maritime Services.
    • USD 16 million EBITDA in New Energy.
  • Up 12% from the corresponding period last year but down 3% from the previous quarter.

USD 116 million in share of profit from joint ventures and associates.

  • Of which:
    • USD 100 million share of profit from Wallenius Wilhelmsen.
    • USD 18 million share of profit from Hyundai Glovis.
  • Up from USD 68 million in the corresponding period last year but down from USD 118 million in the previous quarter.

USD 11 million impairment loss in Maritime Services.

USD 28 million in net financial expenses.

• USD 23 million currency loss.

Increased shareholding in Treasure ASA from 78.7% to 84.2%

Post quarter event

The board proposes that the Annual General Meeting approves a first dividend of NOK 12.00 per share and authorises the board to distribute additional dividend of up to NOK 8.00 per share. This is in line with the targeted 3 – 5% dividend yield over time.

Key figures

Financial performance

USD million Q-on-Q Y-o-Y 01.01- 01.01- Y-o-Y
Q4'24 Q3'24 Change Q4'23 Change 31.12.24 31.12.23 Change
Total income 278 295 -6% 256 9% 1,138 1,029 11%
of which operating revenue 274 296 -7% 250 10% 1,136 1,027 11%
of which other gain/(loss) 4 (1) 5 2 1
EBITDA 37 38 -3% 33 12% 159 147 8%
Operating profit/EBIT 10 22 -53% 17 -39% 85 88 -4%
Share of profit/(loss) from associates 116 118 -2% 68 69% 472 431 10%
Financial items (28) 4 6 (19) (4)
of which change in fair value financial assets 1 3 5 27 11
of which other financial income/(expenses) (29) 1 1 (46) (15)
Profit/(loss) before tax/EBT 98 144 -32% 91 8% 538 515 5%
Tax income/(expenses) (4) (7) (11) (20) (27)
Profit/(loss) for the period 94 136 -31% 80 18% 518 487 6%
Profit/(loss) to equity holders of the company 91 131 -30% 74 23% 498 466 7%
EPS (USD) 2.13 3.05 -30% 1.68 27% 11.47 10.52 9%
Other comprehensive income (194) 66 74 (213) (11)
Total comprehensive income (100) 203 neg. 154 neg. 305 476 -36%
Total comp. income equity holder of the company (90) 191 neg. 142 neg. 300 457 -34%
Total assets 3,758 3,968 -5% 3,735 1% 3,758 3,735 1%
Shareholders' equity 2,580 2,641 -2% 2,332 11% 2,580 2,332 11%
Total equity 2,695 2,806 -4% 2,488 8% 2,695 2,488 8%
Equity ratio 72% 71% 1% 67% 5% 72% 67% 5%

Group result for the fourth quarter 2024

Total income for the Wilh. Wilhelmsen Holding ASA group (referred to as Wilhelmsen or group) was USD 278 million in the fourth quarter of 2024, up 9% from the corresponding period last year but down 6% from the previous quarter. Income was up year-over-year but down quarter-on-quarter for both Maritime Services and New Energy.

EBITDA was USD 37 million, up 12% from last year but down 3% from the previous quarter. EBITDA was up for New Energy but down for Maritime Services both yearover-year and quarter-on-quarter.

The quarter included USD 11 million in total impairment losses in Maritime Services.

Share of profit from joint ventures and associates was USD 116 million. This was up 69% from the previous year mainly due to increased profit in Wallenius Wilhelmsen ASA.

Financial items were a net loss of USD 28 million including USD 23 million in mainly unrealised currency losses. Tax was an expense of USD 4 million for the quarter.

Net profit to equity holders of the company was USD 91 million for the quarter, equal to USD 2.13 earnings per share (EPS).

Other comprehensive income was negative with USD 194 million, mainly from currency translation differences related to non-USD entities. Total comprehensive income, including net profit and other comprehensive income, attributable to equity holders of the company was negative with USD 90 million.

Group balance sheet

Total assets were down 5% in the fourth quarter mainly due to a reduction in other current assets. This included declared dividend received in the fourth quarter which was partly used towards repayment of debt. Shareholders' equity was down 2% to USD 2,580 million due to negative comprehensive income in the quarter and paid dividend. As of 31 December, the group equity ratio was 72%.

Group cash flow, liquidity and debt

USD million Cash Curr.
& cash fin.
equiv. inv. IBD Lease
liabil.
NIBD
Maritime Services 115 0 169 38 92
New Energy (48) 0 234 73 355
Strategic Holdings and Inv. 88 121 5 30 (173)
Elimination 0 0 (107) (8) (115)
Wilhelmsen group 155 121 300 134 157

Cash and cash equivalents were USD 155 million at the end of the fourth quarter, up USD 1 million from the previous quarter. Operating cash flow was USD 3 million. Cash flow from investing activities was USD 174 million, including USD 175 million in dividend received from joint ventures and associates. Cash flow from financing activities was negative with USD 175 million, including USD 101 million in net debt repayments and USD 28 million in dividend payments. Total interest-bearing debt including lease liabilities was USD 434 million by the end of the fourth quarter, a reduction of USD 125 million from the previous quarter.

Dividend (post quarter event)

The board proposes that the Annual General Meeting approves a first dividend of NOK 12.00 per share and authorises the board to distribute additional dividend of up to NOK 8.00 per share.

Full year 2024

Preliminary result for the year

Total income for Wilhelmsen was USD 1,138 million in 2024, up 11% from 2023. Income was up for both Maritime Services and New Energy.

EBITDA came in at USD 159 million for the year, up 8%. EBITDA was up for both Maritime Services and New Energy.

EBIT was down for the year mainly due to USD 11 million in total impairment losses in Maritime Services.

Share of profit from joint ventures and associates was USD 472 million for the year, up 10% from USD 431 million one year earlier. The improvement was mainly due to an increase in net profit in Wallenius Wilhelmsen ASA.

The change in fair value financial assets was positive with USD 27 million, up from USD 11 million in 2023. Other financials were a net expense of USD 46 million, including USD 28 million in mainly unrealised currency losses.

Tax was an expense of USD 20 million, mainly related to Maritime Services.

Net profit to equity holders of the company was USD 498 million in 2024, equal to USD 11.47 earnings per share (EPS). This was up from USD 466 million in 2023.

Other comprehensive income was negative with USD 213 million, mainly from currency translation differences related to non-USD entities. Total comprehensive income to equity holders of the company was USD 300 million for the year.

Environment Social Governance (ESG)

This report includes aggregated ESG results for consolidated entities in the Wilhelmsen group, which includes the Maritime Services segment (Ships Service, Port Services, Ship Management, Global Business Services, Chemicals and Insurance Services) and the New Energy segment (NorSea Group only).

Strategic focus Measures 2024 Annual target Q4'24 01.01-
31.12.24
01.01-
31.12.23
E -Climate
change and
Scope 1 GHG emissions reduction in tCO2e Minimum 5.25% per year
from 2022 base year to 2030
-14% -10% -6.18%
decarbonisation Scope 2 electricity consumed classified as
renewable
60% 75% 71% 50%
Scope 3 emissions (tCO2e)1. Establish base year 2.67 5.43 n/a
ONSHORE Number of days lost to work-related ill health Establish base year 578 1249 n/a
S - Health and Number of days lost to work-related injuries Establish base year 37 125 n/a
safety Lost time injury frequency rate (per million
manhours) 2.
<2.00 1.45 1.37 0.40
Number of work-related fatalities Zero 0 1 0
Total recordable case frequency rate (per million
manhours) 2.
<5.00 2.91 2.35 0.66
SEAFARERS Number of days lost to work-related ill health Establish base year 0 0 n/a
S - Health and Number of days lost to work-related injuries Establish base year 4 13 n/a
safety Lost time injury frequency rate (per million
manhours)
<0.40 0.35 0.34 0.35
Number of work-related fatalities Zero 1 2 1
Total recordable case frequency rate (per million
manhours)
<2.80 2.63 3.28 2.27
S - Equality,
diversity and
Gender balance in the top three management
levels (% female) 3.
>30% female 34% 34% 31%
inclusion Employee voluntary turnover rate 3. 11% annual result 9% 9% 13%
Average registered employee training hours 3. 8 hours per year 12 12 10
S - Supply
chain
Number of supplier audits or assessments with
ESG criteria
As per audit plan 587 742 1,136
management Percentage of new suppliers screened with ESG
criteria
100% in defined tiers 99% 99% 100%
Percentage of suppliers agreeing to Wilhelmsen
Supplier Code of Conduct
100% in defined tiers 99% 95% 100%
G -
Compliance
Percentage completion rate for mandatory
business training 3.
100% 100% 100% 97%
Percentage click-rate on simulated phishing tests Establish base year 34% 14% n/a
Status of implementation of the Cyber Security
Standard
100% completion of 4-step
program
100% 100% n/a

Notes:

  1. Scope 3 reporting includes estimates based on available data for categories 1, 2, 4, 5, 6, 9, 11, 12, 13 and 15. Approximately 96% of the scope 3 emissions estimated are related to use of sold products (refrigerants) and Category 15 investments. Investments are reported in the fourth quarter only due to data availability 2. Days lost refer to calendar days as per CSRD definition. Calculation for onshore lost time injury frequency rate and total recordable case frequency rate calculation changed as per CSRD/ESRS requirements.

  2. Results are presented as year to date.

ESG index

The group's internal index measures ESG performance in strategic focus areas. 17 KPIs are weighted within these areas based on the group's strategic ambitions (excluding financial targets which are reported separately). The overall target for the ESG index at year end is a result equal to or greater than 0.85 which means the majority of entity/segment/group ESG activities are on target.

The overall group ESG index result was 0.87 for the fourth quarter and 0.85 for the full year, meeting the 2024 target. The results were impacted by three work-related fatalities during the year, a higher-than-targeted total recordable case frequency for seafarers, and a marginally lower-than-targeted percentage of suppliers agreeing to the Supplier Code of Conduct.

Segment information

Maritime Services

This includes Ships Service, Port Services, Ship Management, and other activities reported under the Maritime Services segment.

USD million Q-on-Q Y-o-Y 01.01- 01.01- Y-o-Y
Q4'24 Q3'24 Change Q4'23 Change 31.12.24 31.12.23 Change
Total income 202 216 -7% 187 8% 831 732 13%
of which Ships Service 125 127 -2% 115 9% 508 467 9%
of which Port Services 43 39 8% 41 5% 162 153 6%
of which Ship Management 30 47 -36% 23 30% 147 87 70%
of which other activities/eliminations 4 2 8 14 26
EBITDA 24 26 -8% 24 -1% 109 105 3%
EBITDA margin (%) 12% 12% 13% 13% 14%
Operating profit/EBIT 6 18 -69% 16 -65% 70 77 -10%
EBIT margin (%) 3% 9% 9% 8% 11%
Share of profit/(loss) from associates (1) 2 neg. 2 neg. 3 7 -56%
Financial items (26) 3 (4) (37) (19)
Tax income/(expense) 1 (5) (9) (12) (20)
Profit/(loss) (21) 19 neg. 5 neg. 23 45 -48%
Profit margin (%) -10% 9% 3% 3% 6%
Non controlling interests (0) 0 1 1 2
Profit/(loss) to equity holders of the company (21) 18 neg. 4 neg. 22 42 -48%

Maritime Services segment

Total income for the Maritime Services segment was USD 202 million in the fourth quarter. This was up 8% from the corresponding period last year but down 7% from the previous quarter. Income was impacted by revenue recognition from the acquisition of Zeaborn Ship Management, of which previously reported USD 10 million in income in the second and third quarter has been changed from gross to net recognition. This has reduced the fourth quarter income with a similar amount but with no EBITDA impact. Excluding income from the Zeaborn acquisition, income was up 5% year-over-year.

EBITDA was USD 24 million, down 1% year-over-year and down 8% from the previous quarter. The reduction in EBITDA reflected higher employee expenses while the reduction in EBITDA margin also reflected lower gross margin on acquisition revenue which is partly accounted for on a gross basis.

The fourth quarter included a USD 7 million impairment of goodwill and a USD 4 million impairment loss related to discontinuation of brand name.

Share of profit from associates was a loss of USD 1 million for the quarter, mainly due to integration cost related to the Zeaborn acquisition. Financial items were an expense of USD 26 million, including USD 22 million in mainly unrealised currency losses. Tax was an income of USD 1 million for the quarter, including changes in deferred tax.

The quarter ended with a loss to equity holders of the company of USD 21 million.

Ships Service

Wilhelmsen Ships Service offers a portfolio of maritime solutions to the merchant fleet.

Total income for Ships Service was USD 125 million. This was up 9% from the corresponding period last year but

down 2% from the previous quarter. Year-over year, total income was lifted by a combination of price increases and higher volumes. Income was up for most product categories including refrigerants, chemicals, and ropes.

Port Services

Wilhelmsen Port Services provides full agency, husbandry, and protective agency services to the merchant fleet.

Total income for Port Services was USD 43 million. This was up 5% from the corresponding period last year and up 8% from the previous quarter. The increase was supported by higher husbandry volumes and prices and to a less extent an increase in the number of vessel appointments.

Ship Management

Wilhelmsen Ship Management provides full technical management, crewing, and related services for all major vessel types.

Total income for Ship Management was USD 30 million in the fourth quarter. This included USD 15 million in revenue from the acquisition of Zeaborn, completed on 31 March 2024, partly offset by the USD 10 million in change from gross to net accounting in previously reported income from the Zeaborn crewing contracts. On a year-over-year basis, total income excluding Zeaborn was up 8%.

Other activities

This includes Wilhelmsen Chemicals, Wilhelmsen Insurance Services and Global Business Services (all fully owned by Wilhelmsen), and certain other activities reported under the Maritime Services segment.

Total income from other activities was down year-overyear but up from the previous quarter. A large part of the income is generated from inter-company services and product salesto other Maritime Services' entities which are eliminated in the segment accounts.

Segment information

New Energy

This includes NorSea, Edda Wind ASA, and other activities reported under the New Energy segment.

USD million Q-on-Q Y-o-Y 01.01- 01.01- Y-o-Y
Q4'24 Q3'24 Change Q4'23 Change 31.12.24 31.12.23 Change
Total income 75 78 -4% 68 11% 303 291 4%
of which NorSea (Energy Infrastructure) 75 78 -3% 67 12% 300 283 6%
of which other activities/eliminations 0 1 -88% 1 -90% 2 7 -67%
EBITDA 16 15 11% 13 27% 59 51 17%
EBITDA margin (%) 21% 19% 19% 19% 17%
Operating profit/EBIT 9 7 27% 5 72% 28 23 25%
EBIT margin (%) 11% 9% 7% 9% 8%
Share of profit/(loss) from associates (1) 1 neg. 3 neg. 7 10 -33%
of which NorSea (Energy Infrastructure) (0) 2 neg. 1 neg. 7 6 26%
of which other activities/eliminations (1) (1) neg. 2 neg. (0) 5 neg.
Financial items 1 (8) (9) (6) (18)
Tax income/(expense) (2) (1) (1) (2) (2)
Profit/(loss) 7 (2) neg. (1) neg. 26 12 115%
Profit margin (%) 10% -2% -1% 9% 4%
Non controlling interests 0 0 0 1 1
Profit/(loss) to equity holders of the company 7 (2) neg. (1) 26 12 121%

New Energy segment

Total income for the New Energy segment was USD 75 million in the fourth quarter. This was up 11% from the corresponding period last year but down 4% from the previous quarter. Year-over-year, income was lifted by increased activities in NorSea.

EBITDA was USD 16 million, up 27% from the corresponding period last year and up 11% from the previous quarter. The positive development in EBITDA was mainly due to high activity in NorSea.

Share of profit from joint ventures and associates was a loss of USD 1 million in the fourth quarter. Financial items were an income of USD 1 million, including a combined USD 5 million gain from disposal of financial assets. Tax was an expense of USD 2 million for the quarter, including changes in deferred tax.

Profit to equity holders of the company was USD 7 million for the quarter.

NorSea

NorSea provides supply bases and integrated logistics solutions to the offshore industry. Wilhelmsen owns 99.4% of NorSea.

Total income for NorSea was USD 75 million in the fourth quarter, up 12% year-over-year but down 3% from the previous quarter. Income was lifted by increased activity at Norwegian offshore bases. The reduction from the previous quarter was due to currency effect from converting income in local currencies into USD.

Share of profit from joint ventures and associates in NorSea was nil in the fourth quarter.

Edda Wind ASA

Edda Wind ASA provides services to the global offshore wind industry and is listed on Oslo Børs. Wilhelmsen owns 31.0% of the company, which is reported as associate in Wilhelmsen's accounts.

Share of profit from Edda Wind ASA was included with a USD 1 million loss for the quarter.

The book value of the 31.0% shareholding in Edda Wind ASA was USD 106 million at the end of the fourth quarter.

Other activities

This includes Reach Subsea ASA (owned 18.4%), Raa Labs AS (owned 75.1%), Massterly AS (owned 50%) and certain other activities reported under the New Energy segment.

Total income for other activities was nil for the quarter.

Share of profit from other activities was included with nil for the quarter.

On 4 December, Wilhelmsen exercised parts of its warrants in Reach Subsea ASA, with all new shares acquired then sold in the market. Due to the new shares issued, the Wilhelmsen shareholding in Reach ASA was reduced from 19.2% to 18.4%. The book value of Wilhelmsen's 18.4% shareholding in Reach Subsea ASA was USD 23 million at the end of the fourth quarter. Wilhelmsen has warrants to subscribe for additional shares in Reach Subsea ASA in accordance with a three-year warrant issued in the first quarter of 2022. The fair market value of the warrants was reported as other current assets at the end of the fourth quarter.

Segment information

Strategic Holdings and Investments

This includes the strategic holdings in Wallenius Wilhelmsen ASA and Treasure ASA, other financial and non-financial investments, and other activities reported under the Strategic Holdings and Investments segment.

USD million Q-on-Q Y-o-Y 01.01- 01.01- Y-o-Y
Q4'24 Q3'24 Change Q4'23 Change 31.12.24 31.12.23 Change
Total income 4 4 12% 3 27% 16 15 6%
of which operating revenue 4 4 12% 3 17% 16 16 4%
of which other gain/(loss) 0 0 (0) 0 (0)
EBITDA (3) (2) (3) (8) (7)
Operating profit/EBIT (4) (3) (4) (13) (12)
Share of profit/(loss) from associates 117 115 2% 63 85% 462 414 12%
of which Wallenius Wilhelmsen ASA 100 91 9% 42 137% 372 324 15%
of which Hyundai Glovis 18 23 -25% 21 -17% 90 89 1%
of which other/eliminations 0 0 0 0 0
Change in fair value financial assets (1) 5 5 10 7
Other financial income/(expenses) 11 4 19 26 64
of which investment management (5) 3 6 10 15
of which financial income from group companies 14 2 9 17 41
of which other financial income/(expense) 2 (0) 4 (2) 7
Tax income/(expense) (5) (1) (2) (8) (5)
Profit/(loss) 118 119 81 478 468
Non controlling interests 3 5 4 18 18
Profit/(loss) to equity holders of the company 115 114 76 460 449

Strategic Holdings and Investments segment

The Strategic Holdings and Investments segment reported a USD 115 million profit to equity holders of the company in the fourth quarter. This was up year-over-year and from the previous quarter mainly due to higher contribution from Wallenius Wilhelmsen ASA.

Wallenius Wilhelmsen ASA

Wallenius Wilhelmsen ASA is a market leader in RoRo shipping and vehicle logistics and is listed on Oslo Børs. Wilhelmsen owns 37.9% of the company, which is reported as associate in Wilhelmsen's accounts.

Share of profit from Wallenius Wilhelmsen ASA was USD 100 million for the quarter. This was up from USD 42 million in the corresponding period last year and USD 91 million in the previous quarter.

The book value of the 37.9% shareholding in Wallenius Wilhelmsen ASA was USD 1,077 million at the end of the fourth quarter.

In the fourth quarter, Wilhelmsen received USD 171 million in dividend from Wallenius Wilhelmsen ASA. The dividend was declared in the second and third quarter and included as other current assets in the third quarter accounts.

Treasure ASA - Hyundai Glovis

Treasure ASA holds a 11.0% ownership interest in Hyundai Glovis Co., Ltd. (Hyundai Glovis) and is listed on Oslo Børs. Wilhelmsen owns 84.2% of Treasure ASA. Hyundai Glovis is reported as an associate in Wilhelmsen's accounts.

Share of profit from Hyundai Glovis was included with USD 18 million for the quarter. This compares with a share of profit of USD 21 million in the corresponding period last year and USD 23 million in the previous quarter.

The book value of the 11.0% shareholding in Hyundai Glovis was USD 672 million at the end of the fourth quarter.

In October, Wilhelmsen increased the shareholding in Treasure ASA from 78.7% to 84.2% for a total consideration of USD 30 million.

Financial investments

Financial investments include cash and cash equivalents, current financial investments and other financial assets held by the parent and fully owned subsidiaries.

Net income from investment management was a loss of USD 5 million for the quarter. The market value of current financial investments was USD 121 million at the end of the fourth quarter.

Change in fair value of non-current financial assets was a loss of USD 1 million for the quarter. The fair value at the end of the fourth quarter was USD 86 million. The largest investment was the 25 million shares held in Qube Holdings Limited with a market value of USD 61 million.

Other activities

This includes WilNor Governmental Services, Wilservice AS, holding company activities, and certain other activities reported under the Strategic Holdings and Investments segment.

Income for other activities remained limited in the quarter.

Outlook

Wilhelmsen is an industrial holding company within the maritime industry. The group's activities are carried out through fully and partly owned entities, most of which are among the market leaders within their segments. Our ambition is to develop companies within maritime services, shipping, logistics, renewables, and related infrastructure through active ownership.

Outlook for Maritime Services

Maritime Services delivers value creating solutions to the global merchant fleet, focusing on Ships Service, Port Services, and Ship Management.

The Maritime Services operation has in 2024 been supported by a predominantly positive global shipping market, with income also lifted by bolt-on acquisitions and inflationary impact. For 2025, we expect lower inflationary impact, while risk to the general shipping market from an unpredictable geopolitical situation has increased.

Looking further ahead, we believe that the Maritime Services market will continue to grow, supported by a growing world economy. With global networks, strong brands built over many years, and a long history of innovation and market adaptation, Wilhelmsen is in a good position to service this market.

Outlook for New Energy

The New Energy segment focuses on building an ecosystem supporting energy transition. With segment companies representing energy infrastructure, offshore wind, and technology & decarbonisation, Wilhelmsen is driving value-creation by bringing together their unique competencies.

Supply constraints and geopolitical risk continue to impact the European energy market. This supports a continued high activity level in 2025 at the offshore fields serviced by NorSea and other Wilhelmsen operations.

A focus on climate measures will support, inter alia, a gradual shift from offshore oil and gas to renewable energy, and decarbonization of the global fleet. With a broad range of operations, infrastructure, and new initiatives across offshore and other maritime activities, Wilhelmsen is well positioned to participate in these energy and technology shifts.

Outlook for Strategic Holdings and Investments

Wilhelmsen holds a large strategic shareholding in Wallenius Wilhelmsen ASA and, through its shareholding in Treasure ASA, in Hyundai Glovis. Through our shareholdings in these companies, we will continue to provide and develop world leading logistics services to the global automotive and ro-ro industries.

A favourable supply-demand balance in global ro-ro shipping has lifted the earnings and dividend capacity of our strategic holdings. While vessel supply is expected to grow, a solid contract base will support strong earnings also in 2025.

Long term, Wallenius Wilhelmsen ASA and Hyundai Glovis have the size, global reach, human and physical assets, and customer base to succeed in a continuously changing world.

Outlook for the Wilhelmsen group

Wilhelmsen retains a strong balance sheet and a balanced portfolio of leading maritime operations and investments.

While uncertainty persists, specifically regarding geopolitical tension and an uncertain global trade environment, the group retains its capacity to support and grow the portfolio, and to deliver consistent yearly dividends.

Lysaker, 12 February 2025

The board of directors of Wilh. Wilhelmsen Holding ASA

Forward-looking statements presented in this report are based on various assumptions. These assumptions were reasonable when made, but as assumptions are inherently subject to uncertainties and contingencies which are difficult or impossible to predict, Wilhelmsen cannot give assurances that expectations regarding the outlook will be achieved or accomplished.

Consolidated income statement

USD mill Note Q4 Q4 YTD YTD
2024 2023 2024 2023
Operating revenue 274 250 1 136 1 027
Other gain 5 4 5 2 1
Total income 278 256 1 138 1 029
Operating expenses
Cost of goods and change in inventory (89) (81) (391) (340)
Employee benefits (108) (100) (423) (387)
Other expenses (44) (42) (166) (153)
Operating profit before depreciation and amortisation (EBITDA) 37 33 159 147
Depreciation and impairments 7/8 (26) (16) (74) (59)
Operating profit (EBIT) 10 17 85 88
Share of profit from joint ventures and associates 4 116 68 472 431
Financial items
Change in fair value financial assets 10 1 5 27 11
Other financial income/(expenses) 11 (29) 1 (46) (15)
Net financial items (28) 6 (19) (4)
Profit before tax 98 91 538 515
Tax income/(expense) 6 (4) (11) (20) (27)
Profit for the period 94 80 518 487
Attributable to: equity holders of the company 91 74 498 466
non-controlling interests 3 6 20 21
Basic earnings per share (USD) 9 2.13 1.68 11.47 10.52
Consolidated comprehensive income
USD mill Q4 Q4 YTD YTD
2024 2023 2024 2023
Profit for the period 94 80 518 487
Items that may be reclassified to income statement
Cash flow hedges (net after tax) 1 (1) 1 0
Comprehensive income from joint ventures and associates 11 (2) 13 5

Currency translation differences (207) 79 (228) (15)

Remeasurement pension liabilities, net of tax 1 (1) 1 (1) Other comprehensive income, net of tax (194) 74 (213) (11) Total comprehensive income for the period (100) 154 305 476

Equity holders of the company (90) 142 300 457 Non-controlling interests (9) 13 5 19 Total comprehensive income for the period (100) 154 305 476

Items that will not be reclassified to income statement

Total comprehensive income attributable to:

Consolidated balance sheet

USD mill
Note
31.12.2024 31.12.2023
Deferred tax asset
6
52 51
Goodwill and other intangible assets
7
125 132
Property and other tangible assets
7
571 623
Right of use assets
8
121 112
Investments in joint ventures and associates*
4/18
2 001 1 877
Financial assets to fair value
10
86 87
Other non current assets 39 42
Total non current assets 2 994 2 924
Inventory 119 121
Current financial investments 121 124
Other current assets 368 342
Cash and cash equivalents 155 224
Total current assets 764 811
Total assets 3 758 3 735
Paid-in capital
9
118 118
Own shares
9
(3) (1)
Retained earnings*
9/12/18
2 465 2 215
Attributable to equity holders of the parent 2 580 2 332
Non-controlling interests 115 155
Total equity 2 695 2 488
Pension liabilities 21 23
Deferred tax
6
12 12
Non-current interest-bearing debt
13/14
277 456
Non-current lease liability
8/13
108 101
Other non-current liabilities 8 11
Total non current liabilities 425 603
Current income tax 12 10
Public duties payable 17 18
Current interest-bearing debt
13/14
23 27
Current lease liability
8/13
26 24
Other current liabilities 559 567
Total current liabilities 637 645
Total equity and liabilities 3 758 3 735

* The investment in Wallenius Wilhelmsen, accounted for as investment in associate, has been restated. See note 18 for more details.

Consolidated cash flow statement

USD mill Note Q4 Q4 YTD YTD
Cash flow from operating activities 2024 2023 2024 2023
Profit before tax 98 91 538 515
Share of (profit)/loss from joint ventures and associates 4 (116) (68) (472) (431)
Changes in fair value financial assets 10 (1) (5) (27) (11)
Other financial (income)/expenses 11 29 (1) 46 15
Depreciation, amortisation and impairment 7/8 26 16 74 59
Other (gain)/loss 5 (4) (5) (2) (1)
Change in net pension asset/liability 0 (1) 1 1
Change in inventories (10) 1 (7) (7)
Change in other assets and liabilities (14) 44 (33) 75
Tax paid (company income tax, withholding tax) (6) (8) (22) (21)
Net cash flow from operating activities 3 64 96 194
Cash flow from investing activities
Dividend received from joint ventures and associates 175 59 311 170
Proceeds from sale of fixed assets 7 0.322 1 1 2
Investments in fixed assets 7 (9) (13) (40) (43)
Net proceeds from sale of entity 7 - 9 -
Investments in subsidiaries, joint ventures and associates (3) (2) (55) (50)
Loan repayments from joint ventures, associates and others 1 (0) 7 0
Loans granted to joint ventures and associates 0 (9) (2) (11)
Dividend received / proceeds from sale of financial investments 3 6 21 41
Purchase of financial investments (4) (13) (47) (53)
Interest received 3 2 9 8
Changes in other investments 2 - 2 -
Net cash flow from investing activities 174 30 217 63
Cash flow from financing activities
Net proceeds from issue of debt after debt expenses 16 5 81 84
Repayment of debt (118) (28) (246) (157)
Repayment of lease liabilities (7) (6) (33) (28)
Interest paid including interest derivatives (6) (8) (29) (33)
Cash from/ to financial derivatives (3) (2) (3) (4)
Purchase of non-controlling interest (30) - (32) (2)
(Investment)/disposal own shares 1 0 (47) (11)
Dividend to shareholders (28) (18) (72) (46)
Net cash flow from financing activities (175) (56) (382) (196)
Net increase in cash and cash equivalents 1 1 38 (69) 61
Cash and cash equivalents at the beg. of the period 1 154 186 224 163
Cash and cash equivalents at the end of the period 1 155 224 155 224

1 The group is located and operating world wide, and every entity has several bank accounts in different currencies. Unrealised currency effects are included in net cash provided by operating activities.

Statement of changes in equity

Statement of changes in equity - Year to date

USD mill Share capital Own shares Retained
earnings
Total Non
controlling
interests
Total equity
Balance at 31.12.2023 118 (1) 2 215 2 332 155 2 488
Profit for the period - - 498 498 20 518
Other comprehensive income - - (198) (198) (15) (213)
Reclass and change in ownership NCI - - 40 40 (41) (0)
Purchase of own shares - (2) (45) (47) - (47)
Change in put option in associate - - 22 22 - 22
Paid dividend to shareholders - - (68) (68) (4) (72)
Balance at 31.12.2024 118 (3) 2 465 2 580 115 2 695
USD mill Share capital Own shares Retained
earnings
Total Non
controlling
interests
Total equity
Balance at 31.12.2022 118 - 2 160 2 278 160 2 438
Reclass put option in associate (246) (246) (246)
Balance at 01.01.2023 118 - 1 914 2 032 160 2 192
Profit for the period - - 466 466 21 487
Other comprehensive income 0 - (9) (9) (2) (11)
Reclass and change in ownership NCI - - 19 19 (19) 0
Purchase of own shares - (1) (10) (10) (0) (11)
Change in put option in associate (124) (124) (124)
Paid dividend to shareholders - - (41) (41) (5) (46)
Balance at 31.12.2023 118 (1) 2 215 2 332 155 2 488

Note 1 - Accounting principles

General information

This consolidated interim financial report has been prepared in accordance with International Accounting Standards (IAS 34), "interim financial reporting". The consolidated interim financial reporting should be read in conjunction with the annual financial statements for the year end 31 December 2023 for Wilh.Wilhelmsen Holding ASA group, which has been prepared in accordance with IFRS endorsed by the EU.

Basic policies

The accounting policies implemented are consistent with those of the annual financial statements for Wilh. Wilhelmsen Holding ASA group for the year end 31 December 2023.

Note 2 - Significant acquisitions and disposals

2024

Q1

The acquisition of Zeaborn Ship Management was completed and paid on 31. March 2024, and the acquisition balance was consolidated from Q2 2024. The acquisition was done in partnership between Wilhelmsen Ship Management, a fully owned subsidiary of Wilh. Wilhelmsen Holding ASA, and MPC Capital.

Zeaborn manages a fleet of around 100 vessels, comprising of container ships and bulkers as well as tankers and multi-purpose vessels, which are managed from offices in Hamburg, Limassol, Singapore and Manila.

2023

Q1

Acquisition of Navadan completed in the quarter with a purchase price of USD 11 million. Navadan A/S is Danish company within tank and cargo hold cleaning. Navadan will be a part of the segment Maritime Services.

Q2

No material acquisitions or disposals.

Roundings

As a result of rounding adjustments, the figures in one or more columns may not add up to the total of that column.

Q2

The acquisition balance related to Zeaborn Ship Management is included and fully consolidated in Q2 2024. No other material acquisitions or disposals.

Q3

No material acquisitions or disposals.

Q4

No material acquisitions or disposals.

Q3

No material acquisitions or disposals.

Change of accounting principle for the investment in Huyndai Glovis.

Q4

No material acquisitions or disposals.

Note 3 - Segment reporting: Income statement per operating segment

USD mill Maritime Services New Energy
Strategic Holdings
Eliminations
& Investments
Total WWH
Group
Quarterly figures
Note
Q4
2024
Q4
2023
Q4
2024
Q4
2023
Q4
2024
Q4
2023
Q4
2024
Q4
2023
Q4
2024
Q4
2023
Operating revenue 197 182 76 68 4 3 (3) (3) 274 250
Other gain/(loss)
5
5 5 (1) 0 - (0) 0 0 4 5
Total income 202 187 75 68 4 3 (3) (2) 278 256
Operating expenses
Cost of goods and change in inventory
(72) (66) (17) (15) (0) (0) 0 0 (89) (81)
Employee benefits (75) (69) (30) (28) (4) (4) 0 0 (108) (100)
Other expenses (31) (28) (12) (13) (3) (3) 2 2 (44) (42)
Operating profit before depreciation
and amortisation (EBITDA)
24 24 16 13 (3) (3) (0) (0) 37 33
Depreciation and impairments (18) (7) (8) (8) (1) (1) 0 0 (26) (16)
Operating profit (EBIT) 6 16 9 5 (4) (4) (0) 0 10 17
Share of profit/(loss) from JVs and associates (1) 2 (1) 3 117 63 - - 116 68
Financial items
Change in fair value financial assets (0) - 2 (1) (1) 5 - - 1 5
Other financial income/(expenses) (26) (4) (1) (8) 11 19 (12) (5) (29) 1
Net financial items (26) (4) 1 (9) 10 24 (12) (5) (28) 6
Profit/(loss) before tax (22) 14 9 (0) 123 83 (12) (5) 98 91
Tax income/(expense) 1 (9) (2) (1) (5) (2) 3 - (4) (11)
Profit for the period (21) 5 7 (1) 118 81 (10) (5) 94 80
Non-controlling interests 0 (1) (0) (0) (3) (4) 0 - (3) (6)
Profit/(loss) to the equity holders of the
company
(21) 4 7 (1) 115 76 (10) (5) 91 74

Cont. Note 3 - Segment reporting: Income statement per operating segment

USD mill Maritime Services New Energy Strategic Holdings &
Investments
Eliminations Total WWH Group
YTD YTD YTD YTD YTD YTD YTD YTD YTD YTD
Year-to-date figures 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023
Operating revenue 830 732 302 290 16 16 (12) (11) 1 136 1 027
Other gain/(loss) 1 1 1 1 0 (0) 0 0 2 1
Total income 831 732 303 291 16 15 (12) (10) 1 138 1 029
Operating expenses
Cost of goods and change in inventory (319) (266) (71) (73) (1) (1) 0 0 (391) (340)
Employee benefits (286) (259) (124) (117) (14) (12) 0 0 (423) (387)
Other expenses (117) (102) (49) (51) (9) (9) 10 8 (166) (153)
Operating profit before depreciation 109 105 59 51 (8) (7) (1) (1) 159 147
and amortisation (EBITDA)
Depreciation and impairments (39) (28) (31) (28) (5) (4) 1 1 (74) (59)
Operating profit (EBIT) 70 77 28 23 (13) (12) (0) (0) 85 88
Share of profit from JVs and associates 3 7 7 10 462 414 - - 472 431
Financial items
Change in fair value financial assets (0) - 17 4 10 7 - - 27 11
Other financial income/(expenses) (37) (19) (24) (22) 26 64 (12) (37) (46) (15)
Net financial items (37) (19) (6) (19) 36 71 (12) (37) (19) (4)
Profit/(loss) before tax 35 65 29 14 486 473 (12) (37) 538 515
Tax income/(expense) (12) (20) (2) (2) (8) (5) 3 - (20) (27)
Profit for the period 23 45 26 12 478 468 (10) (37) 518 487
Non-controlling interests (1) (2) (1) (1) (18) (18) - - (20) (21)
Profit/(loss) to the equity holders of the 22 42 26 12 460 449 (10) (37) 498 466
company

Cont. Note 3 - Segment reporting: Balance sheet per operating segment

USD mill Maritime Services New Energy & Investments Strategic Holdings Eliminations Total WWH
Group
31.12 31.12 31.12 31.12 31.12 31.12 31.12 31.12 31.12 31.12
2024 2023 2024 2023 2024 2023 2024 2023 2024 2023
Deferred tax asset 44 40 1 1 7 10 - - 52 51
Goodwill and other intangible assets 119 125 5 6 1 1 - - 125 132
Property and other tangible assets 161 168 396 439 14 16 - - 571 623
Right of use assets 36 36 63 61 29 24 (7) (10) 121 112
Investments in joint ventures and associates* 32 30 221 204 1 749 1 642 - 0 - 2 001 1 877
Financial assets to fair value - - 0 5 86 82 - - 86 87
Other non current assets 19 8 22 37 0 0 (2) (4) 39 42
Total non current assets 410 408 708 754 1 886 1 776 (10) (14) 2 994 2 924
Inventory 119 121 0 0 - - - - 119 121
Current financial investments - - - - 121 124 - - 121 124
Other current assets 278 261 85 76 111 17 (106) (11) 368 342
Cash and cash equivalents 115 144 (48) 21 88 59 - - 155 224
Total current assets 513 526 37 98 320 200 (106) (11) 764 811
Total assets 923 933 745 852 2 206 1 975 (116) (25) 3 758 3 735
Shareholders' equity* 172 177 368 382 2 039 1 772 1 0 2 580 2 332
Equity non-controlling interests 2 2 4 6 109 148 - - 115 155
Total equity 174 179 373 388 2 148 1 921 1 0 2 695 2 488
Pension liabilities 14 15 1 1 6 7 - - 21 23
Deferred tax 12 11 0 0 0 0 - - 12 12
Non-current interest-bearing debt 64 174 210 279 5 7 (2) (4) 277 456
Non-current lease liability 27 28 61 61 26 22 (7) (9) 108 101
Other non-current liabilities 5 6 3 5 - - - - 8 11
Total non current liabilities 121 233 276 346 38 37 (9) (13) 425 603
Current income tax 9 8 1 0 3 1 - - 12 10
Public duties payable 9 10 7 7 1 1 - - 17 18
Current interest-bearing debt 105 0 23 27 - - (105) - 23 27
Current lease liability 11 12 12 9 4 4 (1) (1) 26 24
Other current liabilities 493 492 54 73 13 13 (1) (11) 559 567
Total current liabilities 627 522 97 117 20 18 (107) (12) 637 645
Total equity and liabilities 923 933 745 852 2 206 1 975 (116) (25) 3 758 3 735

* The investment in Wallenius Wilhelmsen, accounted for as investment in associate, has been restated. See note 18 for more details.

Cont. Note 3 - Segment reporting: Cash flow per operating segment

USD mill Maritime Services New Energy Strategic Holdings &
Investments
Q4 Q4 Q4 Q4 Q4 Q4
2024 2023 2024 2023 2024 2023
Cash flow from operating activities
Profit before tax (22) 14 9 (0) 123 83
Share of (profit)/loss from joint ventures and associates 1 (2) 1 (3) (117) (63)
Changes in fair value financial assets 0 - (2) 1 1 (5)
Other financial (income)/expenses 26 4 1 8 (11) (19)
Depreciation, amortisation and impairment 18 7 8 8 1 1
Change in other assets and liabilities (15) 13 14 4 (15) 3
Net (gain)/loss from sale of assets (5) (5) 1 (0) - 0
Net cash flow from operating activities 4 32 31 17 (18) (1)
Cash flow from investing activities
Dividend received from joint ventures and associates 1 1 0 5 176 68
Net sale/(investments) in fixed assets (2) (6) (7) (5) (1) (1)
Net sale/(investments) and repayment/(granted loan) to entities (4) (2) (8) 39 (30) 0
Net changes in other investments/financial items 2 2 1 1 3 (5)
Net cash flow from investing activities (4) (6) (14) 40 148 63
Cash flow from financing activities
Net change of interest-bearing debt (94) (18) (6) (10) (18) (1)
Net change in other financial items (6) (4) (5) (5) (1) (2)
Net dividend/loan from/to other segments or shareholders 83 0 (47) 1 (53) (68)
Net cash flow from financing activities (17) (22) (58) (14) (71) (72)
Net increase in cash and cash equivalents (17) 4 (41) 43 59 (9)
Cash and cash equivalents at the beg. of the period 132 140 (7) (21) 28 68
Cash and cash equivalents at the end of the period 115 144 (48) 21 88 59

Cont. Note 3 - Segment reporting: Breakdown New Energy income statement

NOK mill Energy USD mill
NorSea Group Infrastructure
(NorSea)
Other New
Energy
New Energy
Quarterly figures Q4 2024 Property Logistics Impact Other and
eliminations
Total
NorSea
Group
Total
Total income 177 417 29 209 832 75 1 75
Operating expenses (59) (352) (30) (213) (654) (59) (0) (59)
EBITDA 118 64 (0) (3) 178 16 1 16
Depreciation and impairments (45) (20) (4) (13) (82) (7) (0) (8)
EBIT 73 44 (5) (16) 96 9 1 9
Share of profit from JVs and associates
Change in fair value financial assets
4
-
0
-
(17)
-
(0)
-
(13)
-
(0)
-
(1)
2
(1)
2
Net financial income/(expenses) (4) 24 7 (66) (39) (4) 2 (1)
Profit/(loss) before tax 72 68 (15) (82) 44 5 3 9
Quarterly figures Q4 2023 Property Logistics Impact Other and
eliminations
Total
NorSea
Group
Total
Total income 156 321 36 216 728 67 2 68
Operating expenses (59) (279) (28) (220) (586) (54) (2) (56)
EBITDA 97 42 7 (4) 142 13 (0) 13
Depreciation and impairments (38) (18) (3) (24) (83) (8) (0) (8)
EBIT 59 24 5 (28) 60 6 (1) 5
Share of profit from JVs and associates
Change in fair value financial assets
Net financial income/(expenses)
1
-
(4)
0
-
2
(1)
-
(2)
11
-
(50)
11
-
(54)
1
-
(5)
2
(1)
(3)
3
(1)
(8)

Profit/(loss) before tax 56 26 2 (67) 17 2 (2) (0)

Cont. Note 3 - Segment reporting: Breakdown New Energy income statement

NOK mill USD mill
NorSea Group Energy
Infrastructure
(NorSea)
Other New
Energy
New Energy
Year-to-date figures Q4 2024 Property Logistics Impact Other and
eliminations
Total
Norsea
Group
Total
Total income 666 1 591 129 842 3 228 300 3 303
Operating expenses (220) (1 333) (100) (896) (2 549) (237) (7) (244)
EBITDA 446 257 29 (54) 679 63 (3) 59
Depreciation and impairments (179) (77) (16) (52) (324) (30) (1) (31)
EBIT 267 181 13 (107) 355 33 (4) 28
Share of profit from JVs and associates 6 (7) (21) 83 61 7 (0) 7
Change in fair value financial assets - - - - - - 17 17
Net financial income/(expenses) (15) 28 5 (255) (236) (22) 3 (24)
Profit/(loss) before tax 259 202 (3) (278) 180 18 16 29
Property Logistics Impact Other and Total Total
Year-to-date figures Q4 2023 eliminations Norsea
Group
Total income 595 1 415 134 850 2 994 283 8 291
Operating expenses (208) (1 206) (145) (856) (2 416) (229) (13) (240)
Profit/(loss) before tax 224 142 (15) (213) 137 14 5 14
Net financial income/(expenses) (13) 6 2 (195) (201) (19) 1 (22)
Change in fair value financial assets - - - - - - 4 4
Share of profit from JVs and associates 4 (2) (2) 53 52 6 5 10
EBIT 234 138 (14) (72) 286 27 (5) 23
Depreciation and impairments (152) (70) (3) (65) (291) (27) (1) (28)
EBITDA 386 209 (11) (6) 577 55 (4) 51
Operating expenses (208) (1 206) (145) (856) (2 416) (229) (13) (240)

Cont. Note 3 - Segment reporting: Breakdown New Energy selected balance sheet items

NOK mill USD mill
Energy
Infrastructure New
NorSea Group (NorSea) Energy
31.12.2024
Tangible assets 4 559 402 396
Right of use assets 720 63 63
Investments in joint ventures and associates 1 022 91 222
Other non-current assets 259 23 28
Total non current assets 6 560 579 709
Current assets excl. cash 777 69 85
Non current interest-bearing debt 2 386 210 210
Current interest-bearing debt 772 23 23
Non current lease liabilities 696 61 61
Current lease liabilities 135 12 12
Total interest-bearing debt 3 990 307 307
Cash and cash equivalents 83 (39) (48)
Net interest-bearing debt 3 906 346 355
31.12.2023
Tangible assets 4 514 446 439
Right of use assets 623 61 61
Investments in joint ventures and associates 955 93 204
Other non-current assets 362 36 49
Total non current assets 6 454 636 754
Current assets excl. cash 775 77 76
Non current interest-bearing debt 2 826 279 279
Current interest-bearing debt 274 27 27
Non current lease liabilities 619 61 61
Current lease liabilities 96 10 9
Total interest-bearing debt 3 815 377 377
Cash and cash equivalents 54 5 21
Net interest-bearing debt 3 762 371 355

Note 4 - Investment in joint ventures and associates

USD mill 31.12.2024 31.12.2023
Ownership Booked value Booked value
Strategic Holdings and Investments:
Wallenius Wilhelmsen ASA* 37.9 % 1 077 967
Hyundai Glovis Co., Ltd. 11.0 % 672 675
Maritime Services:
Wilhelmsen Ahrenkiel Ship Management 50 % 12 10
Associates 20 - 50% 20 20
New Energy:
Joint ventures
Coast Center Base 50 % 80 85
Other joint ventures 50 % 2 2
Associates
Edda Wind ASA 31.0 % 106 84
Reach Subsea ASA 19.2 % 23 23
Other associates 33-49% 11 10
Total investment in joint ventures and associates 2 001 1 877

* The investment in Wallenius Wilhelmsen, accounted for as investment in associate, has been restated. See note 18 for more details.

Share of profit/(loss) from joint ventures and associates Q4 2024 Q4 2023 YTD 2024 YTD 2023
Wallenius Wilhelmsen ASA 100 42 372 324
Hyundai Glovis Co., Ltd. 18 21 90 89
Joint ventures and associates in New Energy** (1) 3 7 10
Joint ventures and associates in Maritime Services (1) 2 3 7
Share of profit/(loss) from joint ventures and associates 116 68 472 431

** Share of profit/(loss) from associated companies Edda Wind ASA and Reach Subsea ASA are based on financial figures YTD 30.09.2024 plus estimate for Q4.

Note 5 - Other gain / (loss)

No material gain/(loss) from sale of assets during Q4 2024. Gain of USD 4 million in Q4 is mainly a combination of reversal of previous a ccruals and annual scrapping of old cylinders within the Maritime Services segment.

Note 6 - Tax

The effective tax rate for the group will change from period to period, dependent on the group gains and losses from investments within the exemption method.

OECD Pillar Two model rules

The Pillar two model rules, issued by OECD as part of their BEPS project, came into effect from 1 January 2024. On 20 December 2023, the Norwegian parliament approved the legislation, defining the framework for Norwegian ultimate parent entities.

The group has assessed the implications of the new legislation, with the resulting estimated financial impact on the group's income tax amounting to USD 2.4 million for Q4 2024.

Effective from 23 May 2023, the International Accounting Standard Board (the IASB) issued an amendment to IAS 12, with the amendment including a mandatory temporary exemption to the accounting for deferred tax arising from the jurisdictional implementation of the Pillar Two model rules. The group has implemented the mandatory temporary exemption, effective from 1 January 2023.

Note 7 - Tangible and intangible assets

2024 - USD mill Properties Other tangible Intangible Total
assets assets
Cost at 01.01
-
730 243 207 1 180
Additions
-
19 16 5 40
Business combinations
-
- 0 18 18
Reclass/disposal
-
(14) (6) (10) (30)
Currency translation differences
-
(73) (14) (18) (106)
Cost at 31.12
-
662 239 202 1 102
Accumulated depreciation and impairment at 01.01
0.000
(258) (92) (75) (425)
Depreciation/amortisation
-
(17) (12) (7) (36)
Reclass/disposal
-
12 6 8 26
Impairment
-
(0) (0) (11) (11)
Currency translation differences
(0)
24 8 7 39
Accumulated depreciation and impairment at 31.12
0.000
(239) (91) (77) (407)
Carrying amounts at 31.12
0.000
423 148 125 696
2023 - USD mill Properties Other tangible
assets
Intangible
assets
Total
Cost at 01.01 0.000
692
226 201 1 119
Additions -
16
23 3 43
Business combinations -
3
0 10 13
Reclass/disposal (0)
33
(7) (3) 22
Currency translation differences -
(14)
1 (3) (17)
Cost at 31.12 -
730
243 207 1 180
Accumulated depreciation and impairment at 01.01 0
(206)
(89) (73) (368)
Depreciation/amortisation -
(18)
(11) (8) (36)
Reclass/disposal (0)
(36)
7 4 (25)
Impairment -
(1)
- (0) (1)
Currency translation differences (0)
3
1 1 5
Accumulated depreciation and impairment at 31.12 0.000
(258)
(92) (75) (425)
Carrying amounts at 31.12 0.000
472
151 132 755

Impairment assessments

As of 31 December 2024 management has performed impairment testing for the group's recognised goodwill. Based on the tests performed, an impairment of USD 7 million was recognised in 2024 (2023: nil) for goodwill related to business combinations in business units within the Maritime Services segment. The impairment was attributed to changes in market conditions and corresponding changes in the unit's business model, where the goodwill related to the unit was fully impaired. Additionally, the group recognised a USD 4 million impairment loss related to discontinuation of a brand name.

When performing the impairment test, the recoverable amount is based on value in use calculations. In calculating the value in use, the group considers relevant key assumptions. Risk factors related to

USD/NOK 11.35 10.13 Multiple 7.5 7.5 Growth rate 1-4% 1-4% Increase in material cost 4-7% 4-7% Increase in employee benefits and other expenses 3-5% 3-5%

climate and environmental changes as well as regulatory changes responding to such changes are included in the assessment of the recoverable amount. Such factors are assessed in the same way as other uncertain input factors, impacting cash flow estimates used for the tests.

Recoverable amount has been estimated by using an Enterprise value/EBITDA multiple from historical levels. The multiples are estimated to be in the range of 6 - 9, which management believes is a fair estimate of market multiples for the relevant CGU's. Cash flows were projected based on actual operating results and next year's forecast. Cash flows based on a 5-year strategy plan period with terminal value (terminal growth rate 1%) were extrapolated using the following key assumptions:

2024 2023

The values assigned to the key assumptions represent management's assessment of future trends in the maritime industry and are based on both external sources and internal sources. For CGUs where the estimated recoverable amount indicate that the unit may be impaired, additional value in use calculations are performed using discounted

future expected cash flows taking into consideration possible variations and scenarios using weighted average expected cash flows. The group applied a discount rate based on a weighted average cost of captial (WACC) for the group. The discount rate used for 2024 is 10%.

Note 8 - Leases

Right-of-use-assets

The group leases several assets such as buildings, property, machinery, equipment and vehicles. The group's right-of-use assets are categorised and presented in the tables below:

2024 - USD mill Properties Other tangible Total
assets
Cost at 01.01 160 19 179
Additions including remeasurements 40 13 53
Disposals including cancellations (19) (2) (21)
Change in estimates (1) (0) (1)
Currency translation differences (14) (2) (16)
Cost at 31.12 167 28 194
Accumulated depreciation and impairment at 01.01 (60) (7) (66)
Depreciation/amortisation (22) (4) (27)
Disposals including cancellations 12 1 13
Currency translation differences 5 1 6
Accumulated depreciation and impairment at 31.12 (65) (9) (74)
Carrying amounts at 31.12 102 19 121
2023 - USD mill Properties Other tangible
assets
Total
Cost at 01.01 134 15 149
Additions including remeasurements 28 8 36
Disposals including cancellations (7) (4) (12)
Change in estimates 5 (0) 5
Cost at 31.12 160 19 179
Accumulated depreciation and impairment at 01.01 (40) (6) (47)
Depreciation/amortisation (18) (3) (21)
Disposals including cancellations 3 3 6
Change in estimate (5) (0) (5)
Accumulated depreciation and impairment at 31.12 (60) (7) (66)
Carrying amounts at 31.12 100 12 112

Note 9 - Shares and share capital

The number of shares is as follows with a nominal value of NOK 20:

Total shares
A - shares 34 000 000
34 000 000
34 000 000
B - shares 10 580 000
10 580 000
10 580 000
Total shares 44 580 000
44 580 000
44 580 000
Total own shares
1 688 812
1 688 812 386 300
B - shares
738 559
738 559 100 000
A - shares
950 253
950 253 286 300
Own shares

Earnings per share taking into consideration the weighted average number of outstanding shares in the period.

Basic earnings per share is calculated by dividing profit for the period after non-controlling interests, by average number of total outstanding shares.

Earnings per share is calculated based on 42 891 188 outstanding shares per Q4 2024. Corresponding per Q4 2023 was 44 193 700 shares.

In April 2024 the company acquired 440 000 own shares

(20 441 A - shares and 419 559 B - shares). In August 2024 the company acquired 875 000 own shares (656 000 A - shares and 219 000 B shares). In October 2024, a total of 12 488 own A-shares were sold to employees as part of the employee share program. As a result, Wilh.Wilhelmsen Holding ASA owns 950 253 A-shares and 738 559 Bshares.

31.12.2023

Note 10 - Financial assets to fair value

USD mill
31.12.2024
31.12.2024 31.12.2023
Financial assets to fair value
At 1 January
87
87 75
Acquisition
3
3 1
Reclass
(5)
(5) (0)
Currency translation adjustment through other comprehensive income
(9)
(9) 0
Change in fair value through income statement
11
11 11
Total financial assets to fair value
86
86 87

Financial assets to fair value are held in subsidiaries with different functional currencies and thereby creating translation adjustment.

Note 11 - Other financial income/(expenses)

USD mill Q4 Q4 YTD YTD
2024 2023 2024 2023
Investment management (5) 6 10 15
Interest income 3 2 9 8
Other financial income 7 1 11 6
Interest expenses (8) (10) (36) (39)
Other financial expenses (2) (2) (12) (4)
Net financial currency 3 (3) (6) (8)
Net financial currencies derivatives (26) 7 (22) 7
Other financial income/(expenses) (29) 1 (46) (15)

Note 12 - Paid dividend

Dividend for fiscal year 2023 was NOK 18.00 per share and was paid in May 2024 (NOK 10.00 per share) and in November 2024 (NOK 8.00 per share).

The proposed dividend for fiscal year 2024, payable in second quarter 2025, is NOK 12.00 per share. A decision on this proposal will be taken by the annual general meeting on 30 April 2025. The proposed dividend is not accrued in the year-end balance. The dividend will have effect on the retained earning in second quarter 2025.

Note 13 - Interest-bearing debt including lease liabilities

USD mill 31.12.2024 31.12.2023
Non current interest-bearing debt 277 456
Current interest-bearing debt 23 27
Non current lease liabilities 108 101
Current lease liabilities 26 24
Total interest-bearing debt 434 608
Cash and cash equivalents 155 224
Current financial investments 121 124
Net interest-bearing debt 157 260

Loan agreements entered into by group companies contain financial covenants related to equity ratio, liquidity, current ratio and net interest-bearing debt / EBITDA measured in respect of the relevant borrowing company or group of companies.

The group was in compliance with these covenants at 31 December 2024 (analogous for 31 December 2023).

Specification of interest-bearing debt

USD mill 31.12.2024 31.12.2023
Interest-bearing debt
Bankloan 300 483
Lease liabilities 134 125
Total interest-bearing debt 434 608

Repayment schedule for interest-bearing debt

Total interest-bearing debt 434 608
Due in 5 years and later 77 76
Due in 4 years 13 435
Due in 3 years 259 28
Due in 2 years 36 19
Due in 1 year 49 51

Note 14 - Financial level

USD mill Level 1 Level 2 Level 3 Total
2024
Financial assets at fair value
Equities 84 - - 84
Bonds 36 0 - 36
Financial derivatives - 21 - 21
Financial assets at fair value 61 8 17 86
Total financial assets at 31.12 181 29 17 227
Financial liabilities at fair value
Financial derivatives - (20) - (20)
Total financial liabilities at 31.12 - (20) - (20)
2023
Financial assets at fair value
Equities 88 - - 88
Bonds 36 0 - 36
Financial derivatives - 2 - 2
Financial assets at fair value 55 8 24 87
Total financial assets at 31.12 179 10 24 214

Financial liabilities at fair value

Financial derivatives - (0) - (0)

Total financial liabilities at 31.12 - (0) - (0)

The fair value of financial instruments traded in an active market is based on quoted market prices at the balance sheet date. The fair value of financial instruments that are not traded in an active market (over-thecounter contracts) are based on third party quotes. These quotes use the maximum number of observable market rates for price discovery. Specific valuation techniques used by financial counterparties (banks) to value financial derivatives include:

  • Quoted market prices or dealer quotes for similar derivatives - The fair value of interest rate swaps is calculated as the net present value of the estimated future cash flows based on observable yield curves

  • The fair value of interest rate swap option (swaption) contracts is determined using observable volatility, yield curve and time-to-maturity parameters at the balance sheet date, resulting in a swaption premium. Options are typically valued by applying the Black-Scholes model. - The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date, with the resulting value discounted back to net present value

  • The fair value of foreign exchange option contracts is determined using observable forward exchange rates, volatility, yield curves and time-tomaturity parameters at the balance sheet date, resulting in an option premium. Options are typically valued by applying the Black-Scholes model.

The carrying value less impairment provision of receivables and payables are assumed to approximate their fair values. The fair value of financial liabilities for disclosure purposes is estimated by discounting the future contractual cash flows at the current market interest rate that is available to the group for similar financial derivatives.

The fair values, except for bond debt, are based on cash flows discounted using a rate based on market rates including margins and are within level 2 of the fair value hierarchy. The fair values of the bond debt are based on quoted prices and are also classified within level 2 of the fair value hierarchy due to limited trading in an active market.

The fair value of financial instruments traded in active markets is based on quoted market prices at the balance sheet date. A market is regarded as active if quoted prices are readily and regularly available from an exchange, dealer, broker, industry group, pricing service, or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm's length basis.

The quoted market price used for financial assets held by the group is the current mid price. These instruments are included in level 1. Instruments included in level 1 at the end of December 2024 are liquid investment grade bonds (analogous for 2023).

The fair value of financial instruments that are not traded in an active market (over-the-counter contracts) are based on third party quotes (Mark-to-Market). These quotes use the maximum number of observable market rates for price discovery. The different techniques typically applied by financial counterparties (banks) were described above. These instruments - FX and IR derivatives - are included in level 2.

If one or more of the significant inputs is not based on observable market data, the derivatives is in level 3. Primarily illiquid investment funds and structured notes are included in level 3.

Note 15 - Related party transactions

WWH delivers services to the Wallenius Wilhelmsen group. These include primarily in-house services such as canteen, post, switchboard and rent of office facilities.

Generally, Shared Services are priced using a cost plus 5% margin calculation, in accordance with the principles set out in the OECD Transfer Pricing Guidelines and are delivered according to agreements that are renewed annually.

Note 16 - Contingencies

The size and global activities of the group dictate that companies in the group will be involved from time to time in disputes and legal actions. The group is not aware of any financial risk associated with disputes and legal actions which are not largely covered through insurance arrangements. Nevertheless, any such disputes/actions which might exist

Note 17 - Events occurring after the balance sheet date

No material events occured between the balance sheet date and the date when the accounts were presented providing new information about the conditions prevailing on the balance sheet date.

In addition group companies have several transactions with associates. The contracts governing such transactions are based on commercial market terms.

are of such a nature that they will not significantly affect the group's financial position.

Note 18 - Investment in joint ventures and associates - restated financial figures

Background

On 7 June 2024, Wallenius Wilhelmsen issued a stock exchange notice informing the market of a required restatement of historical figures due to change in accounting treatment related to the EUKOR put and call option (put option going forward). It has been concluded that the put option liability must be recognised in full and the non-current asset recognised related to the call option must be removed. The combined effect shall be recognised in equity.

Impact of change on the groups consolidated financial statemenets

In the group's consolidated financial statements, the investment in Wallenius Wilhelmsen is accounted for as an investment in associate, applying the equity method for measurement.

In the Wallenius Wilhelmsen consolidated financial statements, the put option has been recognised by derecognizing the non-controlling interest, with excess value, exceeding the carrying value of the noncontrolling interest, being recognised as a reduction in the equity attributable to the owners of the parent.

IAS 28 - Investments in Associates and Joint Ventures , does not give any specific guidance on how to account for other equity movements than total comprehensive income and transactions with shareholders. Wilhelmsen has therefore developed an accounting policy for the equity movements caused by the NCI put, where equity movements in the investee are presented as equity movements also in the consolidated financial statements of the company. Since the risk and rewards associated with the shares primarly resides

with the non-controlling interest, management has concluded that the put option should be recognised in full towards the equity attributable to the owners of the parent, without any derecognition in the noncontrolling interest. By electing this principle, the group assumes its full relative share of the redemption liability reported by Wallenius Wilhelmsen, as a reduction in the carrying value of the shares in Wallenius Wilhelmsen with a corresponding adjustment in equity. The proportionate share of changes in the liability is recognised directly in equity attributable to the holders of the parent.

Presentation of restated comparable amounts

Applying IAS 8 - Accounting Policies, Changes in Accounting Estimates and Errors, the group have presented in this note the restated comparable amounts for each period presented as if the put option had beed recognised in Wallenius Wilhelmsens consolidated financial statements for each period, including quarterly reporting periods, starting from the reporting period ending December 31, 2022. The restated figures for 2022, 2023 and 2024 have not been audited.

Restatement period ending 31 March 2024 - USD mill

Consolidated balance sheet 31.03.2024 31.03.2024 31.03.2024
As reported Adjustments Restated
Investments in joint ventures and associates 2 306 (352) 1 954
Total non current assets 3 341 (352) 2 989
Total assets 4 113 (352) 3 761
Attributable to equity holders of the parent 2 735 (352) 2 383
Non-controlling interests 155 155
Total equity 2 890 (352) 2 538
Total equity and liabilities 4 113 (352) 3 761

Cont. Note 18 - Investment in joint ventures and associates - restated financial figures

Restatement period ending 31 December 2023 - USD mill

Consolidated balance sheet 31.12.2023 31.12.2023 31.12.2023
As reported Adjustments Restated
Investments in joint ventures and associates 2 247 (370) 1 877
Total non current assets 3 294 (370) 2 924
Total assets 4 105 (370) 3 735
Attributable to equity holders of the parent 2 702 (370) 2 332
Non-controlling interests 155 155
Total equity 2 857 (370) 2 488
Total equity and liabilities 4 105 (370) 3 735

Restatement period ending 30 September 2023 - USD mill

Consolidated balance sheet 30.09.2023 30.09.2023 30.09.2023
As reported Adjustments Restated
Investments in joint ventures and associates 2 151 (263) 1 888
Total non current assets 3 117 (263) 2 854
Total assets 3 906 (263) 3 642
Attributable to equity holders of the parent 2 572 (263) 2 309
Non-controlling interests 148 148
Total equity 2 720 (263) 2 457
Total equity and liabilities 3 906 (263) 3 642

Restatement period ending 30 June 2023 - USD mill

Consolidated balance sheet 30.06.2023 30.06.2023 30.06.2023
As reported Adjustments Restated
Investments in joint ventures and associates 2 031 (248) 1 783
Total non current assets 2 995 (248) 2 747
Total assets 3 804 (248) 3 556
Attributable to equity holders of the parent 2 448 (248) 2 200
Non-controlling interests 146 146
Total equity 2 595 (248) 2 347
Total equity and liabilities 3 804 (248) 3 556

Restatement period ending 31 March 2023 - USD mill

Consolidated balance sheet 31.03.2023 31.03.2023 31.03.2023
As reported Adjustments Restated
Investments in joint ventures and associates 2 040 (238) 1 802
Total non current assets 3 025 (238) 2 787
Total assets 3 794 (238) 3 556
Attributable to equity holders of the parent 2 342 (238) 2 104
Non-controlling interests 152 152
Total equity 2 494 (238) 2 256
Total equity and liabilities 3 794 (238) 3 556

Restatement period beginning 1 January 2023 - USD mill

Consolidated balance sheet 31.12.2022 01.01.2023 01.01.2023
As reported Adjustments Restated
Investments in joint ventures and associates 1 962 (246) 1 717
Total non current assets 2 981 (246) 2 735
Total assets 3 711 (246) 3 465
Attributable to equity holders of the parent 2 278 (246) 2 032
Non-controlling interests 160 160
Total equity 2 438 (246) 2 192
Total equity and liabilities 3 711 (246) 3 465

Note 19 - Alternative performance measures

This section describes non-GAAP financial alternative performance measures (APM) that may be used in the quarterly and annual reports and related presentations.

The following measures are not defined nor specified in the applicable financial reporting framework of IFRS. They may be considered as non-GAAP financial measures that may include or exclude amounts that are calculated and presented according to the IFRS. These APMs are intended to enhance comparability of the results, balance sheet and cash flows from period to period and it is the Company's experience that these are frequently used by investors, analysts and other parties. Internally, these APMs are used by the management to measure performance on a regular basis. The APMs should not be considered as a substitute for measures of performance in accordance with IFRS.

EBITDA is defined as Total income (Operating revenue and gain/(loss) on sale of assets) adjusted for Operating expenses. EBITDA is used as an additional measure of operational profitability, excluding the impact from financial items, taxes, depreciation and amortization.

EBITDA adjusted is defined as EBITDA excluding certain income and/or cost items which are not regarded as part of the underlying operational performance for the period. The Company does not report EBITDA adjusted on a regular basis, but may use it on a case by case basis to better explain operational performance.

EBITDA margin is defined as EBITDA as a per cent of of Total income.

EBITDA margin adjusted is defined as EBITDA adjusted as a per cent of Total income, with Total income also adjusted for the same income elements as those which have been adjusted for in EBITDA adjusted.

EBIT is defined as Total income (Operating revenue and gain/(loss) on sale of assets) less Operating expenses, Other gain/loss and depreciation and amortization. EBIT is used as a measure of operational profitability excluding the effects of how the operations were financed, taxed and excluding foreign exchange gains & losses.

EBIT adjusted, EBIT margin and EBIT margin adjusted will, if used, be prepared in the same manner as described under EBITDA.

Net interest-bearing debt (NIBD) is defined as total interest bearing debt (Non-current interest-bearing debt, Non-current lease liabilities, Current interest-bearing debt and Current lease liabilities) less Cash and cash equivalenets and Current financial investments.

Equity ratio is defined as Total equity as a percent of Total assets.

Wilh. Wilhelmsen Holding ASA PO Box 33 NO-1324 Lysaker, NORWAY Tel: +47 67 58 40 00 http://www.wilhelmsen.com/

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