Annual Report • Mar 29, 2022
Annual Report
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ANNUAL REPORT 2021
Ackermans & van Haaren NV
2000 Antwerp - Belgium Tel. +32 3 231 87 70
Begijnenvest 113
May 19, 2022 .................................................. Interim statement Q1 2022
November 23, 2022 ................................ Interim statement Q3 2022
May 23, 2022 .................................................. General meeting
FINANCIAL
CALENDAR
August 31, 2022 ......................................... Half-year results 2022

| • Mission statement | 6 |
|---|---|
| • 2021 at a glance | 8 |
| • Key events 2021 | 10 |
| • Message from the chairmen | 14 |
|---|---|
| • Annual report on the statutory annual accounts | 18 |
| • Annual report on the consolidated annual accounts 20 | |
| • Corporate governance statement | 24 |
| • Remuneration report | 35 |
| • Sustainability report | 44 |
| • Daily management and staff members | 76 |



| • DEME | 82 |
|---|---|
| • CFE | 86 |
| • Rent-A-Port | 90 |
| • Green Offshore | 91 |


| • Nextensa | 104 |
|---|---|
| • Anima | 108 |
| • SIPEF | 112 |
|---|---|
| • Verdant Bioscience | 116 |
| • Sagar Cements | 117 |


| 143 | |
|---|---|
| • Consolidated annual accounts | 144 |
| • Statutory annual accounts | 221 |
| • General information regarding the company | |
| and the capital | 226 |
| • Lexicon | 228 |
| • Contents |
• Key figures 2021 ....................................................................... Appendix

| • Agidens | 122 |
|---|---|
| • AXE Investments | 123 |
| • Biolectric | 124 |
| • Biotalys | 125 |
| • EMG | 126 |
| • HealthQuad | 127 |
| • Indigo Diabetes | 128 |
| • Manuchar | 129 |
| • Mediahuis | 130 |
| • Medikabazaar | 131 |
| • MRM Health | 132 |
| • OMP | 133 |
| • OncoDNA | 134 |
| • Telemond Group | 135 |
| • Turbo's Hoet Groep | 136 |
| • Van Moer Logistics | 137 |
| • Venturi Partners | 138 |
Pursuant to the Royal Decree of November 14, 2007 on the obligations of issuers of financial instruments admitted to trading on a Belgian regulated market, Ackermans & van Haaren is required to publish its annual financial report.
This report contains:
The full version of the statutory annual accounts has been deposited with the National Bank of Belgium, pursuant to Articles 98 and 100 of the Companies Code, together with the annual report of the board of directors and the audit report. The auditor has approved the statutory and consolidated annual accounts without qualification.
In accordance with Article 12, §2, 3° of the Royal Decree of November 14, 2007, the members of the executive committee (i.e. Jan Suykens, Tom Bamelis, John-Eric Bertrand, Piet Bevernage, André-Xavier Cooreman, Piet Dejonghe, An Herremans and Koen Janssen) declare that, to their knowledge:
The annual report, the full versions of the statutory and consolidated annual accounts, as well as the audit reports regarding said annual accounts are available on the website (www.avh.be) and may be obtained upon simple request, without charge, at the following address:
Begijnenvest 113 - 2000 Antwerp - Belgium - Tel. +32 3 231 87 70 - [email protected]
Ackermans & van Haaren positions itself as the long-term partner of choice of family businesses and management teams to help build high-performing market leaders and contribute to a more sustainable world.
Inspired by 150 years of entrepreneurship and strong people-oriented family values

" I am extremely proud of the record result of 407 million euros that the group realised in the still volatile pandemic year 2021. Moreover, this result is almost entirely recurrent, and all segments contributed to the increase.
The banks continue to be the largest profit engine of the group with record inflows of nearly 5.6 billion euros. With an order backlog of 5.9 billion euros, DEME has reached a new record, driven by large-scale marine infrastructure works worldwide and the growth of the offshore wind market in Asia and now also in the US. The companies in the diversified portfolio of 'growth capital investments' have also realised strong operating results.
The creation of the real estate development and investment group Nextensa and the planned demerger of DEME and CFE are important strategic initiatives that should create even greater transparency and value creation potential for the group.
With the sale of Manuchar, which we expect to close in the second quarter of 2022, AvH will have more than 200 million euros in cash at its disposal to keep investing in a more sustainable and digital world. "
(The full video message can be viewed at www.avh.be/en/investors/results-centre/year/2022.)
Jan Suykens, CEO Chairman of the executive committee
| (€ million) | 2021 | 2020 | 2019 |
|---|---|---|---|
| Marine Engineering & Contracting | 99.0 | 46.7 | 91.9 |
| Private Banking | 183.1 | 141.3 | 127.3 |
| Real Estate & Senior Care | 42.7 | 32.7 | 50.2 |
| Energy & Resources | 30.0 | 6.8 | -1.5 |
| Contribution from core segments |
354.8 | 227.5 | 267.9 |
| Growth Capital | 71.3 | 12.7 | 17.6 |
| AvH & subholdings | -18.1 | -13.5 | -3.5 |
| Net capital gains(losses) | -1.2 | 3.1 | 112.9 |
| Consolidated net result | 406.8 | 229.8 | 394.9 |





• Leasinvest Real Estate and Extensa: intention to become an integrated real estate group announced in May, transaction finalised in July and name change to Nextensa in September
• DEME: first offshore contract in US (Vineyard Wind) • DEME: joint venture with Penta-Ocean in Japan • SIPEF: sale of PT Melania (rubber and tea)
• AvH: new participations in Venturi Partners (20.0%) and in Van Moer Logistics (21.7%) • Delen Private Bank: mark of 50 billion euros assets under management exceeded



• AvH: increase of participation in Medikabazaar by subscribing to Series C funding round (total economic shareholding percentage 10%, direct 8.7%)


• Green Offshore: SeaMade offshore wind farm (487 MW) officially inaugurated (operational since 4Q 2022)



Medikabazaar
• AvH: agreement on sale of Manuchar with expected capital gain of 75 million euros in Q2 2022
• AvH: announcement of succession of Jan Suykens as CEO by Piet Dejonghe and John-Eric Bertrand as co-CEOs
Your partner for sustainable growth

Dear shareholders,
We are currently living in turbulent times marked by human suffering, an uncertain economic outlook and volatile financial markets.
In the present circumstances it is impossible to tell what the impact in the short and the long term may be of the Russian-Ukrainian crisis. The short-term financial impact for the AvH group is small, since our participations are not, or only to a minor extent, active in the region. Our greatest concern is for the employees who work in the region or who have Ukrainian nationality.
We hope that a diplomatic solution may soon bring peace and tranquillity.
This geopolitical conflict casts a shadow over the record results for 2021 of the AvH group and the excellent outlook for 2022.
AvH realised a record consolidated group result of 407 million euros in 2021.
Particularly noteworthy is the exceptional quality of this record result: all segments contributed to this growth, and nine participations in the portfolio (Delen Private Bank, Bank Van Breda, CFE, SIPEF, Mediahuis, Manuchar, Turbo's Hoet Groep, Telemond and OMP) reported a record profit.
With this result, AvH realises a 13.3% growth of its consolidated equity, which is slightly above the weighted average historical growth (1984-2021) of 12.2% since the IPO.
AvH watches over financial soundness within the group at the level of the balance sheets of its participations, the recurrence of its growth, and the contributions of the different segments.
The banking segment (Delen Private Bank/Bank Van Breda) represents 37% of the consolidated equity and contributes 45% to the consolidated net result; the construction & marine engineering activities represent 31% of the consolidated equity and contribute 24% to the consolidated net result, while the other one-third (32%) of the equity (real estate & senior care, energy & resources, growth capital) also contributed to the same degree (31%) to this net result.

At year-end 2021, AvH had a net cash position of 77.7 million euros. If we take into account the proceeds from the sale of the participation in Manuchar, which should take place in the second quarter of 2022, AvH will have a net cash position of more than 200 million euros. If we include the confirmed bank credit lines and the unrealised capital gains within the group, the group's financial intervention capacity is a multiple of the visible available cash.
DEME realised an increase of its turnover by 14% to 2,511 million euros, an operating cash flow (+27%) of 469 million euros, and a net result of 114.6 million euros. Thanks to a favourable working capital position, the net debt position decreased to 393 million euros.
The recovery was strongest in the traditional dredging market with a 29% turnover increase, thanks in particular to major contracts in Egypt, Germany, Poland and Africa. The commissioning of the 'Spartacus', the world's most powerful cutter, immediately contributed to this.
Pending the start of major new projects in Europe and the US, DEME Offshore reported a slightly lower turnover. The commissioning of the new installation vessel 'Orion' (with a lifting capacity of 5,000 tonnes) in April 2022 will become a major asset in the execution of the many new contracts.
DEME's order backlog increased to a record level of 5,905 million euros. The first major contracts for offshore wind in the US made an important contribution to this increase: Vineyard Wind (800 MW) and Coastal Virginia Offshore Wind (2.6 GW).
DEME has the expertise and the technical resources to play an important part in the necessary energy transition to a more sustainable and low-carbon economy and society. DEME hopes to become one of the first producers of green hydrogen at its port concession in Duqm (Oman).
DEME stands firm in its belief that the harvesting of deep-sea minerals can - more than ever before - make an important contribution to reinforcing the West's energy and raw materials independence, provided that a clear regulatory and environmental framework is agreed within the International Seabed Authority.
On the strength of its record order backlog, DEME should be able to increase its turnover, EBITDA and net result in 2022.
CFE realised a record result of 39.5 million euros on a slightly increased turnover (1,125 million euros).
As a construction and real estate development group, CFE is active in Belgium, Luxembourg and Poland. The rather recurring contribution of the - mainly residential - real estate development activities accounts for more than half of the result. Along with the traditional construction activities, the Multitechnics and Rail Infrastructure activities in particular are experiencing a fast and profitable growth.
In December 2021, AvH and CFE announced their intention to obtain a separate listing for DEME on Euronext Brussels by effecting a partial demerger. The expectation is still that this transaction can be realised before the summer.
With a 62% stake, AvH will remain the majority shareholder of both CFE and DEME. The separate listing of the two companies will further strengthen their reputation and will create additional dynamics, while the increased transparency should help to turn the existing value creation potential to even better account.
Our two banks (Delen Private Bank and Bank Van Breda) reported yet again impressive growth figures in 2021. Based on a gross inflow of 5.6 billion euros, the assets under management increased from 45.1 billion euros to 54.3 billion euros. Thus Delen Private Bank and Bank Van Breda realised a combined record net result of 233 million euros.
The focus, cost efficiency and strong capital position put Delen Private Bank and Bank Van Breda among the best performing private banks in Europe. All activities are client-driven. 85% of the assets are managed under discretionary mandates, of which 83% through 7 patrimonial funds. 86% of the fee income is based on recurring commission income, and only 14% is dependent on interest income.
Bank Van Breda continues to successfully assist its target group clients of entrepreneurs and liberal professionals in their asset accumulation. Thanks to the carefully focused credit strategy, only very limited loan losses are recorded (in 2021 even positive by a partial reversal of the ECL provision).
Delen Private Bank is also systematically developing its digital service model, offering the client full transparency of his/her overall wealth.
The combined cost-income ratio of 52% is based on 40% for Delen Private Bank, 87% for JM Finn and 55% for Bank Van Breda.
The combined shareholders' equity of 1,691 million euros represents a solid CET1 ratio of 23.8%.
The combined strength of the 13 Belgian Delen branches and the 31 Van Breda branches, and the thorough client focus augur well for the future growth potential of our banks.
Meanwhile, however, the present geopolitical crisis weighs on the stock market climate and affects the underlying valuation of the entrusted assets.
The 'Real Estate & Senior Care' segment increased its contribution to the group result to 42.7 million euros.
The 'merger' between Leasinvest and Extensa, renamed Nextensa, has created a mixed real estate investment and development group that wants to be a leading player in sustainable inner city (re)developments.
With a shareholders' equity of 780 million euros, Nextensa is the highest-capitalised real estate group on Euronext Brussels.
An active management of its investment portfolio and an accelerated development of its projects on Tour & Taxis (Brussels) and Cloche d'Or (Luxembourg) should make its results evolve in such a way as to permit a recurring dividend increase of 5 to 10%.
The results of Anima were still impacted in 2021 by the corona infection wave. From the summer of 2021, Anima was able to report increasing occupancy rates at its residential care centres.
The limited network, the focus on care, and the modern - mostly new-build - residences make Anima a top-quality operator in the senior care market. At year-end 2021, Anima had 2,567 beds in operation, spread over 24 residential care centres.
SIPEF, too, realised record results thanks to an almost 17% increase of the total group production (384,178 tonnes) of RSPO compliant, certified 'segregated' sustainable palm oil. Thanks in part to the steady increase of palm oil prices on the world market (on average 1,195 USD per tonne), the turnover increased to 416 million USD and the net profit to 93.7 million USD.
The capital gain on the sale of PT Melania (rubber and tea), however, accounted for 11 million USD (group share) of that result.
The net debt position decreased to just 49 million USD (compared to 151 million USD at year-end 2020).
Based on the newly planted and still to be planted hectares, SIPEF should have the capacity to increase its production volume to 600,000 tonnes by 2030.
SIPEF continues to position itself as a producer of sustainable palm oil and invests in the improvement of the productivity per hectare, in particular through Verdant Bioscience that develops new F1 hybrid palm oil seeds.
AVH also wants to strengthen its presence in India and Southeast Asia.
Sagar Cements reported a turnover increase of 21% in a market with rapidly rising energy prices.
AvH has committed 15 million USD as an anchor investor in HealthQuad II, a fund focused on health care and services in India. Together with HealthQuad, AvH participated in a capital increase of Medikabazaar, which now puts our beneficial shareholding percentage at 10%. Medikabazaar is the online market leader for the distribution of medical equipment and consumables for the small and medium-sized hospitals in India.
In July 2021, AvH also committed 20 million USD as an anchor investor in Venturi Partners, which invests in consumer oriented industries in Southeast Asia.
AvH has also hired a local investment manager to join the team of Venturi and represent AvH on the local market.
The 'Growth Capital' portfolio has also generated a record contribution of 71 million euros to the consolidated result of the AvH group. Of that figure, 53 million euros represents the contribution of the consolidated participations. Mediahuis, Manuchar, THG, Telemond and OMP each realised record results.
AvH has over the past few years also invested in a number of young and promising companies, either directly or through specialist investment funds, primarily in 'Life sciences' and 'Healthcare'. As a result of an IPO (Biotalys) or capital operations (Medikabazaar, HealthQuad), these participations need to be remeasured at their fair value, which generated a contribution of 18 million euros to the group result.
As 'Your partner for sustainable growth', AvH wants to pursue a sustainable investment policy with special focus on a number of important social themes.
Together with its participations, AvH makes substantial efforts to create a growing commitment to implement a targeted ESG policy expressed in concrete SDG objectives and ESG criteria. This has already earned it an 'ESG Industry Top Rated' label from the Sustainalytics rating agency.
On the strength of DEME's solid order backlog, the underlying favourable commercial dynamic of Delen Private Bank and Bank Van Breda, the capital gain potential in the portfolio of Nextensa, the market evolution of palm oil and the strong market position of a number of growth capital companies, as well as the expected capital gain (approximately 75 million euros, 2Q22) on the sale of the participation in Manuchar, the board of directors expects to be able in 2022 to further improve on the record group result of 2021.
In this context, the board of directors wishes to express its confidence in the strong market position of the group and its participations by proposing to the general meeting to increase the dividend by 17% to 2.75 euros (gross) per share.
We must repeat that the recent geopolitical tensions obviously create a great deal of uncertainty and volatility, of which the impact on society, the economy and the markets is difficult to judge. We can only hope for a quick and peaceful solution.
After the COVID pandemic, this crisis once more calls for much 'resilience' from many of our colleagues in the group. We wish to express our sincerest gratitude to everyone for their dedication and perseverance, and also for their creativity and inventiveness to keep reinventing themselves and their businesses and so put them in a strong position for the future.
March 22, 2022
Luc Bertrand, Chairman of the board of directors Jan Suykens, Chairman of the executive committee
It is our privilege to report to you on the activities of our company during the past financial year and to submit to you for approval both the statutory and consolidated annual accounts closed on December 31, 2021. In accordance with Article 3:32 §1 last paragraph of the Code of Companies and Associations, the annual reports on the statutory and consolidated annual accounts have been combined.
No changes were made to the company's share capital during the last financial year. The share capital amounts to 2,295,278 euros, and is represented by 33,496,904 shares with no nominal value. All shares have been paid up in full. In 2021, 55,000 options were granted within the framework of the stock option plan. As at December 31, 2021, the options not yet exercised entitled their holders to acquire an aggregate of 306,250 Ackermans & van Haaren shares (0.91%). The company received a transparency notice on October 31, 2008 under the transitional regulations of the Act of May 2, 2007, whereby Scaldis Invest NV - together with Stichting Administratiekantoor 'Het Torentje' - communicated its holding percentage. The relevant details of this transparency notice can be found on the company's website (www.avh.be).
For an overview of the group's main activities during the 2021 financial year, we refer to the Message from the chairmen (page 14) and to the Key events (page 10).
The statutory annual accounts have been prepared in accordance with Belgian accounting principles.
The balance sheet total at year-end 2021 amounted to 2,214 million euros, which is an increase with 175 million euros compared with the previous year (2020: 2,039 million euros). The assets consist of 9 million euros in tangible fixed assets (primarily the office building located at Begijnenvest and Schermersstraat in Antwerp), 55 million euros in short-term investments, 18 million euros in cash, and 2,067 million euros in financial fixed assets. On the liabilities side of the balance sheet, the profit for the financial year of 234,4 million euros and the proposed dividend of maximum 92.1 million euros for the 2021 financial year resulted in a shareholders' equity of 2,062 million euros (2020: 1,921 million euros). In 2021, short-term financial debts mainly related to treasury certificates (commercial paper). At year-end 2021, Ackermans & van Haaren owned 347,092 treasury shares.
| Profit carried forward from the previous financial year |
1,691,398,852 |
|---|---|
| Profit for the financial year | 234,382,350 |
| Total for appropriation | 1,925,781,201 |
| Allocation to the legal reserve | 0 |
| Allocation to the non-distributable reserves | 8,317,277 |
| Allocation to the distributable reserves | 0 |
| Dividends(1) | 92,116,486 |
| Directors' fees | 630,000 |
| Profit premium for employees(2) | 301,900 |
| Profit to be carried forward | 1,824,415,539 |
(1) It will be proposed to the ordinary general meeting of shareholders of May 23, 2022 to approve a dividend of 2.75 euros per share. This corresponds to a maximum dividend payment of 92,116,486 euros.
(2) Profit participation in favour of Ackermans & van Haaren employees in accordance with the provisions of the profit sharing bonus plan approved by the board of directors on January 11, 2022.
The board of directors proposes to pay a gross dividend of 2.75 euros per share. After deduction of the withholding tax (30%), the net dividend will amount to 1.925 euros per share. Since the treasury shares are not entitled to a dividend in accordance with Article 7:217 §3 of the Code of Companies and Associations, the total dividend amount depends on the number of treasury shares for account of Ackermans & van Haaren, on May 27, 2022 at 11.59 pm CET (i.e. the day before the ex-date). The board of directors proposes to be authorised accordingly to enter the final total dividend amount (and the resulting change) in the statutory financial statements. The maximum proposed total amount is 92,116,486 euros. If the annual general meeting approves this dividend proposal, the dividend will be payable from June 1, 2022. Following this appropriation, taking into account the maximum proposed total dividend amount, the shareholders' equity will stand at 2,061,898,509 euros, and will be composed as follows:
| Capital | |
|---|---|
| Subscribed | 2,295,278 |
| Issue premiums | 111,612,041 |
| Reserves | |
| Legal reserve | 248,081 |
| Non-distributable reserves | 40,419,885 |
| Tax-exempt reserves | 0 |
| Distributable reserves | 82,907,686 |
| Profit carried forward | 1,824,415,539 |
| Total | 2,061,898,509 |
As in previous years, the results for the current financial year will to a large extent depend on the dividends paid by the companies within the group and on the realisation of any capital gains or losses.
We refer for this to II.4 and II.7 on page 23.
The company regularly organises knowledge exchange related to innovation and to reseach and development between the participations.
Companies within the group may use financial instruments for risk management purposes. Specifically, these are financial instruments principally intended to hedge the risks associated with fluctuating interest and exchange rates. The counterparties in the related transactions are exclusively first-ranked banks. At the end of 2021, Ackermans & van Haaren didn't have any such instruments outstanding.
The regulations of Article 7:96 of the Code of Companies and Associations regarding conflicts of interest did not have to be applied in 2021.
Pursuant to Article 3:65, §3 of the Code of Companies and Associations, we inform you that a fee was paid to to EY Bedrijfsrevisoren of 5,000 euros (excluding VAT) for a review of the first implementation of ESEF and of 3,350 euros (excluding VAT) for an audit of the personnel administration and to EY Tax Consultants of 5,950 euros (excluding VAT) for tax advice.
On November 9, 2020, the extraordinary general meeting authorised the board of directors of Ackermans & van Haaren to acquire treasury shares within a well-defined price range during a period of five years. In the course of 2021, Ackermans & van Haaren purchased 266,979 treasury shares and sold 270,140. These transactions result from the implementation of the stock option plan and of the liquidity agreement with Kepler Cheuvreux. More details about this can be found in the financial statements (note 22).
The situation as at December 31, 2021 was as follows:
| Number of treasury shares | 347,092 (1.04%) |
|---|---|
| Par value per share | 0.07 euros |
| Average price per share | 116.35 euros |
| Total investment value | 40,385,132 euros |
By letter dated February 18, 2008, Scaldis Invest sent a notice to the company in accordance with Article 74, §7 of the Act of April 1, 2007 on public takeover bids. From this notice, it appears that Scaldis Invest owns 33% of the securities with voting rights in Ackermans & van Haaren, and that Stichting Administratiekantoor 'Het Torentje' exercises ultimate control over Scaldis Invest.
On November 9, 2020, the extraordinary general meeting renewed the authorisation of the board of directors, in the case of a public takeover bid for the securities of Ackermans & van Haaren, to proceed with a capital increase in accordance with the provisions and within the limits of Article 7:202 of the Code of Companies and Associations. The board of directors is allowed to use these powers if the notice of a takeover bid is given to the company by the Financial Services and Markets Authority (FSMA) not later than three years after the date of the aforementioned extraordinary general meeting (i.e. November 9, 2023).
The board of directors is also authorised, for a period of three years from the date of publication in the Annexes to the Belgian Official Gazette (i.e. until November 25, 2023), to acquire or dispose of treasury shares in the event that such action is required in order to safeguard the company from serious and imminent harm.
This section describes, in general terms, the risks facing Ackermans & van Haaren as an international investment company on the one hand, and the operational and financial risks associated with the various segments in which it is active (either directly or indirectly through its subsidiaries) on the other. With regard to non-financial risks, reference is also made to the Sustainability report chapter (page 44).
The executive committee of Ackermans & van Haaren is responsible for the preparation of a framework for internal control and risk management, which is submitted to the board of directors for approval. The board of directors is responsible for assessing the implementation of this framework, taking the recommendations of the audit committee into account. At least once a year, the audit committee evaluates the internal control systems that the executive committee has set up, in order to ascertain that the main risks have been properly identified, reported and managed. The subsidiaries of Ackermans & van Haaren are responsible for the management of their own operational and financial risks.
These risks, which vary according to the sector, are not centrally managed by Ackermans & van Haaren. The management teams of the subsidiaries in question report to their board of directors or the audit committee on their risk management.
• Risks at the level of Ackermans & van Haaren
The objective of Ackermans & van Haaren is to create shareholder value by longterm investment in a limited number of strategic participations. The availability of opportunities for investment and divestment is, however, subject to geopolitical and macroeconomic conditions, and is impacted by the increasing competition, a.o. due to the private equity market that is becoming more and more international.
The definition and implementation of the strategy of the group companies is also dependent on the aforementioned conditions, for example in the case of geopolitical tensions (such as the military conflict between Russia and Ukraine) or a pandemic (such as COVID-19). By focusing on long-term value creation and the maintenance of operational and financial discipline, Ackermans & van Haaren, as a proactive shareholder, endeavours to limit those risks as far as possible.
Ackermans & van Haaren believes that a well-considered and strategically oriented ESG policy contributes to a sustainable growth of AvH and its participations. ESG risks and opportunities are monitored at portfolio level. A sustainable mix of activities is pursued. More information can be found in the chapter Sustainability report (ESG), 3. ESG approach (page 44).
In its role as proactive shareholder, AvH also sees to it that the companies in which it participates organise themselves in such a way as to comply with current laws and regulations, including all kinds of international and compliance rules.
Ackermans & van Haaren works together with partners in several group companies. At Delen Private Bank, for example, control is shared with the Jacques Delen family, with strategic decisions requiring the prior consent of both partners. Ackermans & van Haaren has a minority stake in certain group companies. The diminished control that can result from this situation could lead to relatively greater risks; this is offset as far as possible, however, by a close cooperation with, and an active representation on the board of directors of the group companies concerned.
As a result of its listing on Euronext Brussels, Ackermans & van Haaren is subject to regulations regarding information requirements, transparency reporting, takeover bids, corporate governance and insider trading. Ackermans & van Haaren pays the necessary attention to keeping up and complying with the constantly changing laws and regulations in this area.
The volatility of the financial markets has an impact on the value of the share of Ackermans & van Haaren and of some of its listed group companies. As mentioned above, Ackermans & van Haaren seeks to systematically create long-term shareholder value. Short-term share price fluctuations can produce a momentarily different risk profile for the shareholder.
Ackermans & van Haaren has sufficient resources at its disposal to implement its strategy, and seeks to achieve a positive net cash position. The subsidiaries are responsible for their own financing, it being understood that, in principle, Ackermans & van Haaren does not provide credit lines or guarantees to or for the benefit of its participations. The external financial debts of 'AvH & subholdings' were limited to 42.0 million euros on December 31, 2021, more particularly commercial paper issued by AvH.
Ackermans & van Haaren has confirmed credit lines (280 million euros) available from various banks with whom it has a long-term relationship, which amply exceed the outstanding commercial paper obligations. The board of directors believes that the liquidity risk is fairly limited.
Several fully consolidated companies have agreed on certain ratios (covenants) in their credit agreements and these were respected as at December 31, 2021.
The operational risks of this segment are essentially associated with the execution of often complex land-based and marine contracting projects and, among other things, are related to: (i) the technical design of the projects and the integration of new technologies; (ii) the setting of prices for tenders and, in case of deviation, the possibility or impossibility of hedging against extra costs and price increases; (iii) performance obligations (in terms of cost, conformity, quality, turnaround time) with the direct and indirect consequences associated with these; (iv) the time difference between the quotation and the actual execution; (v) the evolution of the regulatory framework; and (vi) the relationships with subcontractors, suppliers and partners. DEME is involved, both as claimant and as defendant, in discussions with customers about the financial consequences of deviations in the execution of contracting projects. In a small number of cases they may result in lawsuits. In so far as the consequences of such lawsuits can be reliably estimated, provisions are made for this in the accounts. In new markets, such as the development of concessions, the companies are confronted with a changing regulatory framework, technological developments, and the financing of large-scale projects. In order to cope with these risks, the various group companies work with qualified and experienced staff. By taking part in risk and audit committees at DEME and CFE, Ackermans & van Haaren monitors the operational risks of the main projects from the tendering stage.
The construction and dredging sector is subject to economic fluctuations on both the domestic and international markets. This has an impact on the investment policy of private sector customers (e.g. oil companies or mining groups) and of local and national authorities. DEME, CFE and Rent-A-Port, which are or were active in countries such as Oman, Qatar, Vietnam and Nigeria, are exposed to political risks. Credit insurance and a strong local network are the primary risk management instruments in that respect.
DEME is to a significant degree active outside the euro zone, and accordingly runs an exchange rate risk. As a rule, DEME hedges against exchange rate fluctuations or enters into foreign currency futures. Certain materials or commodities, such as fuel, can also be hedged. Most of CFE's activities are within the euro zone, and, where relevant, exposure to foreign exchange fluctuations is limited as much as possible. Rent-A-Port primarily operates in Southeast Asia and is essentially exposed to an exchange rate risk relating to the USD and the Vietnamese dong. Since the subsidiaries of Rent-A-Port mainly effect purchases and sales in local currencies, the group's exposure to exchange rate fluctuations in commercial transactions is limited in a natural way.
Given the size of the contracts in this segment, the credit risk is also closely monitored. Both DEME and CFE have procedures to limit the risk to their trade receivables. To contain the risk, the group companies concerned constantly monitor their outstanding trade receivables and adjust their position where necessary. For the purposes of major foreign contracts, for instance, DEME regularly uses the services of the Credendo Group, insofar as the country concerned qualifies for this service and the risk can be covered by credit insurance. Furthermore, a large part of the consolidated turnover is realised through the public sector or public sector-related customers. The level of counterparty risk is limited by the large number of customers. For large-scale infrastructural dredging contracts, DEME is dependent on the ability of customers to obtain financing and can, if necessary, help to organise the project financing.
Rent-A-Port has a small number of customers and counterparties owing to the very nature of the group's activities. Consequently, it runs a higher credit risk. The group is able to adequately curtail this risk by providing sufficient contractual safeguards and by building and maintaining strong relations with its customers. The companies from the 'Marine Engineering & Contracting' segment usually invoice as the work progresses.
The liquidity risk is limited by spreading the credit and guarantee lines over several banks, and preferably over the long term. DEME permanently monitors its balance sheet structure and pursues a balance between a consolidated shareholders' equity position and consolidated net debts. DEME predominantly invests in equipment with a long life, which is written off over several years. For that reason, DEME seeks to structure a substantial part of its debts as long-term debt. DEME has worked out a new bank financing structure since 2015, based on bilateral unsecured long-term financing with several banks. Some loan agreements include ratios (covenants), which DEME must adhere to. This was also the case at year-end 2021.
DEME monitors its procedures for the avoidance of fraud and integrity risks and adjusts them if necessary. DEME applies a 'Code of ethics and business integrity' and various specific policy documents ('Compliance policy & practices', 'Human Rights Policy' & 'Whistle-blower policy & procedures'). An annual mandatory training is linked to this 'Code of ethics and business integrity'. The procedures for cooperation with third parties have also in 2021 been strictly applied.
As publicly known, the Public Prosecutor's office has started an investigation in 2016 into the circumstances under which a contract was awarded in April 2014 in the context of a private tender to Mordraga, a Russian joint venture company of the DEME group, for the execution of dredging works in the port of Sabetta (Russia). The works were carried out in the summer months of 2014 and 2015. The contract was completed in 2016.The investigation was initiated after a complaint was filed by a competitor who was not awarded the contract in question, and is based exclusively on selective information provided by this competitor. The Public Prosecutor summoned certain companies and (former) staff members of the DEME group at the end of December 2020 to appear before the Council Chamber. The Council Chamber decided on February 21, 2022 to refer the case to the competent court. An appeal has been lodged against the decision of the Council Chamber. It should be emphasised that the Council Chamber does not pronounce any judgment on the merits of the case, but merely rules on the question whether or not there are sufficient incriminating elements to have a case judged on its merits by the competent court. In light of the foregoing, DEME cannot for the time being make a reliable assessment of the possible financial impact of the pending investigation. DEME remains confident about the further development of the procedure.
As Delen Private Bank and Bank Van Breda are both specialist niche players with a culture of prudence, the operational risk has a limited impact on both banks. Operational departments and control functions work together closely in a 'three lines of defence' model to monitor the quality of operations. They are backed up by an efficient IT system that automates the main processes and provides built-in controls. To ensure the continuity of operations in the event of contingencies, both organisations have detailed continuity and recovery plans.
The credit risk and risk profile of the investment portfolio have been deliberately kept very low for many years now by Delen Private Bank and Bank Van Breda. The banks invest in a conservative manner. The volume of lending at Delen Private Bank is very limited, as this is merely a supporting product in the context of asset management. The loans that are extended are usually temporary bridge loans that are amply guaranteed by pledges on securities. The credit risk at JM Finn is very limited. The credit portfolio of Bank Van Breda is very widely spread among a client base of local entrepreneurs and liberal professionals. The bank applies concentration limits per sector and maximum credit amounts per client.
The fraud and compliance risk has always been a priority concern of Delen Private Bank and Bank Van Breda. The banks invest in further digitalisation of their client acceptance policy, such as through the development of Delen Family Services.
Bank Van Breda adopts a cautious policy with regard to the interest rate risk, well within the standards set by the NBB. Where the terms of assets and liabilities do not match sufficiently, the bank deploys hedging instruments (a combination of interest rate swaps and options) to correct the balance. The interest rate risk at Delen Private Bank is limited, due to the fact that it primarily focuses on asset management.
Delen Private Bank aims to limit the exchange rate risk, and the foreign currency positions are systematically monitored and hedged. The net exposure to the pound sterling is partly limited by the impact of an exchange rate fluctuation on the equity of JM Finn being offset by an opposite impact on the liquidity obligation with regard to the 7% minority shareholders of JM Finn.
The liquidity and solvency risk is continuously monitored by a proactive risk management. The banks want to be sure at all times that they satisfy the regulatory requirements and maintain a capitalisation level that amply covers the level of activity and risk that is taken. Furthermore, the two groups have more than sufficient liquid assets to meet their commitments, even in unforeseen market conditions, as well as sound CET1 ratios.
Both banks are adequately protected against income volatility risk. The operating costs of Delen Private Bank are amply covered by the regular income, while, in the case of Bank Van Breda, the income from relationship banking is diversified in terms of clients as well as products, and is supplemented by the specialist vendor activity for car dealers (Van Breda Car Finance).
The market risk may arise from the limited short-term investments in the name of Delen Private Bank and Bank Van Breda, or may manifest itself on outstanding positions on suspense accounts over which securities for client portfolios are traded. The intention is that the positions on those suspense accounts should be liquidated systematically so that the bank is not exposed to a market risk. The fair value of the assets under management for clients is partly determined by the developments on the financial markets. Although this has no direct impact on the equity position of the two banks, the total volume of assets under management is a determining factor for their revenues.
A first crucial element related to the operational risks in the real estate sector is the quality of the offering of buildings and services offered. In addition, longterm lease contracts with solvent tenants are expected to guarantee the highest possible occupancy rate and a recurrent flow of income, and should limit the risk of non-payment. Finally, the renovation and maintenance risk is also continuously monitored. For Anima, top-quality care for the residents is the priority. There is a strong focus on working methods, operating systems and human resources management to guarantee a pleasant living environment with a high quality of service.
The real estate development activity is subject to cyclical fluctuations (cyclical risk). The income of Nextensa and the value of its portfolio are to a very large extent related to the type of real estate that makes up its portfolio (offices, retail and other) and the location (Luxembourg, Belgium and Austria). The spread of real estate operations over different segments and countries limits this risk.
Nextensa possesses with its banks the necessary long-term credit facilities and backup lines for its commercial paper to cover present and future investment needs. Those credit facilities and backup lines serve to hedge the financing risk.
The liquidity risk is limited by having the financing spread over several financial counterparties and by tapping various sources of funding, as well as by diversifying the expiration dates of the credit facilities. On November 20, 2019, Nextensa closed a private placement of bonds with seven-year maturity and a fixed annual coupon of 1.95% for an amount of 100 million euros. Its subsidiary, Extensa Group, had previously closed two private placements for an amount of 45 million euros (fixed interest rate of 3.00% and maturing on June 29, 2022) and of 40 million euros (fixed interest rate 3.38% and maturing on June 5, 2024). The amounts drawn down on the bilateral bank loans of Nextensa were 415.0 million euros in the long term and 134.4 million euros in the short term at year-end 2021.
The hedging policy for the real estate activities is aimed at confining the interest rate risk as much as possible. Financial instruments are used for that purpose.
The focus of this segment is on businesses in growth markets, such as India, Singapore and Indonesia. As the companies involved are active to a significant extent outside the euro zone (Sagar Cements in India, Verdant Bioscience in Indonesia, SIPEF in Indonesia, Papua New Guinea and Ivory Coast), the exchange rate risk (both on the balance sheet and in the income statement) is more relevant here than in the other segments. The geopolitical developments in those areas also call for special attention.
In order to guarantee and expand the production in the different countries, the preservation of rights of ownership and use are essential for SIPEF. To this end, the group maintains a constructive relationship with the competent authorities and continuously monitors those rights.
The production volumes and the turnover and margins realised by SIPEF are influenced by climatic conditions such as rainfall, sunshine, temperature and humidity. The potential physical impact of climate change is uncertain and may vary by region and product.
With the growing concern over sustainability, tighter rules may be imposed on companies. SIPEF's oil palm plantations adhere to the RSPO standards and are in compliance with the RSPO principles and criteria. If SIPEF should be unable to continue to meet stricter requirements, it may lose its certification, or this may be suspended.
The group is also exposed in this segment to fluctuations in commodity prices (SIPEF: mainly palm oil and palm kernel oil; Sagar Cements: coal and electricity). SIPEF is also confronted with an export levy on palm oil from Indonesia. In view of the uncertainty of the determination of the local reference price for palm oil, the available palm oil volumes in Indonesia are put on the market on a monthly basis, and the projected volumes of SIPEF's plantations are no longer hedged in the long term.
Verdant Bioscience is a biotechnology firm that specialises in the development of high-yielding F1 hybrid palm oil seeds. Since the results of this development will only become known in a few years, the activity of Verdant Bioscience is characterised by a higher risk profile.
Ackermans & van Haaren makes venture capital available to a limited number of companies with international growth potential. The investment horizon is longer on average than that of the typical players on the private equity market. The investments are usually made with conservative debt ratios, with, in principle, no advances or securities being granted to or for the benefit of the group companies concerned. Moreover, the diversified nature of these investments contributes to a spread of economic and financial risks. Ackermans & van Haaren will usually finance these investments with shareholders' equity.
The economic situation has a direct impact on the results of the participations. The fact that the activities of the group companies are spread over various segments affords a partial protection against the risk.
Each participation is subject to specific operational risks, such as the fluctuation in the prices of services and raw materials, the ability to adjust the selling price and competition risks. The companies monitor those risks themselves and can try to limit them by operational and financial discipline and by strategic focus. Monitoring and control by Ackermans & van Haaren as a proactive shareholder also play an important role in that respect.
Various participations (e.g. Manuchar, Telemond Group, Turbo's Hoet Groep) are active to a significant extent outside the euro zone. This may lead to increased risks as a result of geopolitical evolutions or events. In such cases, the exchange rate risk is always monitored and controlled at the level of the participation itself.
The consolidated annual accounts were prepared in accordance with International Financial Reporting Standards (IFRS).
The group's consolidated balance sheet total as at December 31, 2021 amounted to 17,233 million euros, which is an increase of 6% compared to 2020 (16,229 million euros). This balance sheet total is obviously impacted by the manner in which certain group companies are included in the consolidation. In particular, the full consolidation of the stake in Bank Van Breda has a major impact on the consolidated balance sheet.
The shareholders' equity (group share) at the end of 2021 was 3,957 million euros, which represents an increase of 395 million euros compared to 2020 (3,562 million euros). In May 2021, Ackermans & van Haaren paid out a gross dividend of 2.35 euros per share, resulting in a decrease of the shareholders' equity by 78 million euros.
In 2021, Ackermans & van Haaren focused on the development of its core participations, the participation in the capital increase of Biotalys (within the framework of its successful IPO at the beginning of July 2021), Medikabazaar and Biolectric, and on investment in certain new participations, more particularly Venturi Partners (20 million USD committed over 4 years), and Van Moer Logistics (12.5 million euros). The consolidation scope underwent some minor changes in 2021, which are explained in note 2.
At year-end 2021, Ackermans & van Haaren (including subholdings) had a net cash position of 77.7 million euros, compared to 68.0 million euros at year-end 2020. Besides cash and short-term deposits, this cash position consists of short-term debts in the form of commercial paper amounting to 42.0 million euros, short-term investments amounting to 48.2 million euros and treasury shares.
The contribution of the core segments to the group profit in 2021 amounted to 354.8 million euros (2020: 227.5 million euros). A detailed description of the results of the various group participations is shown in the 'Key figures' appendix and in the activity report (page 78) of the annual report.
Early 2022, an agreement has been signed with Lone Star Funds for the sale of 100% of the share capital of Manuchar. The realisation of the transaction, which is expected in the second quarter of 2022, will generate cash revenue for AvH of approximately 140 million euros and a capital gain estimated at approximately 75 million euros.
Some time ago, Jan Suykens expressed his desire to pass on the torch as CEO chairman of the executive committee. He will be succeeded after the upcoming general meeting of May 23 by Piet Dejonghe and John-Eric Bertrand, who will take over the leadership of the group as co-CEOs. Jan Suykens will continue to provide his expertise to the AvH group as senior advisor. In this role, he will continue to actively exercise a number of board mandates, amongst others as chairman of Bank Van Breda and as vice-chairman of Delen Private Bank.
At the fully consolidated participations of Ackermans & van Haaren, the DEME teams of R&D and the Central Competence Centre develop groundbreaking, innovative technologies, while the engineering departments of CFE are involved in civil engineering and construction projects. Ackermans & van Haaren and SIPEF are involved in the development of seeds of high-yielding oil palms through a stake in Verdant Bioscience. Both Bank Van Breda and Delen Private Bank invested in the development of specific management software. The recently acquired participations - Biolectric, Biotalys, Indigo Diabetes, Medikabazaar, MRM Health and OMP - are innovative companies in their field. Their constant focus on technological innovation helps to strengthen their competitive position in the short and medium term.
Within the group (including DEME, Rent-A-Port, Bank Van Breda, Nextensa), a cautious policy is pursued in terms of interest rate risk by using interest swaps and options. A large number of the group companies operate outside the euro zone (including DEME, Rent-A-Port, Delen Private Bank, SIPEF, Manuchar, Telemond Group, Sagar Cements, Turbo's Hoet Groep). Hedging activities for interest rate and exchange rate risk are carried out and managed at the level of the individual company.
Although certain companies of the group are still experiencing a disruption of their activities in the first months of 2022 due to the corona pandemic, and the economy is being confronted with a resurgence of inflation, the board of directors expects that Ackermans & van Haaren will in 2022 be able to surpass the record result of the past year. The board bases this outlook on:
Increasing geopolitical tensions have in the meantime led to a military conflict in Europe, the effects of which on the economy in general and on the group's businesses are currently difficult to assess.

Board of directors - from left to right: Alexia Bertrand, Thierry van Baren, Jacques Delen, Frederic van Haaren, Julien Pestiaux, Marion Debruyne, Victoria Vandeputte, Luc Bertrand, Pierre Willaert, Pierre Macharis
Ackermans & van Haaren applies the Belgian Corporate Governance Code (the 'Code') as its reference code. The Code can be consulted on the website of the Corporate Governance Committee (www.corporategovernancecommittee.be). The Committee published a new (third) version of the Code on May 9, 2019, which replaces that of March 12, 2009, and became effective as of January 1, 2020.
On April 14, 2005, the board of directors of Ackermans & van Haaren adopted the first Corporate Governance Charter ('Charter'). The board of directors has subsequently updated this Charter several times.

The Charter is available in three languages (Dutch, French and English) on the company website (www.avh.be).
This chapter ('Corporate governance statement') contains the information referred to in Articles 3:6, §2 and 3:32, §1, second paragraph, 7° of the Code of Companies and Associations. In accordance with the Code, this chapter specifically focuses on factual information involving corporate governance matters and explains any derogations from certain provisions of the Code during the past financial year in accordance with the principle of 'comply or explain'.
(°1951, Belgian) Chairman of the board of directors Executive director (1985-2016) Non-executive director (since 2016)
Luc Bertrand graduated in 1974 as a commercial engineer (KU Leuven). He began his career at Bankers Trust, as Vice-President and Regional Sales Manager, Northern Europe. He has been with Ackermans & van Haaren as a director since 1985, where he joined as financial director in 1986 and was chairman of the executive committee from 1990 to 2016. He is chairman of the board of directors of CFE, DEME and SIPEF and a director of Delen Private Bank, JM Finn, Bank Van Breda and Verdant Bioscience. He is also chairman of the Duve Institute and Middelheim Promoters, member of a number of other boards of directors of non-profit associations and public institutions, such as Museum Mayer van den Bergh and Europalia, chairman of the board of trustees of Guberna, and member of the general board of Institute of Tropical Medicine.
Mandate ends 2023
(°1979, Belgian) Non-executive director (since 2013)
Alexia Bertrand obtained a law degree (Université Catholique de Louvain - 2002) and a master of laws (Harvard Law School - 2005). As of May 2019 she is a Member of Parliament of the Brussels-Capital Region and she is leader of the first opposition party. From 2012 to 2019 she worked as an adviser at the office of the Deputy Prime Minister and Minister of Foreign Affairs, and was appointed 'chef de cabinet' for general policy on October 1, 2015. She regularly gives courses in negotiation techniques. From 2002 to 2012, she worked as a lawyer specialising in financial and company law (with Clifford Chance and later with Linklaters). For part of that time, she was a teaching assistant at the Law Faculty of the Université Catholique de Louvain and a research assistant at the Katholieke Universiteit Leuven.
Mandate ends 2025
2.1 Composition audit committee remuneration committee nomination committee
permanently represented by Marion Debruyne (°1972, Belgian) Independent, non-executive director (since 2016)
Professor Marion Debruyne has a degree in civil engineering (RU Ghent - 1995) and a PhD in applied economic sciences (RU Ghent - 2002). She has lectured at Wharton School, Kellogg Graduate School of Management, and Goizueta Business School, all in the USA. Marion Debruyne was appointed dean of Vlerick Business School in 2015. She is a director at Kinepolis and Guberna.
(1) References in this annual report to 'Marion Debruyne' should be read as Marion Debruyne BV, permanently represented by Marion Debruyne.
(°1949, Belgian) Non-executive director (since 1992)
Jacques Delen obtained the diploma of stockbroker in 1976. He has been chairman of the board of directors of Delen Private Bank since July 1, 2014. He is also a director of the listed plantation group SIPEF, of Bank Van Breda and of Scaldis Invest. Jacques Delen was chairman of the board of directors of Ackermans & van Haaren from 2011 to 2016.
Mandate ends 2022
(°1962, Belgian)
Non-executive director (since 2004) Chairman of the remuneration committee (since 2011)
Pierre Macharis graduated in commercial and financial sciences (1986) and also obtained the degree of industrial engineer in automation (1983). He is currently CEO and chairman of the executive committee of VPK Packaging Group. He is also chairman of Cobelpa, the Belgian association of paper and pulp producing companies, a director at CEPI, the European association of paper and pulp producing companies and a director at Sioen Industries.
Mandate ends 2024
(°1979, Belgian) Independent, non-executive director (since 2011)
Julien Pestiaux graduated in electromechanical civil engineering with specialisation energy (Université Catholique de Louvain - 2003), and also obtained a master's degree in engineering management (Cornell University - USA). Julien Pestiaux is a partner at Climact, an agency that provides advice on energy and climate issues. He is now leading a team developing a model for the EU Commission which assesses the potential for EU Member States to reduce energy consumption and greenhouse gases in the medium to long term. He worked for five years as a consultant and project leader at McKinsey & C°.
Thierry van Baren holds a master's degree and a teaching qualification in philosophy, and obtained an MBA, with specialisation marketing (Solvay Business School). He is currently an independent consultant. He worked for 13 years in MarCom as executive at TBWA Belgium and BDDP Belgium and in management functions at Ammirati Puris Lintas, Ogilvy Brussels and DDB.
Mandate ends 2022
permanently represented by Victoria Vandeputte (°1971, Belgian) Independent, non-executive director (since 2018)
Victoria Vandeputte is a civil engineer in electromechanics (KU Leuven - 1995) and holds a master's degree in risk management (Ecole Supérieure de Commerce de Bordeaux - 1996). She is currently a member of the executive committee and Chief Innovation & Marketing Officer of Diversi Foods (Geschwister Oetker) and director at Acomo.
(2) References in this annual report to 'Victoria Vandeputte' should be read as Menlo Park BV, permanently represented by Victoria Vandeputte.
Julien Pestiaux Frederic van Haaren
(°1960, Belgian) Non-executive director (since 1993)
Frederic van Haaren is an independent entrepreneur and Alderman of the Municipality of Kapellen, in charge of public works, environment, green spaces and cemeteries. He is also director of Belfimas, co-chairman of Bosgroepen Antwerpse Gordel, as well as member of the environment commission at Intercommunale Igean.
Mandate ends 2025
(°1959, Belgian) Non-executive director (since 1998) Chairman of the audit committee (since 2004)
Pierre Willaert holds a master's degree in commercial and financial sciences, and obtained the diploma of the Belgian Association of Financial Analysts (ABAF-BVFA). Pierre Willaert was a managing partner, and member of the audit committee, at Bank Puilaetco, until the acquisition by KBL in 2004. He worked for many years as a financial analyst at Bank Puilaetco and covered the main sectors represented on the Belgian stock exchange. He later became responsible for the Institutional Management department. He is also a director at Tein Technology, an ICT company in Brussels specialising in, among other things, control rooms.
Mandate ends 2024
The mandates of Jacques Delen, Thierry van Baren and Victoria Vandeputte expire at the ordinary general meeting of May 23, 2022. The board of directors will propose to the ordinary general meeting to (i) renew the mandates of Thierry van Baren and Victoria Vandeputte for a period of four years, and renew the mandate of Jacques Delen for a period of 1 year. Although Jacques Delen has already exceeded the age limit of 70, the board is of the opinion that, with his knowledge and experience, he can still make an exceptional and meaningful contribution to the deliberations of the board of directors. Pierre Macharis decided to resign his mandate at the annual general meeting of May 23, 2022. The board of directors is extremely grateful to Pierre Macharis for the exceptional added value he provided over the past 18 years. In its meeting of March 22, 2022, the board of directors decided to nominate Bart Deckers as a candidate independent director at the next annual meeting.
Marion Debruyne, Victoria Vandeputte and Julien Pestiaux meet the independence criteria of Article 3.5 of the Code
Luc Bertrand, Jacques Delen and Frederic van Haaren are directors of Scaldis Invest, which, with a stake of 33%, is the principal shareholder of Ackermans & van Haaren. Luc Bertrand and Frederic van Haaren are also directors of Belfimas, which holds a controlling interest of 92.25% in Scaldis Invest. Scaldis Invest and Belfimas are holding companies that exclusively invest (directly and indirectly) in Ackermans & van Haaren shares.

In 2021, the board of directors convened nine times and discussed and regularly updated the budget for the current financial year, monitored the results and activities of the group companies on the basis of reports prepared by the executive committee, examined the off-balance-sheet commitments, and discussed the recommendations of the advisory committees.
Various investments were discussed during the course of the financial year, such as the participation in the capital increases of Biotalys and Medikabazaar, the investments in Venturi Partners and Van Moer Logistics, the increase of the stake of Rent-A-Port in Infra Asia Investment, and the sale of the stake in Manuchar.
The board of directors also thoroughly examined and prepared two major operations for the group, more particularly the contribution of Extensa Group to the capital of Leasinvest Real Estate (subsequently renamed Nextensa) and the announced partial demerger of DEME by CFE.
The board of directors also paid ample attention to the life sciences strategy, the preparation of the annual general meeting of May 25, 2021, the profit sharing bonus plan for white-collar employees, and follow-up of the pending judicial inquiry involving DEME.
The board of directors invited the management of Leasinvest Real Estate, DEME, Bank Van Breda, OMP, SIPEF and Delen Private Bank in 2021 to give presentations on specific investments or on the strategy of the company concerned.
In accordance with Article 2.8 of the Charter, assessment procedures are carried out periodically within the board of directors. These assessments take place on the initiative and under the supervision of the chairman.
The annual assessment of the relationship between the board of directors and the executive committee took place on March 24, 2021. On that occasion, the non-executive directors expressed their general satisfaction with the good quality of the collaboration between the two bodies and made a number of suggestions to the chairman of the executive committee in this respect.
| Attendance | |
|---|---|
| Luc Bertrand | 9 |
| Alexia Bertrand | 9 |
| Marion Debruyne | 8 |
| Jacques Delen | 9 |
| Pierre Macharis | 8 |
| Julien Pestiaux | 9 |
| Thierry van Baren | 9 |
| Victoria Vandeputte | 9 |
| Frederic van Haaren | 9 |
| Pierre Willaert | 9 |
For the sake of completeness, it should be mentioned that the members of the executive committee attend the meetings of the board of directors.
In the Charter (Articles 2.10 and 4.7), the board of directors published its policy regarding transactions between Ackermans & van Haaren or a company affiliated to it on the one hand, and members of the board of directors or executive committee (or their close relatives) on the other, which may give rise to a conflict of interest (within the meaning of the Code of Companies and Associations or otherwise). In 2021, one decision had to be made to which this policy applied.
The board of directors published its policy on the prevention of market abuse in the Charter (Section 6). At the meeting of October 10, 2016, the Charter was amended to align it to Regulation (EU) no. 596/2014 of the European Parliament and of the Council dated April 16, 2014 on market abuse and repealing Directive 2003/6/ EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC.
| Pierre Willaert Non-executive director |
Chairman |
|---|---|
| Marion Debruyne Independent, non-executive director |
|
| Julien Pestiaux Independent, non-executive director |
All members of the audit committee have the necessary accounting and audit expertise:
Pierre Willaert (°1959) holds a master's degree in commercial and financial sciences, and obtained the diploma of the Belgian Association of Financial Analysts (ABAF-BVFA). He worked for many years as a financial analyst at Bank Puilaetco. He later became responsible for the Institutional Management department. Pierre Willaert was managing partner and member of the audit committee of Bank Puilaetco until 2004. He was appointed as a director at Ackermans & van Haaren in 1998, and has been chairman of the audit committee since 2004.
Marion Debruyne (°1972) graduated as a civil engineer from Ghent University (1995) and obtained her PhD in applied economics (2002). Marion Debruyne has lectured at Wharton School, Kellogg Graduate School of Management and Goizueta Business School, all in the USA. She has been active as dean of the Vlerick Business School since 2015. Marion Debruyne was appointed director of Ackermans & van Haaren in 2016 and as a member of the audit committee in 2018. In addition, she holds directorships at Kinepolis and Guberna.
Julien Pestiaux (°1979) graduated in electromechanical civil engineering (specialisation energy) from the Université Catholique de Louvain in 2003, and also obtained a master's degree in engineering management at Cornell University (USA). The focus of the master in engineering management was on financial and economic analyses. Most of the course was given at the 'Johnson Graduate School of Management' of Cornell. Julien Pestiaux is a partner at Climact, a company that advises on energy and climate themes with numerous business customers. Before that, he worked for five years as a consultant and project leader at McKinsey & C°, where he became acquainted with various aspects of accounting. Julien Pestiaux was appointed director at Ackermans & van Haaren in 2011.

On February 19 and August 23, 2021, in the presence of the financial management and the auditor, the audit committee mainly focused on the reporting process and the analysis of the annual and half-yearly financial statements, respectively. The members of the audit committee received, in advance, the available reports of the audit committees of the operational subsidiaries of Ackermans & van Haaren.
The audit committee of March 17, 2021 focused on the financial reporting, as published in the annual report over 2020, and an analysis of the off-balance-sheet commitments. Attention was also paid to the statement on non-financial information and to the main issues that the auditor is obliged to include in his report.
On December 21, 2021, the audit committee discussed the ESG reporting, deliberated on the internal audit and control, ICT and human resources, the off-balancesheet commitments and the advisability of renewing the mandate of the statutory auditor.
The audit committee reported systematically and extensively to the board of directors on the performance of its duties.
| Pierre Macharis Non-executive director |
Chairman |
|---|---|
| Julien Pestiaux Independent, non-executive director |
|
| Victoria Vandeputte Independent, non-executive director |

At its meeting of March 24, 2021, the remuneration committee discussed the draft remuneration report, which, in accordance with Article 3:6, §3 of the Code of Companies and Associations, constitutes a specific part of the Corporate governance statement, and ensured that the draft report contains all the information required by law. The committee also reviewed the payment of the variable remuneration to the members of the executive committee, against the recommendations it had made on this subject at its meeting of November 19, 2020, and discussed with the CEO the conclusions of the feedback interviews with the members of the executive committee.
At its meeting of June 22, 2021, the remuneration committee discussed a new proposal of career paths for the staff members of AvH.
At the meeting of November 19, 2021, the committee discussed the following subjects and made recommendations to the board of directors in this respect: the fixed and variable remuneration of the members of the executive committee for 2022, the remuneration of the directors, and the number of stock options to be granted to the members of the executive committee. The committee also recommended increasing the fixed remuneration for the chairman to 100,000 euros and for the directors to 50,000 euros, with effect from financial year 2022.
On January 12 and February 23, 2021, the board of directors, in the role of the nomination committee, deliberated on the future composition of the board of directors, and, in accordance with the procedure of Article 2.2.2 of the Charter, decided to propose to the ordinary general meeting of May 25, 2021 to renew the mandates of Alexia Bertrand and Frederic van Haaren for a period of 4 years, and to renew the mandate of Luc Bertrand for a period of 2 years.

From left to right: Piet Dejonghe, Tom Bamelis, André-Xavier Cooreman, Koen Janssen, An Herremans, Piet Bevernage, Jan Suykens, John-Eric Bertrand
After his studies for a law degree (KU Leuven - 1989), Piet Dejonghe obtained a postgraduate degree in business administration (KU Leuven - 1990) and an MBA (Insead - 1993). He worked as a lawyer for Loeff Claeys Verbeke (now Allen & Overy) and as a consultant for The Boston Consulting Group.
Since 1995 at Ackermans & van Haaren
(°1966, Belgian) CFO and member of the executive committee
After completing his studies as a commercial engineer (KU Leuven - 1988), Tom Bamelis also obtained a master's degree in financial management (VLEKHO - 1991). He joined Touche Ross (now Deloitte) and later Groupe Bruxelles Lambert.
Since 1999 at Ackermans & van Haaren André-Xavier Cooreman
(°1964, Belgian) Member of the executive committee
Following his law degree (KU Leuven - 1987), André-Xavier Cooreman studied international law (at the Johns Hopkins University, Bologna Campus - 1988) and tax management (ULB - 1991). He worked for the International Development Law Institute (course assistant, Italy), the Shell Group (legal counsel, The Netherlands), Fortis Bank (Corporate & Investment Banking), McKinsey & C° (consultant) and Bank Degroof (public sector manager).
Since 1997 at Ackermans & van Haaren Koen Janssen
(°1970, Belgian) Member of the executive committee
After his studies as a civil engineer, electromechanics (KU Leuven - 1993), Koen Janssen also obtained an MBA (IEFSI, France - 1994). He worked for Recticel, ING Investment Banking and ING Private Equity.
Since 2001 at Ackermans & van Haaren

An Herremans trained as a commercial engineer (KU Leuven, 2005) and obtained a master's degree in financial management at Vlerick Management School (2006). An began her career as a consultant at Roland Berger (2006- 2011) and subsequently worked as Corporate Business Development Manager and Strategy Office Manager at Barco (2011-2014).
Since 2014 at Ackermans & van Haaren
(°1968, Belgian) Legal counsel and member of the executive committee
Piet Bevernage holds a law degree (KU Leuven - 1991) and an LL.M. (University of Chicago Law School - 1992). He worked as a lawyer in the Corporate and M&A Department at Loeff Claeys Verbeke.
Since 1995 at Ackermans & van Haaren
(°1960, Belgian) Chairman of the executive committee
Jan Suykens holds a degree in applied economic sciences (UFSIA - 1982) and subsequently obtained an MBA (Columbia University -1984). He worked for a number of years in Corporate & Investment Banking at the Generale Bank.
Since 1990 at Ackermans & van Haaren
(°1977, Belgian) Member of the executive committee
Following his studies as a commercial engineer (UCL Louvain - 2001), John-Eric Bertrand obtained a master's degree in international management (CEMS - 2002) and an MBA (Insead - 2006). He worked at Roland Berger as a senior consultant and at Deloitte as a senior auditor.
Since 2008 at Ackermans & van Haaren
The chairman of the board of directors attends the meetings of the executive committee as an observer.

On November 9, 2020, the extraordinary general meeting adapted the company's articles of association to the relevant provisions of the new Code of Companies and Associations. On that occasion, the meeting also expressly opted for a one-tier governance structure, and confirmed the possibility of setting up a committee around the CEO in which the general management of the company is discussed.
In this respect it should be pointed out that the board of directors decided at its meeting of October 6, 2020 to assign, with effect from that date, the daily management exclusively to the CEO. The new-style executive committee is essentially tasked with discussing the general management of the company, and prepares the decisions to be taken by the board of directors.
During the past financial year, as in 2020, the executive committee devoted a great deal of attention to the economic impact of the COVID-19 crisis on the group and the health of the employees. As usual, the committee also primarily prepared and followed up on the participation in the boards of directors of the subsidiaries, examined new investment proposals (both in the current group companies and outside), prepared the quarterly, half-yearly and annual financial reports, and investigated the impact of changes in the law that are relevant for the company.
Ackermans & van Haaren is convinced of the positive influence of a diversity-based personnel policy on the strength and innovative culture of its participations, and is itself actively striving for a complementary composition of its board of directors and executive committee (in terms of professional background and skills, as well as gender). At group level, the attraction, education and counselling of talented staff members with complementary knowledge and experience is a priority.
At the level of the board of directors, this policy is reflected in the selection procedure for new candidate directors (as included in section 2.2.2 of the Charter): the first selection criterion ensures the complementarity in terms of professional skills, knowledge and experience, while the fourth criterion sets an obligation to consider candidates of different gender, as long as and when the board of directors is not composed of at least one third of directors of the opposite gender.
The current board of directors has 3 female directors (30%) and 7 male directors (70%), with a diversity of education and professional experience. On December 31, 2021, 4 directors were aged 50 or younger (40%) and 6 directors were older than 50 (60%).
With regard to the composition of the executive committee (see Charter, paragraph 4.2), the board of directors must also ensure that the members have diverse professional backgrounds with complementary skills. It is the aim of the board of directors that the long-term vision of Ackermans & van Haaren should be supported by executives who actively promote the values of the company and, in this sense, contribute to value creation. This translates, among other aspects, into a preference for providing talented staff members with career development options within the group. All members of the executive committee have been appointed from the Ackermans & van Haaren team based on their personal merits.
A sound diversity policy starts with the recruitment. In 2021, Ackermans & van Haaren recruited an investment manager who will be based in Singapore to build a
local investment team and a sustainability manager, both in the age category of 30 to 40 years and with diverse backgrounds, to strengthen the multidisciplinary team.
Finally, investments in the training, career counselling and retention of staff members are also made on a permanent basis. This is done through a combination of broadening and deepening knowledge through training programmes, seminars and workshops, career perspectives both within Ackermans & van Haaren itself and in the group, and through a market-compliant remuneration policy.
For further information regarding the personnel policy, reference is made to the Sustainability report.
The company's statutory auditor is EY Bedrijfsrevisoren BV, represented by Patrick Rottiers and Wim Van Gasse. The statutory auditor conducts the external audit of both the consolidated and statutory figures of Ackermans & van Haaren, and reports to the board of directors twice a year. The statutory auditor was appointed at the ordinary general meeting of May 27, 2019 for a three-year term, which expires at the ordinary general meeting of 2022.
An annual fee of 66,150 euros (excluding VAT) was paid to the auditor in 2021 for auditing the statutory and consolidated annual accounts of Ackermans & van Haaren. In addition, a fee was paid to to EY Bedrijfsrevisoren of 5,000 euros (excluding VAT) for a review of the first implementation of ESEF and of 3,350 euros (excluding VAT) for an audit of the personnel administration and to EY Tax Consultants of 5,950 euros (excluding VAT) for tax advice. The total fees for audit activities paid to EY by Ackermans & van Haaren and its consolidated subsidiaries in the past financial year amounted to 2,854,484 euros (including the above-mentioned 66,150 euros).
The internal audit is conducted by the group controllers, who report to the executive committee. The group controllers report directly to the audit committee at least once a year.
The board of directors of Ackermans & van Haaren is responsible for assessing the effectiveness of the internal control and risk management systems. By means of the present system, the board of directors aims to ensure that the group's objectives are attained at the group level, and, at a subsidiary level, to monitor the implementation of systems appropriate for each kind of company (size, type of activities, etc.) and its relationship with Ackermans & van Haaren (controlling interest, shareholders' agreement, etc.). Given the diversified portfolio and the small number of staff working at the holding company, the group opted for a customised internal control model that nevertheless has all the essential features of a conventional system. The internal control and risk management system is characterised by a transparent and collegiate structure. The executive committee deliberates and decides by consensus.
Risks are identified on an ongoing basis, and are properly analysed. Appropriate measures are proposed to accept, limit, transfer or avoid the identified risks. These assessments and decisions are clearly minuted and documented to allow a strict follow-up.
The board of directors also regards the timely provision of complete, reliable and
relevant financial information in accordance with IFRS and with the other Belgian reporting requirements to all internal and external stakeholders as an essential element of its corporate governance policy. The internal control and management systems for financial reporting endeavour to satisfy those requirements as fully as possible.
The control environment is the framework within which internal control and risk management systems are set up. It comprises the following elements:
The family values that underlie the historical development of the group are translated into a respectful relationship between the various stakeholders: the shareholders, management, the board of directors and the staff, but also the commercial partners. These values were explicitly included in the 'Vademecum' (internal company guidelines), so that they are clear to all staff members and can be propagated by them.
In order to emphasise the importance of ethical and responsible business and to promote sustainable growth within the group, the board of directors approved an integrity code on March 19, 2018. The integrity code can be consulted on the website. The integrity code will be regularly reviewed and updated.
Another cornerstone of the policy of Ackermans & van Haaren is the way in which its members work together as a professional team. Particular attention is paid to a balanced and qualitative content of the various positions within the organisation. In addition, the necessary training is provided to ensure that knowledge is constantly honed and fine-tuned. Highly skilled people with the right experience and attitude in the right job form the basis of the group's internal control and risk management system. This also applies at the level of the board of directors and the audit committee, who seek to ensure that the backgrounds and experience of the members are complementary.
The operation and responsibilities of the board of directors and, by extension, its advisory committees, including the audit committee, are clearly described in the Charter. The audit committee oversees the financial reporting of the group, the internal control and risk management system, and the external and internal audit procedures.
As already pointed out, Ackermans & van Haaren can pride itself on a transparent organisational structure, where decisions are adopted collectively by the executive committee. The organisational structure and powers are clearly described in the 'Vademecum'
The risks in terms of financial reporting can be summarised as follows.
Risks at the level of the subsidiaries: these are typically highly diverse and are addressed by the attendance by the investment managers of Ackermans & van Haaren at the meetings of the boards of directors and advisory committees of the subsidiaries, clear reporting instructions to the subsidiaries with deadlines and standardised reporting formats and accounting principles, and an external audit of the half-yearly and annual figures that also takes into account internal control and risk management features at the level of each individual company.
Risks related to information provision: these are covered by a periodic IT audit, a proactive approach involving the implementation of updates, backup facilities and timely testing of the IT infrastructure. Business continuity and disaster recovery plans have also been put in place.
Risks related to changing regulations: these are addressed by close monitoring of the legislative framework on financial reporting, and by a proactive dialogue with the auditor.
Finally, there is the integrity risk, which is addressed by maximum integration of accounting and reporting software, extensive internal reporting at different levels, and proactive assessment of complex and important transactions.
As already pointed out above in the description of the risks, various controls are built into the financial reporting process in order to meet the objectives with regard to this reporting as fully as possible.
First, a number of basic controls such as segregation of duties and delegation of powers are built into the administrative cycles at group level: purchasing, payroll and (dis)investments. This ensures that only permissible transactions are processed. The integration of accounting and reporting software serves to cover a number of integrity risks. Additionally, a stable IT infrastructure with the necessary back-up systems guarantees an adequate communication of information.
Clear reporting instructions with timely communication of deadlines, standardised reporting formats and uniform accounting principles are in place to address certain quality risks in the reporting by the subsidiaries.
There is also a cycle of external audit of both the consolidated reporting and the reporting by the subsidiaries. One of the purposes of this external audit is to assess the effectiveness of the internal control and risk management systems implemented by the subsidiaries and to report on this to the statutory auditor of Ackermans & van Haaren.
Finally, there is a system of internal audit on the financial reporting which is carried out by different policy and management levels. This internal audit is completed prior to the external reporting.
Changes in the legislative framework on financial reporting are closely monitored and the impact on the group reporting is discussed proactively with the financial management and the external auditor.
The Charter provides that every staff member of Ackermans & van Haaren can approach the chairman of the board of directors and/or the chairman of the audit committee directly to inform them of any irregularities in financial reporting or other matters (whistle-blowing).
Each year, the internal control and risk management system is reviewed by one of the group controllers for effectiveness and compliance. The internal auditor reports his findings to the audit committee.
Scaldis Invest holds 11,054,000 shares in the capital of Ackermans & van Haaren, i.e. a stake of 33%. Scaldis Invest is in turn controlled by Belfimas, which holds 92.25% of the capital of Scaldis Invest. The ultimate control of Scaldis Invest is held by Stichting Administratiekantoor 'Het Torentje'.
Ackermans & van Haaren holds 347,092 treasury shares as at December 31, 2021. These shares were mainly acquired with a view to covering the stock option plan.
The shareholder structure, as known on December 31, 2021, is represented as shown below:

Belfimas is the (indirect) reference shareholder of Ackermans & van Haaren. Belfimas' sole purpose is to invest in the shares of Ackermans & van Haaren, directly or indirectly. Any transfer of securities issued by Belfimas is subject to a statutory right of approval of the board of directors of Belfimas. Two of Ackermans & van Haaren's directors, Luc Bertrand and Frederic van Haaren, are members of the board of directors of Belfimas. The board of directors is not aware of any agreements between Ackermans & van Haaren shareholders.
The Charter of Ackermans & van Haaren complies with the provisions of the Code (as it applied in 2021) in all but one point:
• Composition of the nomination committee
In accordance with Article 4.19 of the Code, the majority of the members of the nomination committee should be independent non-executive directors. The Ackermans & van Haaren nomination committee consists of all the members of the board of directors. The board of directors is of the view that, as a collective, it is better placed to evaluate its size, composition and succession planning.
In pursuance of the Act of April 28, 2020 (the Act), listed companies are from now required:
This should contribute to effective and lasting shareholder engagement, which in turn should help to strengthen the corporate governance of listed companies. The European regulator sought with this greater shareholder engagement also to contribute to the improvement of both the financial and non-financial performance of companies, such as the environmental, social and governance (ESG) factors.
The positions expressed by shareholders and an analysis by external advisers led to a number of explicitations and adjustments that will be submitted for approval to the annual shareholders' meeting of May 23, 2022.
With its mission 'Your partner for sustainable growth', AvH wants to be the preferred partner of family businesses and management teams, and to co-invest with them in the long term with the ambition of letting them grow into market leaders that develop sustainable solutions to the major global challenges.
AvH strives for a balanced combination of a limited number of strategic long-term participations and a diversified portfolio of growth capital investments.
AvH is an entrepreneurial group that seeks to develop its businesses in the long term through internationalisation, innovation and diversification.
AvH does not set absolute targets for its participations in terms of return, but instead focuses on recurring growth of the activities, cash flow generation and shareholders' equity. AvH prefers long-term growth over short-term dividend maximisation, and seeks to create long-term shareholder value by a recurring increase of its consolidated shareholders' equity, supported by a steadily growing dividend in the long term.
AvH implements for the whole group and for its investment decisions an ESG framework based on the UN Sustainable Development Goals and the UN PRI guidelines, and promotes a sustainable development and growth of the activities of its participations, with respect for people, environment and society.
The investment philosophy is based on transparent reporting and communication, clear agreements in terms of corporate governance and business ethics, and strict financial discipline and healthy balance sheets.
AvH also wants to contribute as an investment company to a more sustainable world and respond to societal challenges such as climate change, renewable energy, sustainable food chain, population ageing and growth, and digitisation.
AvH achieves all of this with a team of staff who, through their diverse backgrounds and continuous development, seek to add value to the management teams of the participations. Inclusive talent management is therefore an integral part of AvH's ESG policy, which is described in detail in the Sustainability report starting on page 44.
AvH wants to attract and retain talented people to keep assuring the quality of the support which AvH, as an active shareholder, wants to give to its participations.
Within AvH a vision of 'Who do we want to be' has been developed. The three main priorities are the following:
In line with its mission 'Your partner for sustainable growth' and its ambition regarding 'Who do we want to be', AvH endeavours not only to promote sustainability and long-term thinking with its remuneration policy. AvH is also focused on achieving goals together and meeting its sustainable growth commitment to the shareholders.
By linking a substantial proportion of the remuneration of the members of AvH's executive committee to the achievement of those long-term objectives and sustainability parameters, AvH tries to make a significant contribution to the implementation of its corporate strategy with the proposed remuneration policy.
Frameworks for a sound remuneration policy are also developed in the remuneration committees of the participations and periodically optimised.
To determine AvH's positioning in terms of total financial remuneration, the group benchmarks itself against other relevant companies. AvH wants to position its CEO and members of the executive committee, as well as all other positions in the company, above the median in terms of total remuneration, in line with the quality expectations vis-à-vis the team. AvH takes part in a benchmark exercise every three years to assess its relative position.
AvH is a strongly networked environment and invests in engagement and in achieving success together. AvH therefore resolutely opts not to employ individual targets in its remuneration policy, but instead to use common performance benchmarks.
The annual performance appraisal interviews focus on individual development in terms of skills and as a person, and on each staff member's individual contribution to the realisation of the corporate strategy.
The board of directors of AvH has 10 members, its executive committee 8 members.
AvH, AvH Growth Capital and Ackermans & van Haaren Singapore has a total of 37 staff members, who together put the aforementioned strategy into practice.
The proposed remuneration policy is valid for the financial years 2021 through 2024 and, in accordance with Article 7:89/1 of the Code of Companies and Associations, applies to the 10 directors, the persons entrusted with the daily management, in this case the CEO, and the other persons in charge of the management of the company, in this case the 7 other members of the executive committee.
(1) The Act of April 28, 2020 transposes into Belgian law Directive (EU) 2017/828 of the European Parliament and of the Council of May 17, 2017 amending Directive 2007/36/EC as regards the encouragement of long-term shareholder engagement. This Directive had to be transposed into domestic law by June 10, 2019.
The approved remuneration policy for the period 2021-2024 has undergone certain adjustments(1) effective from 2022, prompted by interviews with various stakeholders and a professional adviser.
The remuneration committee advises the board of directors on the remuneration of the members of the board of directors and the executive committee.
More particularly, the remuneration committee will:
The remuneration committee determines the frequency of its meetings, but meets at least twice a year.
At meetings where the individual remuneration of a member of the remuneration committee is discussed, the person concerned may be present, but must not act as chairman of the meeting and must refrain from any feedback concerning him/herself.
The remuneration of non-executive directors consists exclusively of a fixed remuneration. This fixed remuneration consists of a basic amount, an additional amount for the director's membership of a specific committee and an attendance fee for each meeting of the board of directors, the audit committee or the remuneration committee. The remuneration of non-executive directors is periodically reviewed by the remuneration committee against other relevant companies.
Any modifications proposed by the committee are submitted to the general meeting for approval.
Non-executive directors are required to invest part of their remuneration, namely at least ten thousand euros (€ 10,000), in shares of the company, unless they already hold a direct or indirect interest in the Company corresponding to that value. Those shares must be retained for at least one year after the non-executive director has left the board of directors, and for at least three years after their acquisition.
The remuneration paid to the members of the executive committee consists of four components: (a) a fixed remuneration, (b) a variable remuneration (STI or shortterm incentive), (c) stock options (LTI or long- term incentive), (d) a group insurance scheme and other benefits.
The members of the executive committee must each hold at least 1,000 Ackermans & van Haaren shares that may be acquired, either by exercising options or otherwise, over a period of 5 years.
The fixed remuneration, which is indexed annually on the basis of the health index, evolves towards the chosen market position. If the fixed remuneration has not yet reached the level of the chosen market position, the fixed remuneration will grow towards that point in so far as the individual concerned also evolves in terms of taking responsibility and the development of relevant competencies and skills. Any increases in the fixed remuneration are discussed each year by the remuneration committee and are submitted to the board of directors for approval.
The STI is initially calculated as a per mille of the consolidated net result (group share) and is then linked to financial and non-financial criteria.
The total STI is capped at 1.5 times the annual fixed remuneration.
The practical implementation, as well as any one-off bonuses or a justified deviation from policies, is determined by the board of directors at the suggestion of the remuneration committee.
The purpose of the stock option plan is to remunerate the beneficiaries for their contribution to the long-term value creation.
The board of directors decides on the granting of stock options to members of the executive committee based on the recommendation of the remuneration committee. Stock options are granted under a stock option plan that was approved in 1999 by the board of directors, which also serves as an incentive for persons who are not members of the executive committee.
In accordance with applicable tax law, the members of the executive committee are taxed on the stock options that are granted. The value of this remuneration element is dependent on how the share price evolves.
The stock options granted under AvH's stock option plan have the following characteristics:
The number of stock options granted may be reviewed each year by the board of directors, at the suggestion of the remuneration committee.
(1) The adjustments concern a.o. a floor and a cap on the STI, good leaver principle as a condition for pro rata payment of the STI, introduction of KPIs for the non-financial factor of the STI, scope of the sign-on bonus and limitation of notice periods for the future.
(2) In 2021, the remuneration of the directors was reviewed against the corresponding remuneration figures of the BEL20 companies.
AvH provides for a 'defined contribution' group insurance scheme (supplementary pension, death benefit, disability allowance, and orphan's pension) and a hospitalisation insurance scheme.
Everyone is also offered a smartphone and a laptop and/or tablet computer.
AvH also has a mobility & flexibility policy under which electric cars are offered, along with bicycles and telework.
To promote the well-being, gym and yoga sessions are organised as well, at the office or virtually.
The relative share of each component in the overall remuneration paid to members of the executive committee is heavily dependent on the results of the group, with a weighting of 80% in the variable remuneration, and by any gain that can be realised at the moment of exercising the options.
The targeted standard ratios are:
These components are evaluated each year in November by the remuneration committee and reviewed for compliance with market practices. This review is carried out based on public information (for example, the remuneration data disclosed in the annual reports of other comparable listed companies) and/or salary studies. The adjustments proposed by the remuneration committee are then submitted to the board of directors for approval. The company strives to achieve an incentive mix of a market-based fixed remuneration on the one hand, and a combination of short-term incentives (such as the annual variable remuneration) and long-term incentives (stock options) on the other.
When a new member of the executive committee or a senior professional is hired, the remuneration committee may decide to grant a sign-on bonus to make up for part of the lost variable remuneration from the previous employer.
The contracts between the company and the members of the executive committee contain the usual clauses regarding remuneration (both fixed and variable), non-competition and confidentiality.
The contracts also contain clauses regarding the criteria for granting variable remuneration, and give the company the right to claw back variable remuneration that was granted on the basis of incorrect financial information over the five previous financial years.
The contracts apply for an indefinite period.
The current CEO is entitled to unilaterally terminate his contract subject to a notice period of 6 months. The company is entitled to unilaterally terminate this contract subject to a notice period of 24 months.
The other current members of the executive committee are entitled to unilaterally terminate their contract subject to a notice period of 6 months. The company is For future appointments of members of the executive committee, unilateral termination of the contract will be subject to a notice period of maximum 12 months.
When a member of the executive committee or a senior professional leaves AvH in a good relationship ('good leaver'), regardless of whether the notice is given by the company or the person concerned, the latter is entitled to the average of his or her variable remuneration over the last three financial years, prorated if the departure takes place before the end of the year. Upon recommendation of the remuneration committee the board of directors might decide that it is justified to deviate from this policy.
The standards that are used to determine the remuneration policy of the members of the executive committee are also applied to the other staff members:
The remuneration policy for 2021-2024 was defined with the cooperation and input of the CHCO, the executive committee, the remuneration committee, the board of directors and external experts, and was approved at the annual meeting of May 25, 2021.
The positions expressed by shareholders and an analysis by external advisers led to a number of explicitations and adjustments that will be submitted for approval to the annual meeting of May 23, 2022.
This remuneration report was prepared in accordance with Article 3:6, §3 of the Code of Companies and Associations (Remuneration report).
In its preparation of the Remuneration report, the board of directors was also inspired by:
Ackermans & van Haaren has a one-tier governance structure, where the board is authorised to perform all acts that are necessary or useful to the accomplishment of the corporate purpose, except those for which the general meeting is authorised by law. On October 6, 2020, the board of directors decided to delegate the daily management of the company exclusively to the CEO. The executive committee, of which the CEO is a member, is responsible for discussing the general management of the company. The remuneration of the members of the executive committee, except for the CEO, is disclosed in aggregate in the Remuneration report for the financial year 2021.
The remuneration committee made adjustments to the Remuneration Policy 2021- 2024, which is included in its entirety in the annual report (page 35 and further) for the financial years 2022 through 2024, on the basis of feedback from shareholders and external advisers. This Remuneration report gives an overview of the current remuneration policy as applied in the financial year 2021.
Besides a busy investment year with two promising investments in companies such as Van Moer Logistics and the Southeast Asian investment fund Venturi Partners, follow-up investments in a.o. Biotalys, Medikabazaar and Rent-A-Port, and the creation of the real estate group Nextensa (following the contribution of Extensa Group into Leasinvest Real Estate), the existing participations, without exception, reported very good to record results. Consequently, the consolidated net result for the financial year 2021 increased by 77% compared to the previous year, which was impacted by the COVID-19 crisis.
Accordingly, the exceptionally good results of 2021 are reflected in an increase of the variable remuneration (short-term incentive or STI), i.e. a 1-year cash bonus for the members of the executive committee (+77%). The amounts in question do not exceed the cap set for the STI.
No extraordinary bonuses were paid in respect of 2021.
On January 11, 2022, the remuneration committee discussed the draft Remuneration report, which constitutes a specific part of the Corporate governance statement, and ensured that the draft report contains all the information required by law.
To position the fixed remuneration of the members of the executive committee for 2022, the benchmark data of 2020 were used, and the fixed remuneration of 2 members of the executive committee was aligned with the benchmark. The fixed remuneration of the other members was adjusted on the basis of the health index.
The committee also reviewed the payment of the variable remuneration (shortterm incentive or STI) to the members of the executive committee against the recommendations it had made on this subject at its meeting of November 19, 2021. It should be recalled that the extraordinary general meeting on November 25, 2011 authorised the board of directors to depart from Article 7:91, second paragraph of the Code of Companies and Associations, and to link the entire variable remuneration of the members of the executive committee to predetermined and objectively quantifiable performance criteria measured over a one-year period.
The committee proposed at its meeting of November 19, 2021 not to change the calculation to determine the STI of the members of the executive committee relative to the previous year.
On February 24, 2022, the remuneration committee assessed the results for the non-financial ESG parameters, which account for 20% of the STI.
The committee also proposed updated objectives for 2022 to the board of directors. As a company, AvH prioritises social parameters such as Diversity & Inclusion. As a responsible investor, AvH stresses ESG as an essential parameter in asset allocation and investment decisions, as well as social parameters such as sustainable talent management and ethical business management.
In order to maintain the focus on long-term performance, it was decided to increase the number of stock options granted (long-term incentive or LTI) by 1,000 options per member of the executive committee.
Finally, the committee proposed to keep the fixed remuneration of the directors (including attendance fees) for the financial year 2021 at the same level as in 2020.
However, based on a benchmark with the remuneration of the directors of other BEL20 companies, the fixed remuneration (excl. attendance fees) will be increased effective from financial year 2022. The last adjustment in this respect dates back to 2013.
The remuneration of non-executive directors consists exclusively of a fixed remuneration. Since the remuneration, director's fees and attendance fees are not linked to the company's results, they may be classed as fixed, non-performance-related remuneration. The remuneration of non-executive directors is periodically reviewed by the remuneration committee. The modifications proposed by the board of directors, as advised by the remuneration committee, are submitted to the general meeting for approval.
On the recommendation of the remuneration committee, the board of directors proposed on February 24, 2022 to adjust the remuneration of the directors as follows from the financial year 2022:
The other remuneration remains unchanged:
This proposal will be submitted for approval to the ordinary general meeting of May 23, 2022.
Having regard to the fact that Luc Bertrand was appointed chairman of the board of directors on May 23, 2016, succeeding Jacques Delen, and that, additionally, and in the interest of the group, he became or remained chairman of CFE, DEME and SIPEF, and remained a director of Delen Private Bank and Bank Van Breda, the remuneration committee proposed to grant him a fixed remuneration of 350,000 euros per year with effect from June 1, 2016, as well as placing a company car at his disposal. This proposal was announced at the annual general meeting of May 23, 2016. For the sake of completeness, it should be noted that Luc Bertrand also received a director's fee of 60,000 euros from SIPEF in 2021, half of which is transferred to Ackermans & van Haaren. Jacques Delen received, directly and indirectly, remuneration in 2021 in his capacity as chairman of the board of directors of Delen Private Bank, to the amount of 250,000 euros (including pension insurance) and has a company car at his disposal. He also received a director's fee from SIPEF to the amount of 29,000 euros in 2021. The remuneration which SIPEF paid to Luc Bertrand and Jacques Delen is mentioned in SIPEF's annual report (Remuneration report - Remuneration of non-executive directors) for the financial year 2021.
All directors declared that they have invested at least 10,000 euros in shares of the company.
Table 1 shows for each director the remuneration he/she is entitled to in respect of his/her mandate during the financial year 2021. This remuneration will be paid after approval of the annual accounts by the general meeting, scheduled for May 23, 2022.
The remuneration paid to the members of the executive committee consists of the following components:
These components are evaluated each year in November by the remuneration committee and reviewed for compliance with market practices. This review is carried out based on public information (for example, the remuneration data disclosed in the annual reports of other comparable listed companies) and/or salary studies. The adjustments proposed by the remuneration committee are then submitted to
the board of directors for approval. The company strives to achieve an incentive mix of a market-based fixed remuneration on the one hand, and a combination of short-term incentives (such as the annual variable remuneration) and long-term incentives (stock options) on the other.
The fixed remuneration for the members of the executive committee evolves according to their responsibilities and according to market developments.
The variable remuneration that is granted to the members of the executive committee is based on an objectively quantifiable performance criterion, namely the consolidated net result, measured over a period of one financial year. The variable remuneration is paid out in cash after the board of directors has established the consolidated net result of the previous financial year (i.e. at the end of March). Although this STI is based on a per mille of the consolidated net result over one year and may therefore be viewed prima facie as a short-term incentive, it should be borne in mind that, in its long-term strategy, AvH seeks recurring results and when considering new investments always looks at the undertaking's potential to generate value in the long term, year after year. Participations are coached over a long term by AvH's management, which prioritises long-term equity growth over short-term profit maximisation. In this light, non-recurring, accounting profits (such as remeasurement gains) are excluded from the calculation of the STI. For the first time for financial year 2021, 20% of this STI is made dependent on the results for the proposed ESG parameters.
The group insurance scheme is of the 'defined contribution' type and covers the following risks: supplementary pension, death benefit, disability allowance, and orphan's pension. Both the company and the member of the executive committee in question contribute to the constitution of a reserve.
The other benefits include the conventional benefits in kind, such as company car, smartphone and tablet computer, and hospitalisation insurance. The contributions to the hospitalisation policy are paid entirely by the company.
The members of the executive committee declared their intention to each hold at least 1,000 Ackermans & van Haaren shares, to be acquired over a period of 5 years.
Table 1: Remuneration of the board of the board of directors (financial year 2021)
| (€) | Fixed remuneration | Attendance fees(1) | ||||||
|---|---|---|---|---|---|---|---|---|
| Name | Chairman of the board of directors |
Director | Chairman of the audit committee |
Member of the audit committee |
Member of the remuneration committee |
Board of directors |
Committees | Total remuneration |
| Luc Bertrand | 60,000 | 22,500 | 82,500 | |||||
| Alexia Bertrand | 30,000 | 22,500 | 52,500 | |||||
| Marion Debruyne | 30,000 | 5,000 | 20,000 | 10,000 | 65,000 | |||
| Jacques Delen | 30,000 | 22,500 | 52,500 | |||||
| Pierre Macharis | 30,000 | 2,500 | 20,000 | 7,500 | 60,000 | |||
| Julien Pestiaux | 30,000 | 5,000 | 2,500 | 22,500 | 17,500 | 77,500 | ||
| Thierry van Baren | 30,000 | 22,500 | 52,500 | |||||
| Victoria Vandeputte | 30,000 | 2,500 | 22,500 | 7,500 | 62,500 | |||
| Frederic van Haaren | 30,000 | 22,500 | 52,500 | |||||
| Pierre Willaert | 30,000 | 10,000 | 22,500 | 10,000 | 72,500 | |||
| Total | 630,000 |
(1) An attendance fee of 2,500 euros is granted per participation to a meeting of the board of directors, the audit committee and/or the remuneration committee. In 2021, 9 board of directors took place, 4 audit committtees and 3 remuneration committtees.
Table 2 shows for the members of the executive committee in average and for the CEO individually the remuneration they received in respect of their mandate during the financial year 2021. One member of the executive committee (An Herremans) is not yet included in the report since this person was only appointed to the executive committee with effect from September 1, 2021.
Stock options are granted annually under a stock option plan that was approved in 1999 by the board of directors, and that also serves as an incentive for persons other than members of the executive committee. The stock option plan was formulated in accordance with the provisions of the Act of March 26, 1999 concerning the 1998 Belgian Action Plan for Employment and containing various provisions.
The board of directors decides on the granting of stock options to members of the executive committee based on the recommendation of the remuneration committee. The granting of stock options is not linked to predetermined and objectively quantifiable performance criteria. In accordance with applicable tax law, the members of the executive committee are taxed on the stock options that are granted. The company does not offer the beneficiaries any hedging instruments against the risks associated with the stock options.
The stock options granted under the stock option plan have the following characteristics:
During 2021, no (non-exercised) stock options expired that were held by members of the executive committee.
The contracts with the members of the executive committee contain the usual clauses regarding remuneration (both fixed and variable), non-competition and confidentiality. The contracts are of indefinite period.
The current CEO is entitled to unilaterally terminate his contract subject to a notice period of 6 months. The company is entitled to unilaterally terminate this contract subject to a notice period of 24 months.
The other members of the executive committee are entitled to unilaterally terminate their contract subject to a notice period of 6 months. The company is entitled to unilaterally terminate the contract of these members subject to a notice period of between 18 and 24 months. For every new appointment of a member of the executive committee, the notice period upon termination by the company will be set at maximum 12 months.
The contracts between the company and the members of the executive committee also contain provisions regarding the criteria for granting variable remuneration, and give the company the right to claw back variable remuneration that was granted on the basis of incorrect financial information over the 5 previous financial years.
No severance packages or claw-back rights had to be exercised during the past financial year.
There were no deviations from the remuneration policy in effect during the past financial year.
| (€) | Fixed remuneration | Variable remuneration | Total | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Name | Fixed remunera tion |
Benefits in kind(1) |
Total | STI | LTI in the form of stock options(2) |
Total | Group insurance (fixed contribution paid by the company) |
Hospitalisation insurance |
remuneration | Proportion of fixed remuneration in total remuneration |
Proportion of variable remuneration in total remuneration |
Proportion STI in fixed remuneration |
| Jan Suykens (CEO) |
712,320 | 5,957 | 718,277 | 985,635 | 212,720 | 1,198,355 | 53,804 | 896 | 1,971,332 | 36% | 61% | 137% |
| Other EC members - average(3) |
381,700 | 4,346 | 386,046 | 390,147 | 137,382 | 527,529 | 49,374 | 814 | 963,763 | 40% | 55% | 101% |
Table 2: Individual remuneration of the CEO and average remuneration of the other members of the executive committee (financial year 2021)
(1) Benefits in kind: company car, smartphone and tablet computer.
(2) The market value of the stock options offered & accepted in 2021 was calculated according to the Black & Scholes method.
(3) Based on the members who were part of the exutive committee for the entire year.
| Opening balance(1) |
Offer | Offer | Offer | Offer | Offer | Offer | Offer | Offer | Exercise period |
Closing balance |
|
|---|---|---|---|---|---|---|---|---|---|---|---|
| Jan Suykens (CEO) | |||||||||||
| 1/01/2021 | 2/01/2014 | 5/01/2015 | 4/01/2016 | 13/01/2017 | 12/01/2018 | 14/01/2019 | 13/01/2020 | 15/01/2021 | 06/12/2021 | ||
| Options outstanding | 43,000 | 5,500 | 5,500 | 8,000 | 8,000 | 8,000 | 8,000 | 8,000(2) | -5,500(3) | ||
| Exercise price | € 82.32 | € 100.23 | € 130.95 | € 128.30 | € 148.64 | € 132.52 | € 124.67 | - | |||
| Black & Scholes | € 15.35 | € 13.76 | € 27.72 | € 25.70 | € 27.32 | € 24.92 | € 26.59 | - | |||
| Value based on Black & Scholes |
€ 84,425 | € 75,680 | € 221,760 | € 205,600 | € 218,560 | € 199,360 | € 212,720 | - | |||
| Balance on 31/12/2021 | 45,500 |
| Tom Bamelis | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 1/01/2021 | 2/01/2014 | 5/01/2015 | 4/01/2016 | 13/01/2017 | 12/01/2018 | 14/01/2019 | 13/01/2020 | 15/01/2021 | 12/03/2021 | ||
| Options outstanding | 33,000 | 4,000 | 4,000 | 5,000 | 5,000 | 5,000 | 5,000 | 5,000 | 5,000(2) | -4,000(3) | |
| Exercise price | € 82.32 | € 100.23 | € 130.95 | € 128.30 | € 148.64 | € 132.52 | € 141.09 | € 124.67 | |||
| Black & Scholes | € 15.35 | € 13.76 | € 27.72 | € 25.70 | € 27.32 | € 24.92 | € 22.43 | € 26.59 | |||
| Value based on Black & Scholes |
€ 84,425 | € 55,040 | € 138,600 | € 128,500 | € 136,600 | € 124,600 | € 112,150 | € 132,950 | |||
| Balance on 31/12/2021 | 34,000 |
| John-Eric Bertrand | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 1/01/2021 | 2/01/2014 | 5/01/2015 | 4/01/2016 | 13/01/2017 | 12/01/2018 | 14/01/2019 | 13/01/2020 | 15/01/2021 | 17/12/2021 | ||
| Options outstanding | 27,000 | 2,000 | 2,000 | 4,000 | 4,000 | 5,000 | 5,000 | 5,000 | 5,000(2) | -2,000(3) | |
| Exercise price | € 82.32 | € 100.23 | € 130.95 | € 128.30 | € 148.64 | € 132.52 | € 141.09 | € 124.67 | |||
| Black & Scholes | € 15.35 | € 13.76 | € 27.72 | € 25.70 | € 27.32 | € 24.92 | € 22.43 | € 26.59 | |||
| Value based on Black & Scholes |
€ 30,700 | € 27,520 | € 110,880 | € 102,800 | € 136,600 | € 124,600 | € 112,150 | € 132,950 | |||
| Balance on 31/12/2021 | 30,000 |
| Piet Bevernage | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 1/01/2021 | 2/01/2014 | 5/01/2015 | 4/01/2016 | 13/01/2017 | 12/01/2018 | 14/01/2019 | 13/01/2020 | 15/01/2021 | 21/12/2021 | ||
| Options outstanding | 28,000 | 4,000 | 4,000 | 5,000 | 5,000 | 5,000 | 5,000 | 5,000(2) | -4,000(3) | ||
| Exercise price | € 82.32 | € 100.23 | € 130.95 | € 128.30 | € 148.64 | € 132.52 | € 124.67 | ||||
| Black & Scholes | € 15.35 | € 13.76 | € 27.72 | € 25.70 | € 27.32 | € 24.92 | € 26.59 | ||||
| Value based on Black & Scholes |
€ 61,400 | € 55,040 | € 138,600 | € 128,500 | € 136,600 | € 124,600 | € 132,950 | ||||
| Balance on 31/12/2021 | 29,000 |
| André-Xavier Cooreman | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 1/01/2021 | 2/01/2014 | 5/01/2015 | 4/01/2016 | 13/01/2017 | 12/01/2018 | 14/01/2019 | 13/01/2020 | 15/01/2021 | |||
| Options outstanding | 29,000 | 4,000 | 4,000 | 5,000 | 5,000 | 5,000 | 5,000 | 5,000 | 5,000(2) | ||
| Exercise price | € 82.32 | € 100.23 | € 130.95 | € 128.30 | € 148.64 | € 132.52 | € 141.09 | € 124.67 | |||
| Black & Scholes | € 15.35 | € 13.76 | € 27.72 | € 25.70 | € 27.32 | € 24.92 | € 22.43 | € 26.59 | |||
| Value based on Black & Scholes |
€ 61,400 | € 55,040 | € 138,600 | € 128,500 | € 136,600 | € 124,600 | € 112,150 | € 132,950 | |||
| Balance on 31/12/2021 | 34,000 |
Definition of the terms used in Table 3:
(1) Opening balance: number of options held by the beneficiary on January 1, 2021 and not yet exercised in 2021
(2) Number of options offered: the number of options offered and accepted in 2021
(3) Number of options acquired: number of options acquired during 2021 (following the expiry of the vesting period)
| Opening balance(1) |
Offer | Offer | Offer | Offer | Offer | Offer | Offer | Offer | Exercise period |
Closing balance |
|
|---|---|---|---|---|---|---|---|---|---|---|---|
| Piet Dejonghe | |||||||||||
| 1/01/2021 | 2/01/2014 | 5/01/2015 | 4/01/2016 | 13/01/2017 | 12/01/2018 | 14/01/2019 | 13/01/2020 | 15/01/2021 | 5/01/2021 | ||
| Options outstanding | 33,500 | 4,000 | 4,000 | 5,500 | 6,000 | 6,000 | 6,000(2) | -8,000(3) | |||
| Exercise price | € 82.32 | € 100.23 | € 128.30 | € 148.64 | € 132.52 | € 124.67 | |||||
| Black & Scholes | € 15.35 | € 13.76 | € 25.70 | € 27.32 | € 24.92 | € 26.59 | |||||
| Value based on Black & Scholes |
€ 61,400 | € 55,040 | € 141,350 | € 163,920 | € 149,520 | € 159,540 | |||||
| Balance on 31/12/2021 | 31,500 |
| An Herremans | ||||
|---|---|---|---|---|
| 1/01/2021 | 2/01/2014 | 5/01/2015 | 4/01/2016 | 13/01/2017 | 12/01/2018 | 14/01/2019 | 13/01/2020 | 15/01/2021 | 28/12/2021 | ||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Options outstanding | 8,000 | 1,500 | 1,500 | 1,500 | 1,500 | 2,000 | 2,500(2) | -1,500(3) | |||
| Exercise price | € 130.95 | € 128.30 | € 148.64 | € 132.52 | € 141.09 | € 124.67 | |||||
| Black & Scholes | € 27.72 | € 25.70 | € 27.32 | € 24.92 | € 22.43 | € 26.59 | |||||
| Value based on Black & Scholes |
€ 41,580 | € 38,550 | € 40,980 | € 37,380 | € 44,860 | € 66,475 | |||||
| Balance on 31/12/2021 | 9,000 |
| Koen Janssen | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| 1/01/2021 | 2/01/2014 | 5/01/2015 | 4/01/2016 | 13/01/2017 | 12/01/2018 | 14/01/2019 | 13/01/2020 | 15/01/2021 | 13/12/2021 | ||
| Options outstanding | 28,000 | 4,000 | 4,000 | 5,000 | 5,000 | 5,000 | 5,000 | 5,000(2) | -4,000(3) | ||
| Exercise price | € 82.32 | € 100.23 | € 130.95 | € 128.30 | € 148.64 | € 132.52 | € 124.67 | ||||
| Black & Scholes | € 15.35 | € 13.76 | € 27.72 | € 25.70 | € 27.32 | € 24.92 | € 26.59 | ||||
| Value based on Black & Scholes |
€ 61,400 | € 55,040 | € 138,600 | € 128,500 | € 136,600 | € 124,600 | € 132,950 | ||||
| Balance on 31/12/2021 | 29,000 |
Definition of the terms used in Table 3:
(1) Opening balance: number of options held by the beneficiary on January 1, 2021 and not yet exercised in 2021
(2) Number of options offered: the number of options offered and accepted in 2021
(3) Number of options acquired: number of options acquired during 2021 (following the expiry of the vesting period)
The fixed remuneration of the directors remained unchanged in 2021.
The total fixed remuneration of the members of the executive committee increased in 2021 by 2.39% as a result of an adjustment of the benchmark for two members and the application of the health index by 0.96% for the other members. Their STI increased by 77% as a result of the increase of the consolidated net result, which reached a record level thanks to the very good performance of the participations.
The STI did not exceed the cap that was set for 2022 for any member of the executive committee.
No extraordinary bonuses were paid in respect of the financial year 2021.
Table 4 shows the evolution, in percentage terms, of the average of the total fixed and variable remuneration of the members of the executive committee, relative to the development of the consolidated net result and the stock market price.
As was mentioned earlier, a substantial part of the remuneration (notably the variable remuneration and the stock options) of the members of the executive committee is dependent on the evolution of the consolidated net result and on the development of the stock market price. These two parameters developed as follows in 2021 relative to 2020:
For financial year 2021, 80% of the STI was calculated on the basis of the consolidated net result and 20% on the basis of ESG performance.
As of December 31, 2021, the company employed 22 staff members. Their average fixed gross remuneration (excl. employer's contributions) was indexed at 0.96% in 2021. A number of staff members received a pay rise above indexation based on benchmark and performance. As a result, the salaries increased on average by 3.3%. Their average variable remuneration increased by 26.4% in 2021. For staff members, AvH adopts a categorised profit-sharing bonus plan, in the context of which the board of directors decides each year whether or not to pay a share of the profit to the staff. The two categorisation criteria are job title and length of service. The maximum ratio between highest and lowest profit-sharing bonus is 1 to 10 (from 3,500 euros to 35,000 euros over 2021). The board of directors decides each year on the application of a profit-sharing bonus plan and its terms and conditions. For 2021, it was decided to create an extra category, to increase the basic amount, and to merge two categories. The 26.4% increase is connected with the increase of the basic amount, the new categories, and increased length of service.
Table 5 shows the evolution, in percentage terms, of the average total fixed and variable remuneration of the staff, relative to the development of the consolidated net result and the stock market price.
The ratio between the average fixed remuneration of the members of the executive committee and that of the staff of the company is 1 to 5.1 on the basis of the following data:
The ratio between the fixed remuneration of the CEO and the lowest staff salary is 1 to 14.6.
| (€) | 2017 | 2018 | 2019 | 2020 | 2021 |
|---|---|---|---|---|---|
| Fixed remuneration | 358,210 | 374,039 (+4.4%) | 415,570 (+11.1%) | 418,902 (+0.8%) | 428,931 (+2.4%) |
| Variable remuneration(1) | 490,323 | 478,672 (-2.4%) | 702,384 (+46.7%) | 316,477 (-54.9%) | 623,361 (+97.0%) |
| Consolidated net result (000) | 302,530 | 289,639 (-4.3%) | 394,900 (+36.3%) | 229,791 (-41.8%) | 406,813 (+77.0%) |
| Stock market price on 31/12 | 145.9 | 131.8 (-9.6%) | 141.6 (+7.4%) | 124.5 (-12.1%) | 168.7 (+35.5%) |
| (€) | 2017 | 2018 | 2019 | 2020 | 2021 |
|---|---|---|---|---|---|
| Fixed remuneration | 71,670 | 69,400 (-3.2%) | 74,109 (+6.8%) | 80,577 (+8.7%) | 83,257 (+3.3%) |
| Variable remuneration(1) | 7,245 | 9,511 (+31.2%) | 9,908 (+4.2%) | 11,809 (+19.2%) | 14,926 (+26.4%) |
| Consolidated net result (000) | 302,530 | 289,639 (-4.3%) | 394,900 (+36.3%) | 229,791 (-41.8%) | 406,814 (+77.0%) |
| Stock market price on 31/12 | 145.9 | 131.8 (-9.6%) | 141.6 (+7.4%) | 124.5 (-12.1%) | 168.7 (+35.5%) |
(1) 'Variable remuneration' means the average of the STI + the stock options offered and accepted for that year calculated according to the Black & Scholes method.
(2) 'Variable remuneration' includes here the profit-sharing bonus and extraordinary gross bonuses. The options offered to certain staff members are excluded from this calculation.
In accordance with Art. 3:32, §2 of the Code of Companies and Associations, the annual report must include a Statement of Non-financial Information. This statement is included in the next chapter of this annual report, of which it is an integral part.
On behalf of the board of directors, March 22, 2022
Luc Bertrand Chairman of the board of directors
This chapter contains the statement regarding non-financial information of Ackermans & van Haaren ('AvH') in accordance with Article 3:32 §2 of the Companies and Associations Code and relates to the financial year closed on December 31, 2021.

| responding to social themes | ||||||||
|---|---|---|---|---|---|---|---|---|
| Climate change and energy transition |
Energy-efficient and circular construction |
Sustainable wealth management |
||||||
| Health and well-being |
Sustainable supply chain and logistics |
|||||||
| in a structured way. | ||||||||
| 12.5 | ||||||||
| Member since 2020 | ||||||||


The progress made in the rollout of AvH's ESG policy is explained on the following pages using quantitative KPIs. ESG key figures marked with the symbol concern KPIs that are monitored as a matter of priority and for which a target was defined by AvH, or that are monitored as a matter of priority by AvH at the participations.
AvH reports on ESG based on its accounting consolidation perimeter (See Note 2 - Section 1 Fully consolidated subsidiaries). Although, as an investment company, AvH uses as benchmark for its ESG policy the assets it manages, in accordance with the approach of UN PRI, as reflected by the relative investment value of a participation in relation to the consolidated shareholders' equity of AvH. Certain KPIs are reported more widely on the basis of AvH's shareholding percentage.
Certain key figures are only relevant to the investment company itself ('AvH as a company') and the associated (investment) team, so that they only relate to the parent company (AvH NV) or subholdings through which the investment policy is conducted.
The 7 ESG material participations - DEME, CFE, Delen Private Bank, Bank Van Breda, SIPEF, Nextensa and Anima - together represent more than 85% of the net assets.

Responsible investment policy of AvH as an investment company: Sustainable mix of activities in portfolio
| Goal | Trend | 2021 | 2020 | 2019 | |||||
|---|---|---|---|---|---|---|---|---|---|
| ESG and investment policy | |||||||||
| ESG screening of new acquisitions | 100% | Since sept. | |||||||
| ESG training of investment team | 91% | ||||||||
| Corporate governance and risk management | |||||||||
| AvH ESG policy | |||||||||
| AvH Corporate governance charter | |||||||||
| AvH Audit committee | |||||||||
| AvH Remuneration committee | |||||||||
| Business ethics | |||||||||
| AvH Integrity code | |||||||||
| Solvency and long-term return | |||||||||
| Value creation | |||||||||
| Market capitalisation | 11.4%(1) | 12.6%(2) | 8.6%(2) | 11.8%(2) | |||||
| Growth shareholders' equity | 9.4%(3) | 9.4%(3) | 9.8%(3) | ||||||
| Net cash | Positive | 78 million euros |
68 million euros |
267 million euros |
(1) Growth of BEL20 index plus dividends paid (CAGR 2011-2021).
(3) Growth of AvH share plus dividends paid (CAGR 2011-2021, 2010-2020, 2009-2019).
(4) Growth of shareholders' equity plus dividends paid (CAGR 2011-2021, 2010-2020, 2009-2019).

Responsible ownership: Interaction with participations and impact on their ESG policy
ESG strategy is being integrated in policy by increasing number of participations.
| Goal | Trend | 2021 | 2020 | 2019 | ||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Responsible ownership | ||||||||||
| ESG policy(1) | > 80% | 91% | 86% | 85% | ||||||
| ESG interaction with participations(1) | 92% | |||||||||
| Innovation | ||||||||||
| Innovation policy(1) | > 80% | 77% | 72% | 72% | ||||||
| Corporate governance and risk management | ||||||||||
| Corporate governance charter(1) | > 80% | 96% | 85% | 78% | ||||||
| Audit and/or risk committee (with attendance of AvH)(1) | > 80% | 95% | 94% | 90% | ||||||
| Remuneration committee(1) | > 80% | 94% | 88% | |||||||
| Business ethics | ||||||||||
| Integrity code(1) | > 80% | 92% | 85% | 79% | ||||||
| CO2 emissions of AvH group |
||||||||||
| AvH head office scope 1 & 2 | 0.2 ktons CO2 eq |
0.2 ktons CO2 eq |
0.4 ktons CO2 eq |
|||||||
| AvH consolidated financial statements - scope 1 & 2(1) | 856 ktons CO2 eq |
685 ktons CO2 eq |
||||||||
| AvH participations - scope 1 & 2(2) | See section 4.2 |
See section 4.2 |
||||||||
| EU Taxonomy(4) | ||||||||||
| Turnover: | % eligible turnover EU Taxonomy | 46% | ||||||||
| % aligned turnover EU Taxonomy | 15% | |||||||||
| Capex: | % eligible capex EU Taxonomy | 39% | ||||||||
| % aligned capex EU Taxonomy | 25% | |||||||||
| Opex(5): | % eligible opex EU Taxonomy | - | ||||||||
| % aligned opex EU Taxonomy | - | |||||||||
(1) Expressed as a % of the consolidated shareholders' equity of AvH. (2) 2021 based on the entities with the largest CO2 footprint, as known on the date of publication and on the basis of the consolidation perimeter.
(3) 2021 based on the entities with the largest CO2 footprint, as known on the date of publication and on the basis of the shareholding percentage. The CO2 footprint of the participations of the Growth Capital segment will be completed in the next few years.
(4) The proposed EU Taxonomy template is excluding financial institutions.
(5) The opex as defined in scope of the EU Taxonomy includes a restrictive list of non-capitalised costs. As the participations prepare their financial statements on the basis of IFRS, these are largely already included in the capex.

Talent central in AvH organisation(1)
Talent management strongly developed in 2021.
| Goal | Trend | 2021 | 2020 | 2019 | |
|---|---|---|---|---|---|
| Talent management - AvH staff members (in headcount) | |||||
| Total number of staff members | 37 | 36 | 34 | ||
| Diversity men/women | 20 / 17 | 19 / 17 | 17 / 17 | ||
| Average number of training days per person | 5 days | 9.7 | 4.9 | ||
| Costs for training (as % of general costs) | 534,204 euros (2.8%) |
392,474 euros (2.35%) |
378,450 euros (2.1%) |
||
| Talent management - AvH investment team | |||||
| Total number of staff members | 23 | 21 | 19 | ||
| Diversity men/women | 17 / 6 | 15 / 6 | 13 / 6 | ||
| Diversity by degree | |||||
| Economic | 43% | 43% | 41% | ||
| Legal | 23% | 24% | 23% | ||
| Scientific | 23% | 21% | 23% | ||
| Others | 11% | 12% | 13% | ||
| Average number of years of relevant experience per person | > 10 years | 19.5 years | 19.8 years | 19.6 years | |
| Employee turnover (excl. intra-group and retirement, over 3 years) | < 10% | 1% | 1% | 1% | |
| Performance review | 90% | 100% | 100% |
(1) The figures relate to the parent company (AvH NV) or subholdings through which the investment policy is conducted.

AvH believes that a well defined and strategically focused ESG policy contributes to the 'licence to operate' and to the growth of AvH and its participations. The ESG policy is designed to support and strengthen the strategy pursued by the participations. For AvH, ESG is more than just a compliance or reporting exercise. It ensures a proper identification and management of risks, but also helps to create opportunities for sustainable solutions. AvH therefore firmly believes in the link between ESG and innovation. The SDGs of the United Nations are used as framework.
Many employees find it increasingly important to work for companies that are both innovative and contribute to a better planet. That is why a well-designed ESG policy is an extra asset to find and retain motivated talent.
AvH first decides in which sectors it wants to be active (AvH as a responsible investor) and then aims for its participations to become best-in-class in the sectors in which they operate (AvH as a responsible owner). For that reason, AvH helps its participations to formalise their individual ESG policies and to formulate underlying action plans. Defining priorities, ambitions and progress reporting on the basis of underlying goals and KPIs should lay the foundations for relevant action plans. In order to emphasise AvH's ESG ambitions, the overall ESG policy is overseen directly by a member of the executive committee.
As an investor, AvH uses three levers with its participations: (1) active interaction with the participations on ESG, (2) an ESG materiality matrix that takes into account the views of relevant stakeholders, and (3) a long-term perspective supported by family values.
To illustrate the commitment of the executive committee to ESG, as of 2021 part of the bonus of all members of the executive committee is linked to the progress made in terms of ESG.
More information about the ESG policy and ESG methodology can be found on the website: www.avh.be/en/sustainability More information about the ESG risks can be found in the section Annual report of the board of directors, II.1. Risks and uncertainties. More information about the link between the bonus of the executive committee and the progress made on ESG can be found in the secti-
on Annual report of the board of directors, IV.2.1. Remuneration report: Strategy - Long term - Sustainability.
AvH interacts all the year round with the individual ESG teams of the participations. In order to give shape to the policy and arrive at a relevant reporting, AvH's investment team, the ESG working group and the ESG steering committee spent 1,153 working hours on ESG-related topics in 2021, in addition to the time spent by the ESG teams of the participations.
An approach by internal staff was deliberately opted for to ensure that ESG thinking becomes fully embedded in the various processes.
To strengthen AvH's ESG team, the position of sustainability manager was created in 2021, to which Bart Vercauteren was appointed. He was recruited from outside AvH and has 17 years of experience in ESG policy. He works full-time on the structural development of AvH's commitment to ESG, supports the participations in this area, and assists the teams with the analysis of investments from an ESG perspective. The sustainability manager is a member of AvH's investment team and attends every investment committee meeting.
Once a year, the specific ESG action plan of the 7 ESG material participations, which together represent more than 85% of the net assets, is discussed with the ESG team and the management of the companies.
AvH also facilitates ESG working meetings between participations with focus on climate, talent, EU Taxonomy and other relevant ESG topics, with experiences being shared between participations. In 2021, external consultants were called in to screen the CO2 footprint of the main participations, and to help those participations with preparations for the EU Taxonomy.
For further details of the interaction with the participations, see the section 'AvH as a responsible owner'.

spent by AvH's team on ESG in addition to the participations' own efforts
In 2019, AvH performed an analysis to identify its material ESG topics. Nine material topics were identified in the materiality matrix that constitute the cornerstones of AvH's ESG policy and methodology. They all have a major potential (positive or negative) impact on the long-term consolidated results or the balance sheet of AvH and are closely monitored for that reason. In 2019, the first 4 topics were rated as 'of high importance' related to impact. Each topic is also linked to the applicable SDG.
| ESG materiality analysis | |||
|---|---|---|---|
| Material topic | Description | Relevant SDG |
|
| Responsible ownership |
Structured monitoring as a shareholder of sector-relevant ESG aspects in participations (e.g. defining and monitoring an ESG strategy and related processes). If AvH wishes to become or remain active in a certain sector, AvH uses a 'best in class' approach. |
||
| Business ethics | Respect for people and society, including compliance with laws and regulations (including anti-cor ruption laws), internal guidelines (including respect for human rights) and group values (respect, integrity, partnership, teamwork, independence, entrepreneurship, sustainability, long-term vision). |
||
| Corporate governance | Organisation and processes of the managing bodies that define the strategy and monitor its imple mentation. |
||
| Solvency and long-term return |
Healthy balance sheet structures with business plans and strategies that make it possible to achieve a fair return in the long term and enable the investments required for that purpose. |
||
| Talent management | Taking care of the human capital needed for the proper functioning of the company concerned (such as recruitment, training, personal development, appraisal, well-being), where the talents of staff members can emerge and be used in the best possible way. |
||
| Innovation | Innovative approaches in all areas that lead to new product/market combinations or more efficient processes. |
||
| Risk management | Structured handling of risks (by audit and control, approval processes, procedures, manuals, committees, etc.). |
||
| Reporting | Financial and non-financial reporting, with emphasis on materiality. | ||
| Responsible investment policy |
Investing with a view to a sustainable mix of activities. This means that investments are first examined in terms of whether the company is active in a sector that AvH wishes to invest in, whether in sensitive sectors it scores well on relevant ESG aspects, and whether it is active in a sector that has a positive impact on ESG goals. It may also lead to divestments from companies. |
AvH liaises with various stakeholders shown in the table on the next page in order to identify what is important and how this evolves.
These stakeholders were also involved in the survey held at the end of 2021 to update the materiality matrix and to make changes to AvH's ESG policy where necessary. AvH deliberately broadened the range of stakeholders in this recent survey in order to capture even better the views of the different stakeholders. The response rate of the survey was 77%, which gives an indication of the good relationship that was developed with the stakeholders.
| Interaction with stakeholders (stakeholder consultation) | |||
|---|---|---|---|
| Stakeholders | Dialogue | ||
| Participations | • Involved in AvH's ESG stakeholder consultation • ESG strategic sessions with participations • CEO sounding boards • ESG sector initiatives for real estate and financial • HR sounding boards, innovation and ESG workshops institutions • ESG questionnaire (annual) for all participations |
||
| AvH staff, investment team & executive committee |
• Involved in AvH's ESG stakeholder consultation (investment team) • ESG training and awareness sessions • Monthly information sessions (AvH What's Up) |
||
| AvH board of directors | • Involved in AvH's ESG stakeholder consultation • ESG explained annually in the audit committee and discussed and approved by the board of directors |
||
| Shareholders/investors | • Selection involved in AvH's ESG stakeholder consultation • Financial institutions (bankers and analysts) involved in AvH's ESG stakeholder consultation • Feedback from broader shareholder groups • AvH presentations for investors |
The largest ESG-related potential impact on the AvH group is situated at the level of the participations. This means that an ESG topic in a participation can potentially also have a major (positive or negative) impact on the consolidated shareholders' equity or net result of AvH, taking into account the shareholding percentage owned by AvH.
For this reason, an annual survey is conducted at the participations and the investment team of AvH, which is validated by the executive committee and the audit committee of AvH.
The table below summarises the results of these analyses (taking into account the shareholding percentage). This shows that all the participations mentioned (DEME, CFE, Delen Private Bank and Bank Van Breda) have a potentially material impact as regards corporate governance, but that only DEME has a potential impact as regards environment or social aspects in the consolidated financial statements of the AvH group.
Other participations (such as Anima, Nextensa or SIPEF) or other ESG topics than those mentioned below are included in these analyses, but based on the current insights they are not deemed to have a material impact on the AvH group.
| ESG aspects of participations that can be material for the AvH group | ||||
|---|---|---|---|---|
| Participation | Environment | Social (including human rights) | Corporate governance (including anti-corruption) |
|
| Climate and energy | Health, safety and well-being | Business ethics | Sustainable innovation |
|
| n. m. | n. m. | Corporate governance | ||
| n. m. | n. m. | Asset protection Business ethics |
Responsible investment policy Protection of data and privacy |
|
| n. m. | n. m. | Safe harbour Business ethics |
Protection of data and privacy |
n.m.: (not material) no material ESG aspect at AvH level, measured by the impact on AvH's consolidated shareholders' equity and net result, and taking into account the shareholding percentage of AvH in the participation.

145 years after the first partnership between two entrepreneurs in 1876, AvH has grown into a diversified international listed group, which is still supported by the values of AvH's family shareholders.
AvH invests long-term in a limited number of participations with a focus on sustainable growth, starting from a healthy financial structure, and in cooperation with partners who share the same vision. This centres on a model of entrepreneurship and partnership, where stimulating the participations to grow further in a sustainable manner is the first priority. Through its Growth Capital activities, AvH seeks out innovative sectors and family businesses with an international and sustainable growth potential.
Since 2019, the ESG policy has been coordinated by a member of the executive committee (André-Xavier Cooreman). Twice a year, an ESG steering committee, composed of the CEO, CFO, Secretary-General and the member of the executive committee responsible for the ESG policy, evaluates the ESG policy, the progress made, and the ambitions and priorities at the suggestion of an ESG working group. The executive committee approves those evaluations and reports on them once a year to the audit committee and the board of directors of AvH.
The ESG working group meets on average every two months and is in charge of the operational rollout of the ESG policy, both at the level of AvH as a 'responsible owner' and at the level of the participations. The ESG working group is coordinated by the sustainability manager and is composed of the member of the executive committee responsible for AvH's ESG policy, representatives of the investment team, the chief human capital officer (CHCO), legal, investor relations and finance.
AvH uses the questionnaires of ESG rating agencies as a source of inspiration to improve its ESG policy. AvH was able to further improve its good ESG rating at Sustainalytics - from 15.9 to 12.5 - in the 'low risk' category by better formalising and communicating what has already been done. Sustainalytics' ESG risk ratings are categorised across five risk levels: 'negligible' (0-10), 'low' (10-20), 'medium' (20- 30), 'high' (30-40) and 'severe' (40+). The lower the score, the better. This makes the efforts by AvH in the area of ESG even

AvH has obtained a 'low risk' rating from Sustainalytics
more appreciated. AvH's risk rating relative to its peers in the 'Multi-Sector Holdings' category is also very good, with AvH belonging to the upper quartile of its peer group on the day of its rating (end of August 2021), according to Sustainalytics.
AvH also interacts with other rating agencies such as CDP, although it has not yet fully completed their questionnaires. It remains the intention to further develop the collaboration with several rating agencies over the next years.
AvH uses the international ESG standard 'Sustainable Development Goals' (SDGs) of the United Nations to structure its sustainability reporting. Based on the materiality analysis that was performed, AvH focuses, as a sustainable investment company, on four SDGs around which the KPIs mentioned in the annual report are structured and which the executive committee uses as guiding principles for its policy.
| ESG standard Sustainable Development Goals (SDGs) at the level of AvH as a sustainable investment company |
|||
|---|---|---|---|
| SDG | Description | ||
| 'SDG 3 Good Health and Well-being': well-trained and motivated employees |
|||
| 'SDG 8 Decent Work and Economic Growth': financially sustainable business models and strategies |
|||
| 'SDG 9 Industry, Innovation and Infrastructure': a sustainable policy supported by permanent innovation |
|||
| 'SDG 16 Peace, Justice and Strong Institutions': formalisation of business ethics (including the policy to prevent corruption), corporate governance and interaction as a responsible owner |

The participations are also asked to link their own materiality analysis to the SDGs. As a result, a wide spectrum of SDGs is being worked on. The 7 ESG material participations (DEME, CFE, Delen Private Bank, Bank Van Breda, SIPEF, Nextensa, Anima) focus on the 17 SDGs, but in particular SDGs 8 (Decent Work and Economic Growth), 12 (Responsible Consumption and Production), 13 (Climate Action), and 16 (Peace, Justice and Strong Institutions). As a result, the ESG policy of the individual participations makes a positive contribution to the realisation of the Sustainable Development Goals.

Since 2019, AvH has drawn inspiration from the Principles for Responsible Investment (UN PRI), the framework of the United Nations that seeks to integrate the implications of sustainability for investors in investment decisions, as well as with regard to the interactions with companies in the portfolio. AvH formally subscribed to the principles of UN PRI in 2020.
The principles of UN PRI that are implemented within AvH are the following:
The first reports were submitted to UN PRI in 2021. Due to operational problems at UN PRI, however, UN PRI postponed the delivery of evaluation and transparency reports to June 2022, and will not be able to process a similar report for 2021. This does not prevent AvH from continuing to work with the principles formulated by UN PRI.
AvH sees to it that the composition of its portfolio and the developments in the participations evolve in line with long-term themes. This means that investments are first examined in terms of whether the company is active in a sector that AvH wishes to invest in, whether the company is active in sensitive sectors and scores well on relevant ESG aspects, and whether it is active in a sector that has a positive impact on ESG themes. This analysis may also lead to divestments from companies.
ESG is integrated in all stages of the investment cycle based on the UN PRI framework. AvH's responsible investment policy is summarised in the table below.
| Investment cycle | Guidelines |
|---|---|
| Pre-acquisition phase opportunities |
• ESG screening of each investment opportunity |
| Acquisition phase of new investments |
• ESG screening by AvH, supplemented where appropriate with advice from a third party for ESG-related topics • Inclusion of the conclusions of the screening in the consultation with the management for integration in the business operations (e.g. through a materiality matrix or the ESG policy). |
| ESG stewardship | • ESG, innovation and HR policies are, in principle, discussed once a year by the board of directors or in a relevant committee • The executive committee of AvH is responsible for ESG within AvH, including for the interac tion with each participation • Annual ESG strategic session with each partic ipation that may potentially have a material impact on AvH • Each participation reports in accordance with AvH's methodology for monitoring ESG risks and opportunities on the basis of ESG materiality • Annual training in ESG and exchange of best practices at C level and between participa tions |
| Exit from existing participations |
• Description of ESG policy and action plan, adapted to sectoral needs |
The performance of an ESG screening enables AvH to manage risks better and to respond to opportunities. AvH performs an ESG screening on all potential acquisitions. ESG is an integral part of the investment memos.
On the basis of an initial internal screening that takes into account the sector, the business model and the geographical distribution, a more detailed assessment is made of identified risks and opportunities.
In 2021 the investment team was trained on international reference models such as SASB (Sustainability Accounting Standards Board) to be used as canvas for the ESG screening.
If investments are made through funds, the exclusion policy and the screening and monitoring procedures used by the fund manager are examined before entry in the fund.
• Responsible ownership
Arrangements are made with the manage-

ESG screening of new acquisitions
ment for each new investment, taking into account the results of the ESG screening. The progress made in terms of implementation is periodically monitored by the board of directors and/or the audit committee of the participations concerned.
The participations are actively involved in AvH's ESG approach. This ESG approach centres on a 'best in class' approach for each participation in its sector. For more information, we refer to the sections 'ESG approach' and 'AvH as a responsible owner'.
• Talent development
Taking and increasing opportunities from a sense of entrepreneurship is a typical feature of AvH's HR policy. For that reason, focus is on giving, requesting and getting feedback, as well as on mentoring and training.
The performance reviews have one purpose: how can each staff member grow, as a person and as a professional, in line with AvH's strategic ambitions?
In the charter 'Who we want to be', AvH defines that it wants to put technical skills and smart capital at the disposal of the participations, and that it also wants to help them with the development of their
management teams and HR policy.
To this end, a training program was started in 2021 in 'empathic communication' and 'unconscious bias'.
The themes in which co-workers have grown through coaching or training in 2021 are varied. Besides empathic communication and unconscious bias, various other themes were discussed as well, such as smarter working by using more efficient software applications, negotiating, giving feedback, personal coaching, role as director, learning to 'pitch', language training, team development, biotech insights and valuation of companies.
AvH complies with the applicable sectoral CLAs and even goes much further in certain respects. AvH has set itself the target of giving its staff 5 days' training per year. This target was amply exceeded in 2021 with 9.7 training days per staff member.

of staff members had a back & forward performance review

training days per AvH staff member
Increasing opportunities is key in AvH's policy on diversity, equity and inclusion (DEI). AvH aims to increase the diversity of perspectives, both at the level of the investment company and at the participations.
AvH strives for diversity in the investment team on the basis of educational, cultural and professional background. For the further expansion of its activities in Asia, a local investment manager was hired who is based in Singapore. This makes it possible to gain a better understanding of the local culture and to be more closely connected with the participations in that part of the world.
AvH is taking measures to improve the diversity of the inflow of new employees, in a sector which is still perceived as very male-dominated. Those measures include gender-neutral job vacancies and the requirement that the inflow of applicants for a vacancy is evenly divided between men and women.
In the composition of teams, both the technical skills and the personal skills are taken into consideration to ensure that a team is diverse and complementary in its composition.

During the COVID-19 pandemic, AvH - like other organisations - found a new balance in its way of working together. Systematic hybrid working, with sufficient moments for physical meetings, has a positive effect on stress levels and on the working experience, and offers sufficient opportunity for spontaneous exchanges and creativity.
All of this was supported by a 'Digital for You' (D4Y) programme, with the whole organisation being involved in the development and rollout. Although this project initially involves extra work, once rolled out employees are able to work far more efficiently as information becomes easier to find, supporting templates are made available, and email and meeting hygiene improved. The acquisition of HR software that makes it easier for each employee to keep track of talent development is another example.
" Creating an inclusive and diversified work environment is a lever for sustainable talent management.
People who feel noticed, supported, challenged and appreciated fully develop their talents and create value for the organisation and for society. "
Hilde Haems, Chief Human Capital Officer
Finally, AvH also pays special attention to people's well-being by promoting a healthy diet and sport. The mobility policy focuses on 'standard' electric driving, a bicycle policy, as well as time and place-independent work. Overall absenteeism is just 0.46%. Employee turnover is very low too. In 2021, one staff member left AvH to be promoted to the executive committee of a participation.
Employees and AvH are strongly committed to helping others both financially and with time and personal involvement. Mitigating deprivation in society was chosen as the central theme.
The Solidarity Fund that AvH set up in partnership with the King Baudouin Foundation for that purpose raised 782,254 euros in 2020 and 2021, with personal contributions being increased threefold by AvH.

people were given opportunities thanks to the AvH Solidarity Fund
AvH used one KPI to measure the impact: how many people have we helped through the AvH Solidarity Fund and given them more opportunities than they had before? More than 27,000 people were reached in this way thanks to the commitment of 43 organisations that were supported by AvH and are dedicated every day to the cause of reducing deprivation.
AvH also strives to contribute to a dignified society through its patronage policy. In Antwerp, art and entrepreneurship have gone hand in hand since the time of Rubens, Stevin and Plantin. Galleries, museums, artists and scientists have great added value for society. In 2021, AvH provided 251,000 euros (excluding the effort in that area through the participations) to support projects in the field of culture, scientific research, the fight against poverty and human rights. The main projects are shown in the overview on the next page.

As an active shareholder, AvH takes part in the formulation and implementation of strategic policies through its representation on the board of directors of the participations, with attention to social themes, the relevant organisation and processes, and compliance with the legal requirements. Policy proposals are presented to the board of directors and, once approved, are implemented by the management of the participations. In this way, maximum account is taken of the specific character-

of the consolidated shareholders' equity has an ESG policy
istics of the sector in which the company operates. With its multidisciplinary team, AvH also provides support in specific areas, such as in the different ESG-related themes (e.g. environment, HR, innovation).
In the development of partnerships and active engagement, AvH pursues the following main objectives as regards ESG:
Progress has been made on each of these main objectives by the development of policies at the participations and in terms of the qualitative implementation of the policies by the participations. The efforts in this respect are focused on an alignment of the policy pursued with the strategic objectives of the companies concerned. The detailed results are shown in the tables in the section 'ESG key figures, goals and SDG focus'.


of the consolidated shareholders' equity has an integrity policy
of the consolidated shareholders' equity has a corporate governance charter
It is of prime importance to AvH to be 'best in class' in the sectors in which AvH is active. Each participation conducts its own ESG policy, with AvH acting as partner and providing (pro-)active input. Given the diversity of companies in the investment portfolio, it is not relevant to develop action plans based on aggregate figures; rather, the context and needs of each company have to be understood.
Concerning the 'environment' theme, an aggregate reporting and objective at portfolio level is being devised for CO2 . Concerning the 'social' theme, AvH interacts with the participations on the matter of dealing respectfully with employees (including the respect for human rights), challenges in the area of talent, purpose and diversity, equity and inclusion. Concerning the 'governance' theme, emphasis is on long-term thinking, reporting, solvency, and the integrity and anti-corruption policy.
AvH's greatest added value lies in long-term thinking, with attention to the strategic impact. The support that AvH gave to the participations in 2021 is shown in the table below.
| ESG support to participations | |||||
|---|---|---|---|---|---|
| Support | Environment | Social | Governance | ||
| Inspiration sessions on social trends |
AvH event | ||||
| Knowledge sharing between participations |
• ESG working group for the 7 ESG material participations • Sector-specific ESG workshops |
• CEO sounding boards • HR sound ing boards and specific innovation and ESG workshops |
- | ||
| Support of management teams |
• Transition to low-carbon ac tivities and lower consumption of materials |
• Organisational structure and development of management teams and inclusive organisations |
• Sounding board for the compilation of documentation on corporate governance (e.g. charters) |
AvH organised ESG workshops with participations engaged in similar activities, with focus on transition to a low-carbon economy and on the challenges facing the management teams in the area of talent, purpose, diversity, equity and inclusion, and HR organisation.
Regarding the transition to a low-carbon economy, the activities included:
As regards the formulation of a future-proof HR policy, the following activities took place:
Society acknowledges the need to transition to a low-carbon economy, with the EU having the ambition to become climate neutral by 2050. The carbon reduction targets for 2030 have been tightened to at least 55%. As a long-term investor, AvH takes account of the impact of risks and opportunities on a longer time horizon and of social themes. Sustainable growth and the transition to a low-carbon economy are challenges that are inherent in AvH's long-term strategy. There are many examples in the AvH group which show that AvH can offer part of the solutions, although there are still many challenges. This section discusses four building blocks: (1) CO2 emissions of the investment portfolio, (2) EU Taxonomy, (3) innovation and (4) solvency and long-term return.
Climate change and transition to a low-carbon economy have an impact on how sustainable growth should be implemented. An increase of turnover often comes with an increase of CO2 emissions, even if they contribute to the solution of the problem. The current supply chain disruptions, for example, are also causing a temporary increase of CO2 emissions. For that reason, focus in 2021 was on screening the CO2 footprint of the core segments, as well as on Growth Capital participations
that are potentially active in CO2 -intensive industries. The method used to determine the carbon footprint was also screened, which led to the conclusion that it makes little sense to aggregate the footprints of businesses that operate in widely differing sectors. For that reason the following figures are mentioned separately: on the one hand the total CO2 emissions (in CO2 equivalents scope 1 and 2) based on the consolidation perimeter, and on the other hand, from the perspective of an investment company, the CO2 emissions of AvH's head office (the investment team) and those of the main participations based on the shareholding percentage owned. This exercise should be seen in light of the transparency that AvH wishes to provide in this matter, and also to enable the investment teams to develop action plans with the management teams to reduce the footprint where possible.
The CO2 footprint of the AvH group amounted to 855,932 tonnes of CO2 eq in 2021 and is related to a consolidated revenue of 4.3 billion euros. The increase relative to 2020 (684,783 tonnes of CO2 eq at a consolidated revenue of 3.9 billion euros) is primarily attributable to the higher utilization rate of DEME's vessels. The table below shows the CO2 emissions by participation as known to AvH. This covers 85% of the portfolio (expressed as a percentage of the consolidated shareholders' equity of AvH). The CO2 footprint of AvH's head office is very limited. At the participations this should be related to the emissions of the sectors in which they operate. So far there are few good points of comparison available.
| Scope 1 & 2 CO2 emissions - AvH as a responsible owner - tonnes CO2 equivalents |
||||||
|---|---|---|---|---|---|---|
| 2021 | 2020 | |||||
| CO2 absolute emissions |
Shareholding percentage |
CO2 emissions weighted at the shareholding percent age ('share AvH') |
CO2 absolute emissions |
Shareholding percentage |
CO2 emissions weighted at the shareholding percent age ('share AvH') |
|
| IFRS - AvH and fully consolidated participations | ||||||
| (head office) | 229 | 100% | 229 | 222 | 100% | 222 |
| 832,800 | 62% | 517,169 | 660,000 | 62% | 409,860 | |
| 16,489 | 62% | 10,240 | 17,684 | 62% | 10,982 | |
| 1,388 | 79% | 1,093 | 1,681 | 79% | 1,324(1) | |
| 123 | 59% | 72 | 138 | 59%(2) | 81 | |
| 3,513 | 93% | 3,250 | 3,909 | 93% | 3,616 | |
| Other | 1,389 | 1,125 | 1,149 | 991 | ||
| Total scope 1 & 2 emissions - accounting consolidation perimeter |
855,932 | 533,177 | 684,783 | 427,075 | ||
| Selection of equity accounted participations(3) | ||||||
| 79% | 1,348 | 79% | 1,099 | |||
| 22% | 421,493(4) | 22% | 459,889(4) | |||
| (5) | 14% | 1,784 | ||||
22% 7,605
(1) Bank Van Breda's CO2 measurement is a two-yearly measurement. The figure for 2020 is based on the CO2 emissions of 2019.
(2) In 2020, AvH held 100% of Extensa and 30% of Leasinvest Real Estate. For reasons of comparability, the shareholder percentage of 2021 was also used for 2020.
(3) SIPEF's carbon footprint for 2020 and 2021 is being calculated and is not yet available at the time of publication.
(4) Sagar's carbon footprint for 2021 is based on SAGAR's accounting year 2020/2021. The carbon footprint for 2020 is based on Sagar's accounting year 2019/2020.
(5) Mediahuis' carbon footprint for 2021 was not yet available at the time of publication.
For many non-fully consolidated participations (e.g. SIPEF, Mediahuis, etc.), the determination of the CO2 footprint was still in progress at the time of publication of the annual report. These results will be published on the website of AvH as soon as they are available.
The data for the smaller participations are often not yet available or not determined in a consistent manner. As far as is known, this would have no material impact at AvH level. Nevertheless, AvH encourages the participations to start up or to fine-tune those measurements so that they can be included in the future reporting.
Scope 3 CO2 emissions are not being reported yet. The necessary data are only partly available at the participations.
As soon as the data and the underlying methodology and processes are properly understood, the participations can start to think about drawing up an action plan that, where possible, is in line with the Paris Agreement (inspired by the Science Based Targets - SBTi). In 2022, AvH will analyse whether it will set a target for GHG emissions at portfolio level.
The EU Taxonomy aims to achieve the transformation to a low-carbon economy through generally accepted definitions and reporting methods for 'green' activities. So far this has been done for two of the six climate and environmental goals, notably the mitigation of and the adaptation to climate change. It should be pointed out that the definitions are not always clear and that they will probably still evolve. This also involves major adaptations of the reporting methodology and the required associated reporting processes to those definitions.
For 2021 AvH has to report whether the activities of a participation are 'eligible' as 'green', in other words, whether they fall under the EU Taxonomy. This indicates that for those activities the participations in question may potentially use opportunities that will be acknowledged as 'green'. For 2022 it is expected that for those activities it will be determined whether they are 'aligned' with the EU Taxonomy by reviewing them against technical screening criteria (TSC) without doing significant harm (Do not significantly harm - DNSH) to the other goals defined within the EU Taxonomy. Since the law formulates TSC in very ambitious terms, it would seem that many activities that make a positive contribution to climate will not be acknowledged as 'aligned'. Nevertheless, this will not stop AvH from supporting this type of activities if they contribute to a low-carbon society.
AvH reports the EU Taxonomy based on its accounting consolidation perimeter. The participations adopted a conservative approach to determine whether or not an activity is eligible for the EU Taxonomy.
From this it may be inferred that AvH is already substantially active in different sectors that are capable of contributing to the transformation to a low-carbon economy, even if the EU Taxonomy has so far only been defined for two criteria. The main contributors are the renewable energy activity (DEME, Green Offshore and Biolectric Group), circular construction and contracting activities (CFE), and sustainable real estate development (BPI and Nextensa). The following paragraphs offer a more detailed discussion of DEME, CFE and Nextensa, which make the biggest contributions in terms of the EU Taxonomy.
Based on the current interpretation, DEME's activities in offshore wind will be considered as being both 'eligible' and largely 'aligned' with the EU Taxonomy. Based on the current definitions, 28% of the total turnover is 'eligible' and 24% is already 'aligned'. Likewise, 32% of the total capex is already 'eligible' and can already be considered 'aligned'. DEME is also active in other 'green' activities such as the construction of bridges and tunnels for rail infrastructure, and the construction or modernisation of port infrastructure. For those activities the EU Taxonomy leaves room for interpretation, while the further 'alignment' at project level has yet to be analysed. The impact of the four climate and environmental goals that have to be published has to be analysed too.
More than 95% of CFE's turnover and capex is 'eligible' for the EU Taxonomy and primarily relates to the construction, electrical installation, utility and rail infrastructure, and real estate development (BPI) activities. The 'alignment' analysis will be carried out in 2022.
For Nextensa, more than 90% of its turnover and more than 85% of its capex are 'eligible' for the EU Taxonomy and primarily relate to real estate development and the letting of real estate from its own investment portfolio. The 'alignment' analysis will be carried out in 2022.
The EU Taxonomy reporting for Delen Private Bank and Bank Van Breda is included in their respective sustainability reports and annual reports that are available on the website.
| EU Taxonomy | ||||
|---|---|---|---|---|
| 'Eligible' | 'Aligned' | 'Non-eligible' | ||
| Turnover | 46% | 15% | 54% | |
| Capital expenditure (capex) | 39% | 25% | 61% | |
| Operating expenditure (opex)(1) | - | - | - |
(1) The opex, as defined in the scope of the EU Taxonomy, comprises a restrictive list of non-capitalised costs. As the participations draw up their annual financial statements on the basis of IFRS, they are already to a large extent contained in the capex.
AvH wishes all participations to pursue an innovation policy that is assessed each year by their board of directors. AvH strongly believes in the interaction between ESG and innovation to mitigate risks or to capitalise on opportunities. This relates not only to ecological aspects, but also to the promotion of sustainable growth by seeking out innovative product/market combinations or improving operational processes (e.g. by digitisation and/or data analysis).

AvH made extensive efforts in 2020 and 2021 to support the participations in the methodologies that may be implemented, as well as in the exchange of mutual experiences. More and more participations have formalised their innovation policy. The programme based on '10 Types of Innovation' by Larry Keeley, with innovation workshops facilitated by an external consultant, clearly had an impact in this respect. 20 participations and more than 50 people, including the AvH investment team, took part in the programme.
AvH has sufficient resources at its disposal to implement its strategy, and seeks to achieve a positive net cash position. AvH has 280 million euros in confirmed credit lines from several banks with which it has a long-term partnership.
AvH also monitors the value creation, which can implicitly show that AvH's performance goes hand in hand with the ESG policy that has been defined. The necessary resources are available to finance the objectives that have been set. AvH monitors the growth of the shareholders' equity (including dividends paid) over a 10-year period, since this impact can be entirely attributed to its policy. AvH also compares the evolution of its share price with the BEL20 index over the same period.
This shows that AvH, despite the COVID-19 context, is in good shape and that AvH's corporate values and approach are also structurally reflected in the figures. AvH always has the necessary independence and scope to respond to opportunities or to support its participations where necessary and justified.
AvH wishes to continue its ESG approach in 2022 as indicated in the action plan below. It remains AvH's ambition in 2022 to carry on investing through its participations or new initiatives in social themes such as climate change and energy transition, energy-efficient and circular construction, sustainable investment, sustainable food, health and well-being, sustainable supply chain and logistics, and digitisation.
| ESG action plan 2022 | ||||
|---|---|---|---|---|
| AvH as a sustainable investment company | ||||
| ESG policy | ||||
| Materiality matrix | Updating the materiality matrix on the basis of the survey conducted among different groups of stakeholders, and reviewing the business impact of the identified topics |
|||
| Environment | ||||
| CO2 emissions of AvH |
Defining a CO2 ambition at AvH level (see below for ambition at portfolio level) |
|||
| Social | ||||
| Talent development | Fine-tuning the talent management policy where staff members attend at least 5 training days per year | |||
| Diversity, equity and inclusion (DEI) | Fine-tuning a 'DEI' policy and developing an underlying training programme | |||
| Governance | ||||
| Responsible investment | Formalising a sector exclusion and recommendation policy | |||
| AvH as a responsible owner | ||||
| ESG stewardship | ||||
| Focused ESG plans in the participations |
Supporting participations, so that at least 90% of the consolidated shareholders' equity has an action plan with priority ESG topics that are evaluated each year by their board of directors |
|||
| Environment | ||||
| CO2 emissions of investment |
Defining a CO2 ambition at the participations with high emissions, as well as at portfolio level |
|||
| EU Taxonomy | Supporting participations with the interpretation and rollout of the EU Taxonomy | |||
| Social | ||||
| Diversity, equity and inclusion (DEI) | Raising DEI awareness at the participations | |||
| Governance | ||||
| Business ethics | Further formalising business ethics at the participations where necessary (policy, action plan, …) |
The following pages indicate for each participation which topics can have a potential material impact on the AvH group, which actions the participations have undertaken in 2021 on those aspects, how this is framed in their ESG policy, and which objectives they pursue. The progress made is indicated by KPIs where possible.
The participations are working on far more themes and concrete programmes than mentioned here. Although they may be material to the participations concerned, they are not reported here because according to the currently available knowledge and information they are considered not to have a potential material financial impact on AvH (in terms of both opportunities and risks). AvH supports those initiatives through the boards of directors of participations without them having to be disclosed in this report. Readers who are interested can find more information about the ESG policy and performance of the companies in the activity report of
DEME is active in the specialised fields of dredging, solutions for the offshore energy industry, infra marine and environmental works. Based on DEME's material topics and the materiality analysis at AvH group level, all the material topics of DEME have been grouped together in 4 major topics that are considered material at AvH level: 'Climate and energy' (including energy transition, energy efficiency, air emissions incl. CO2 , and climate adaptation), 'Health, safety and well-being', 'Sustainable innovation' and 'Business ethics'. DEME may be regarded as a pioneer in its sector in the area of energy transition and sustainable innovation.
DEME carries on with its ambitious strategy to accelerate the energy transition and to make society more resilient against the impact of climate change. This is reflected in most of the activities that DEME develops, but particularly in offshore wind, in which DEME is a market leader. In 2021, DEME was engaged on the offshore wind projects Triton Knoll, Hornsea Two, Saint-Nazaire and Dolwin6. Last year, DEME won several major contracts, including the first EPCI contract (Engineering, Procurement, Construction and Installation) for a floating offshore wind farm in France and the T&I (Transportation & Installation) scope for the turbines and foundations for Vineyard, the first large-scale offshore wind farm in the US. This was soon followed by a major BoP contract (Balance of Plant) for the construction of the 2.6 GW Coastal Virginia Offshore Wind project, the largest offshore wind installation contract ever awarded in the US. Based on the current interpretation of the rules, DEME's activity in offshore wind will be considered as being both 'eligible' and largely 'aligned' with the EU Taxonomy. Based on the current definitions, 28% of the total turnover is 'eligible' and 24% of the total turnover is 'aligned'. DEME is also active in other green activities such as the construction of bridges and tunnels for rail infrastructure and the construction or modernization of port infrastructure. For these activities, the EU Taxonomy leaves room for interpretation, therefore these activities currently are being regarded as 'likely eligible', accounting for 43% of total turnover.
Besides the achievement in offshore wind, DEME continues to focus on green hydrogen. In May 2021, DEME joined the Hyve consortium, which pursues the cost-effective and sustainable production of hydrogen. In mid-July, HYPORT® Duqm, an initiative of DEME Concessions and Omani Partners OQ, signed a partnership agreement with the German energy company Uniper to further investigate and lay down the conditions for buying green ammonia.
For several decades now, DEME has been delivering solutions for the construction of infrastructure that is better adapted to climate-related risks, such as floods. Along with groundbreaking projects such as Coastbusters, which centres on designs inspired by nature, the Bankbusters project has been launched as well.
this annual report, and in the individual reports or on the websites of the respective participations. The materiality matrix of each of the participations can be found on AvH's website and on the websites of the respective companies. All topics identified by means of a materiality matrix are considered important by the companies concerned, although they do not necessarily have a material impact, as indicated by the ranking from low to high on the various axes.
More information about AvH's ESG approach can be found on the website: www.avh.be/en/sustainability

(1) Greenhouse gas emissions scope 1 & 2: DEME follows the Greenhouse Gas Protocol (ISO14064).

Together with its partners, DEME will study and design an engineered tidal marsh.
DEME continues to build its future-proofed fleet. 'Spartacus', the world's most powerful megacutter, has been brought into service. This vessel can run on LNG and has several energy-saving features. 'Groenewind', a vessel specially designed for the maintenance of offshore wind farms and capable of saving up to 50% fuel, has also joined the fleet. DEME is also investigating the potential of alternative fuels (e-fuels) for its fleet.
DEME's total scope 1 and 2 CO2 emissions amounted in 2021 to 833 kton CO2 eq. compared to 660 kton CO2 eq. in 2020. The increase in emissions is primarily attributable to a higher utilisation rate of the vessels in 2021. The utilisation rate of both the hopper and cutter vessels was approximately 15% higher than in the previous year. This is essentially the result of its activities in large-scale projects such as Abu Qir I and II in Egypt. By 2050, DEME wants to achieve climate-neutral operations. By 2030, DEME wants to reduce greenhouse gas emissions by 40% relative to 2008 per unit of work.
In 2021, DEME for the first time obtained the ISO 50001 certificate for the management and continuous improvement of its energy performance. It also allows DEME to integrate energy management and the related CO2 emissions.
DEME is a major employer with 4,880 employees (FTE), and pays special attention to the social and physical well-being of the whole workforce, regardless of whether they are employees or not. Since DEME operates on every continent, the workplace is characterised by diversity as regards nationality, culture, experience and personality. There are more than 80 different nationalities working in the crews and staff. There is also a programme to promote an inclusive workplace.
DEME sometimes has to work in very challenging circumstances. A safe and healthy workplace for everyone - whether on a vessel, project location or office - is therefore a constant point of attention. The safety standards are continuously monitored through KPIs that form part of the bonus system for the staff. In 2021, various company-wide initiatives took place, such as the Safety Stand-Down and Safety Moment Day, where 214 safety successes were shared. In April, DEME was one of the three finalists of the Port of Antwerp Sustainability Award 2021 in the context of 'SDG 3 Good Health and Well-being' thanks to its preventive health programme 'Resilience and well-being at DEME' to make employees resilient against the challenges of COVID-19. All the year round, several teams worked 24/7 to ensure that projects could carry on safely during the pandemic.
Besides the development of innovation in green hydrogen, there were several remarkable innovation achievements in 2021. MPVAqua, a research programme in which DEME is a partner, won the Blue Innovation Swell Award. The partners in the joint venture are committed to the development of large-scale offshore solar farms. DEME also continues to invest in sustainable technology for the collection of minerals on the seabed through its subsidiary GSR. In April 2021, the deep-sea robot 'Patania II' successfully demonstrated that it can ride on the seabed and collect polymetallic nodules at a depth of 4.5 kilometres.
DEME is often active in countries that have a higher risk profile in terms of business ethics. The objective is always to conduct business with integrity and to proactively prevent corruption or bribery. The company is also actively committed to respecting and protecting labour and human rights, which is emphasised by its strict 'Code of ethics and business integrity' and its 'Code of ethics for business partners'.
CFE and DEME achieved a joint Sustainalytics rating of 27.8 ('medium risk') in June 2021, which puts them among the best performing companies in their sector. In 2021, the process was initiated to convert existing long-term loans into sustainable financing ('sustainability linked loans'). This conversion was finalised at the beginning of 2022. DEME has committed itself to further improving safety in the workplace, as well as to focusing on low-carbon fuels.
More information about sustainability is available in the activity and sustainability report of DEME and on the website Sustainability | DEME Group (www.deme-group.com/sustainability)
CFE is active in construction, multitechnics and rail/utilities, and also encompasses real estate development (BPI). Based on CFE's material topics and the materiality analysis at AvH group level, 'Corporate governance' was regarded as material at AvH level. A coherent and efficient interaction of all processes and parties involved can have a decisive impact on the activities as a whole and their impact on people and the environment. Various other topics are also considered to be material at the level of CFE Contracting and BPI: 'Health and safety', 'Circularity', 'Optimisation of logistics', 'Waste reduction', 'Energy efficiency', 'Mobility', 'Decent working conditions for all', 'Talent management' and 'Innovation'.
On the basis of those topics, CFE formulated 5 key principles that have priority on account of their social impact and their economic relevance, and have already led to concrete actions. Those key principles are: (1) CFE conceives tomorrow's habitat, (2) CFE continuously searches for innovative solutions, (3) CFE's strength is the direct result of the talent of its teams, (4) CFE is committed to the reduction of CO2 emissions, and (5) CFE engages with a constantly changing world. Concrete goals were defined during 2021. CFE Contracting is committed to reducing its direct CO2 emissions (scope 1 and 2) by 2030 by 40% compared to 2020. The greening of the vehicle fleet, the optimisation of the logistics on building sites, the monitoring and optimisation of energy consumption, the use of 100% green energy and a rational management of water and materials are all means to achieve those goals. Similarly, BPI incorporates multimodal mobility in its projects so that they can be sustainably integrated in the heart of the city.
A selection of relevant material topics for CFE is explained in more detail in the following paragraphs.
CFE Contracting and BPI aim to provide sustainable solutions to the current ecological, social and economic challenges and consciously address the impact of their activities on the environment.
CFE Contracting wants to introduce circularity in the construction industry through the use of recycled materials or the reuse of materials. Circularity is at the heart of the ZIN project, which endeavours to preserve, reuse or recycle 95% of the weight of the existing buildings, and certify cradle-to-cradle 95% of the new materials. The choice of more sustainable materials is also an important parameter to reduce the CO2 impact. In that respect, the ZIN project is a pioneering project in Belgium, in which CFE Contracting is pushing the envelope.
Transport will be a major challenge for CFE Contracting and BPI. For that reason, an innovative mobility strategy is being developed for the workers and materials, with an optimisation of transportation through the use of logistical consolidation centres. Through its MOBIX division, CFE Contracting is actively involved in the expansion of the rail network in Belgium, in particular in the modernisation of the safety systems. An advanced waste and water management policy is being rolled out as well. The lean construction processes applied at the various construction sites also help to reduce the impact on the environment.
For BPI, the CO2 ambition is central to its construction projects, in particular by focusing on refurbishment, systematically opting for green or renewable energy where feasible (with a preference for geothermal energy), reuse of materials and the integration of multimodal mobility.
In 2020, CFE Contracting and BPI pooled their know-how in the joint venture Wood Shapers in order to offer integrated, sustainable and effective solutions for development and construction, using wood and prefab materials. Wood Shapers joined forces with sister company BPC for the Monteco project, the tallest wooden building in the Brussels Region.

CFE - Wooden building Monteco - Brussels

Overview of corporate governance charters/codes
| CFE | CFE Contracting | BPI | |
|---|---|---|---|
| Corporate governance charter |
|||
| Risk procedures | n.a.(1) | (2) | |
| Anti-corruption code | n.a.(1) |
(1) Transferred to CFE Contracting and BPI
(2) Internal guidelines in the field of financial transactions
| 2021 | 2020 | 2019 | |
|---|---|---|---|
| GHG in kton CO2 -equivalents(1) |
16.5 | 17.7 | 17.8 |
| of which scope 1 | 14.6 | 15.8 | 14.8 |
| of which scope 2 | 1.9 | 1.9 | 3.1 |
| Frequency rate of accidents(2) | 22.37 | 26.12 | 13.72 |
| Severity rate of accidents(3) | 0.69 | 0.61 | 0.44 |
| Number of training hours per FTE |
13 | 14 | 18 |
(1) Greenhouse gas emissions: CFE follows the Greenhouse Gas Protocol.
(2) Number of accidents with incapacity x 1 million, divided by the number of working hours. (3) Number of calendar days of absence x 1,000, divided by the number of working hours.

DEME - SeaMade
At the end of 2021, CFE Contracting launched its VMANAGER, which focuses on energy saving, the management of the energy flows and, in general, the management of the construction techniques. This innovative instrument permits a smart and sustainable management of new or refurbished buildings by combining the technical knowledge of VMA with intensive monitoring and with tools to oversee and control their actual energy performance.
CFE wants to create the best possible working conditions and ease the pressure on physically demanding occupations. The cornerstone of that commitment is safety in the workplace. Each activity of the group strives for 'zero accidents' and develops practical awareness-raising and information strategies on that subject. The seriousness and frequency of occupational accidents receive special attention at each meeting of the board of directors. CFE outperforms the sector in Belgium in this area. CFE also seeks to constantly improve the working conditions and environment with a view to creating a workplace where every person can grow and feel good.
The corporate governance charter and all the main policies and procedures were updated in 2021. The different parties involved in projects, such as employees and subcontractors, must get the same attention. The corporate governance charter and the procedures set out minimum requirements in terms of ethics, non-discrimination and respect for human rights. The idea is also to ensure that every person involved in the projects is treated with respect.
CFE and DEME achieved a joint Sustainalytics rating of 27.8 ('medium risk') in June 2021, which puts them among the best performing companies in their sector.
More information about sustainability is available in the annual report of CFE and on the website Sustainability Strategy | CFE (www.cfe.be/en/sustainability-strategy)
Delen Private Bank specialises in discretionary asset management for private individuals. Based on the material topics of Delen Private Bank and the materiality analysis at AvH group level, 'Asset protection', 'Responsible investment policy', 'Business ethics' and 'Protection of data and privacy' were regarded as material at AvH level. Additionally, Delen Private Bank considered several other topics as material: 'Client satisfaction', 'Employee satisfaction', 'Innovative mindset', 'Talent management' and 'Financial resilience'.
Asset protection is a priority for its clients. Delen Private Bank strives to invest its client assets in a dynamic and prudent manner. In addition to the existing thorough financial analysis, non-financial parameters are also integrated into the management process. The day-to-day implementation of the responsible investment policy, which has been broadened and deepened over the past five years, ensures longterm thinking and risk mitigation.
As a member of UN PRI, Delen Private Bank is consistently committed to making its investment process fundamentally sustainable by integrating several ESG-related criteria. The annual evaluation by UN PRI is an important KPI, whereby the A+ assessment for strategy and policy encourages Delen Private Bank to continue on the chosen path. Due to operational problems at UN PRI, UN PRI postponed the delivery of evaluation and transparency reports for 2021 to the second quarter of 2022.
Delen Private Bank also monitors and communicates openly on the CO2 intensity of its patrimonial funds. It aims to ensure that these funds have a lower CO2 intensity than the global benchmark (e.g. MSCI ACWI). Besides the integration of non-financial parameters, Delen Private Bank is strongly committed to engaging with the businesses in which it invests. For this purpose, a partnership was entered into with EOS of Federated Hermes, a leading service provider, to interact with businesses on a global scale on ESG matters.
Business ethics is particularly relevant for a bank. After all, financial institutions play a key role in the economic fabric of a country and in the wealth accumulation and protection of individuals. Based on its core values, Delen Private Bank has drawn up an integrity policy that all employees are expected to respect, in both the spirit and the letter.
Given the background of increasing cybercrime worldwide, the protection of data and privacy receives a considerable amount of attention within the bank. Delen Private Bank invests heavily in its own IT systems and support services in order to be able to comply with legal obligations and to guarantee the protection of data and privacy.

Client satisfaction remains a top priority for Delen Private Bank. Following the client satisfaction survey in 2019, a new survey was conducted in 2021, in which the bank saw its NPS (Net Promoter Score) increase to 58. This result clearly shows that clients appreciated the bank's open and clear communication during the COVID-19 crisis.
At the corporate level, Delen Private Bank closely monitors its ecological footprint. A new mobility policy was defined in 2021 so that the bank can offer its staff a full range of (green) mobility alternatives from 2022. It was also decided that all the Belgian branches under the bank's management would change to European green electricity as of 2022.
The development and well-being of its staff are an important lever for Delen Private Bank to protect its assets and mitigate risks. The bank therefore pays a lot of attention to developing its human capital, the well-being of its employees and diversity. In 2021, too, the bank responded to the COVID-19 situation and continued to support staff working from home. Employees were also able to work at the office in a safe and hygienic manner.
More information about sustainability will be available as of Q2 2022 in the sustainability report of Delen Private Bank and on the website Sustainability Policy | Delen Private Bank (www.delen.bank/en-be/about-us/sustainability-policy)
UN PRI is the global network that pursues a more sustainable financial system within the UN. Delen Private Bank and its 100% subsidiary fund manager Cadelam endorse these principles, and, for many years, have committed to making the investment process fundamentally sustainable. That is not without obligations. Every year, Delen Private Bank reports extensively to UN PRI on its responsible investment efforts, based on exclusion, engagement and integration. After a thorough evaluation, Delen Private Bank received the maximum A+ score for the 'Strategy & policy' module in 2020. Due to operational problems at UN PRI, UN PRI postponed the delivery of evaluation and transparency reports for 2021 to the second quarter of 2022.

The collaborative aspect of UN PRI is also not to be underestimated: within the financial sector, investors can learn from each other and work together to tackle social problems decisively. For example, Delen Private Bank supports the ClimateAction100+ initiative through its partnership with EOS. They encourage the world's main greenhouse gas emitters to take action against climate change and accelerate the energy transition.
Bank Van Breda is a specialised advisory bank that focuses exclusively on entrepreneurs and liberal professions. Based on the material topics of Bank Van Breda and the materiality analysis at AvH group level, 'Safe harbour', 'Business ethics' and 'Protection of data and privacy' were regarded as material at AvH level. Additionally, Bank Van Breda considered several other topics as material: 'Wealth accumulation and protection', 'Respect for laws and regulations', 'Employee satisfaction' and 'Client satisfaction'.
'Safe harbour' inherently encompasses safeguarding the financial stability of the bank and, in a broader sense, the Belgian economic fabric. Thanks to prudent management, the bank's equity was never under threat during crisis periods and in turbulent financial markets. The bank has never received state aid. The solvency expressed as shareholders' equity to assets (leverage ratio) stands at 8.1%. This is well above the 3% that the regulators have set and is one of the highest in the Belgian banking sector.
During the corona crisis, entrepreneurs and liberal professions suddenly found themselves in the eye of the storm. The bank reaffirmed its role as a safe harbour, and chose to be close to the client. During the corona crisis, Bank Van Breda signed charters for deferment of professional and mortgage loan repayments, and applied those charters more widely and readily than the sector. The bank realised more reversals than additions to credit provisions in 2021. The resilience of its clients proved to be very great. With the credit portfolio, Bank Van Breda focuses on a highly specific niche of target group clients with an economic activity in Belgium: liberal professions, family businesses and independent entrepreneurs. Because of this focus and the Belgian legislation in this area, the bank rules out credit provision in the following situations: (1) violations of human and labour rights, (2) production of fossil fuels such as coal, oil and gas, and (3) threat to public health

Delen Private Bank - Solar panels on the roof of the refurbished head office in Antwerp
and environment, such as groundwater contamination and industrial activities in protected natural areas.
The self-employed clients have to accumulate and protect their own retirement capital. They appreciate the long-term advice given by the bank, which was once more reflected in an increase of the client assets by 3.2 billion euros to 21.1 billion euros. The Net Promoter score of 53 confirms the high level of client satisfaction compared to other players in the Belgian banking sector.
| Bank Van Breda | |||||
|---|---|---|---|---|---|
| Safe harbour | Client satisfaction | 2021 | 2020 | 2019 | |
| Net Promoter Score | 53 | 60 | 55 | ||
| Core ratios | 2021 2020 2019 |
Employee satisfaction | |||
| CET1 ratio | 16.8% 14.7% 13.1% |
2021 | 2020 | 2019 | |
| Provision for credit losses (excl. ECL) |
0.01% 0.02% 0.02% |
Great Place to Work(1) | 98% | - | 95% |
| Environmental efforts | |||||
| 2021 | 2020 | 2019 | |||
| GHG in kton CO2 (2) |
1.4 | - | 1.7 | ||
| (1) Bi-annual measurement - statement 'Generally speaking, I can say that this is a very good organi | of which scope 1 | 1.4 | - | 1.7 | |
| sation to work for' (2) Bi-annual measurement |
of which scope 2 | 0 | - | 0 |

Bank Van Breda - Digital session of Van Breda The Square on international women's day
The deontology and ethical values of the staff are decisive for the way in which Bank Van Breda interacts with its clients and suppliers. Cyber crime and phishing are a growing worldwide threat. Clients are attaching increasing importance to the protection of their personal data and respect for their privacy. In this context, Bank Van Breda handles and protects each person's data in compliance with the laws and regulations, in an honest and transparent manner.
Entrepreneurs and liberal professions play a crucial role in the transition to a more sustainable economy. The importance of ESG factors (environment, social responsibility and corporate governance) has increased further in the discussion of credit applications. An energy performance certificate (EPC) has become a standard requirement since January 1, 2021 in applications for real estate loans. Energy efficiency and the transition to a low-carbon economy are becoming increasingly important in any business plan for the future. The bank believes that by bringing together its network of clients it can inspire its clients to make a meaningful contribution to this transition. The bank also intends, in the context of responsible asset management (including in close collaboration with Delen Private Bank) and the home funds, to commit even more strongly to the combination of three sustainability strategies: exclusion, engagement and integration of non-financial parameters.
Bank Van Breda also regards the health and well-being as a crucial asset. The bank pays a great deal of attention to attracting new talent, developing financial expertise and promoting cohesion and diversity. A resilience barometer revealed in 2021 that the teams remained strongly cohesive during the corona crisis. The ´Great Place to Work´ survey that was conducted in November 2021 showed that 98% of the staff consider the bank to be a very good organisation to work for.
More information about sustainability is available in the annual report of Bank Van Breda and on the website Corporate Social Responsibility | Bank Van Breda
(www.bankvanbreda.be/maatschappelijk-verantwoord-ondernemen)
SIPEF is a listed agro-industrial group active in tropical agriculture, mainly in the production of sustainable, certified crude palm oil in Southeast Asia. Sustainability has been at the core of SIPEF's business model for many years now. The group is committed to making a positive contribution to the environment and to society by managing its plantations in an ecologically and socially responsible manner, and by creating major employment and development opportunities in rural and remote areas. SIPEF pays special attention to the following material topics: 'Human rights and fair labour practices', 'Traceability', 'Deforestation', 'Smallholder inclusion', 'Peat management', 'Productivity and quality', 'Transparency', 'Sustainability standards and certifications', 'Community rights', 'Climate change', 'Health and safety', and 'R&D and innovation'. Based on these material topics identified by SIPEF and the materiality analysis at AvH group level, no topics were identified that may be ESG material for the AvH group. A selection of relevant material topics for SIPEF is explained in the following paragraphs.
SIPEF's Responsible Plantations Policy (RPP) defines its sustainability strategy and contains its commitment not to undertake any deforestation or new plantings on peatlands and not to violate human rights. As the company's general ESG policy, this RPP commits SIPEF to the sustainable production of fully certified and traceable products.
SIPEF is a leader in traceability: all its products can be traced back to the place where they were produced, regardless of whether that is a plantation that is operated by SIPEF or the plot of a smallholder. All the palm oil produced by SIPEF meets the sustainability standards of the Roundtable on Sustainable Palm Oil (RSPO). Likewise, SIPEF's banana production meets the Rainforest Alliance Sustainable Agriculture Standard, the Global Good Agricultural Practice (GLOBAL G.A.P.) and Fair Trade standards.

SIPEF - Palm fruit
SIPEF is convinced that palm oil is and will remain an essential part of the solution to meet the fast-growing demand for vegetable oils. Compared to other oil crops, palm oil can yield 2 to 8 times as much oil per hectare, which means that far less land is needed. Sustainable palm oil production therefore leads to lower ecological and economic costs. In this respect, palm oil producers such as SIPEF play an important role to show that sustainable palm oil production is possible.


SIPEF - Sprinkler irrigation on young oil palm seedlings in a nursery - Indonesia
SIPEF has quantified its CO2 footprint at group level, using the ISO 14064 standards. This evaluation made it possible to establish a baseline, which is essential to set the targets for the reduction of greenhouse gas emissions.
The global warming capacity of methane is 25 times higher than that of CO2 . That is why it is important for SIPEF to reduce methane emissions as much as possible. This reduction can be achieved by capturing the methane. By fermenting the wastewater from the oil mill in tanks or covered ponds, the methane produced can be captured and used as biogas or flared. So far, SIPEF has already installed methane capturing systems at 5 of the 9 palm oil mills.
SIPEF wants to be a responsible employer and a good neighbour, and aims to have a positive social impact. Where possible, SIPEF offers employment and development opportunities to members of the local community in the context of its activities. As an employer, SIPEF aims to treat all employees fairly, with respect for human rights, and in line with the local and international laws, such as the 'Declaration of Fundamental Principles and Rights at Work' and the 'Universal Declaration of Human Rights' of the United Nations.
Through its programmes for smallholders in Indonesia and Papua New Guinea, SIPEF also supports more than 8,000 local farmers by offering them services such as training, agronomic advice and high-quality seeds for a better harvest.
In 2021, SIPEF strengthened its ESG commitments in its operations as well as in its organisation. In June 2021, a new Chief Operating Officer Asia Pacific (COO APAC) joined the executive committee. With her background and several years of experience in sustainability, this new person will significantly reinforce the ESG leadership within SIPEF.
SIPEF has also made commitments in terms of sustainability and transparency, and has set up the appropriate structure to ensure the implementation and constant development of those commitments. In 2021, a lot of attention was paid to the review of the materiality assessment process to ensure that SIPEF's strategy and reporting
take into account the latest and most important ESG topics that are relevant to its activities and stakeholders.
SIPEF's commitment to improving its sustainability performance and reporting is reflected in the ratings that are awarded by leading not-for-profit benchmarking programmes to assess companies for their sustainability commitment and transparency. In 2021, SIPEF was ranked fourth out of 350 companies by Forest 500, which identifies and ranks the most influential companies and financial institutions active in its value chain. SIPEF was also ranked ninth out of 100 palm oil companies by the Sustainability Policy Transparency Toolkit (SPOTT), developed by the Zoological Society of London (ZSL). SIPEF has improved its score in both these rankings since 2020.
More information about sustainability will be available as of Q2 2022 in the annual report and the sustainability report of SIPEF and on the website www.sipef.com/sustainability/sustainable-approach/ The Responsible Plantations Policy is available on www.sipef.com/hq/sustainability/policies/responsible-plantations-policy/
The tag line 'Places you Prefer' reflects the mission of the new integrated real estate group Nextensa: to excel as next-generation real estate investor and developer in sustainable urban development with a positive social impact by creating places where it is good to live, work, shop and relax.
The topics 'Climate Adaptive Buildings' and 'Sustainable Societies', along with 'Human Investments', constitute the cornerstones of the policy with which Nextensa will work in the coming years on the creation of climate-neutral and healthy buildings that are harmoniously integrated in liveable and lively urban environments, using innovative technologies and processes. Nextensa pays special attention to the following material topics: 'CO2 neutrality' (with focus on renewable and clean energy and low-carbon materials), 'Water', 'Healthy buildings' and 'Nextensa as an exemplary organisation'. Based on these material topics identified by Nextensa and the materiality analysis at AvH group level, no topics were identified that may be ESG material for the AvH group.
Nextensa aims to be CO2 -neutral for scope 1 and 2 by 2030, and for scope 3 by 2050. In order to achieve this, Nextensa will focus on minimising energy consumption, on the exclusive use of renewable and green energy, and on discontinuing the use of fossil fuels. When sourcing goods and materials, Nextensa will focus on its CO2 footprint with a positive impact in scope 3. With these ambitious goals, Nextensa wants to play a leading role in the engagements that have been formulated as part of the European Green Deal, which promotes the transition to a low-carbon economy. To accomplish this, there is close cooperation and exchange of experiences with CFE Contracting.
The energy-neutral development of Gare Maritime on the Tour & Taxis site won several prestigious awards in 2021 for its exemplary role in circular construction and for its innovative nature. Preparations were also made in 2021 to submit an application for the creation of an Energy Community on the Tour & Taxis site. In this way, surplus electrical energy generated by the photovoltaic panels on Gare Maritime can be used at low cost by other users on the site (such as the apartments sold to low-income families). This system may subsequently be rolled out to the other electricity-generating office buildings on the site. Energy optimisation systems were also invested in at the Royal Warehouse in Brussels and Monnet 4 in Luxembourg.
Nextensa aims to have all buildings under development and in portfolio certified with a sustainability certificate by 2030 at the latest. In 2021, Gare Maritime received a BREEAM Outstanding certificate for the refurbishment of the outer shell. BREEAM-in-use assessments were carried out for the Belgian portfolio.
In 2021, the Belgian portfolio was fully equipped with a monitoring system to record and analyse all energy and water consumption.
Nextensa wants to contribute to pleasant living environments with a mixed range of functions at walking distance, with emphasis on green and biodiverse surroundings and priority for pedestrians and cyclists, the so-called '5-minute neighbourhoods'.
In Park Lane, the first large residential estate on the Tour & Taxis site featuring sustainable materials, greenery and a rich architectural design, several housing units of the first phase were delivered in 2021 and occupied by the new residents. Additionally, more than 50 apartments of this project were sold to low-income families in 2021. Planning permission has been granted for the second phase, which will start in the second quarter of 2022.

Nextensa - Gare Maritime
In Gare Maritime, the Food Market, an innovative, culinary and plastic-free meeting place where local, seasonal and organic products in different price ranges are offered, opened at the end of November.
More information about sustainability is available in the annual report of Nextensa and on the website nextensa.eu/en/about-us/sustainability/
| Climate Adaptive Buildings |
|---|
| ------------------------------- |
| 2021 | 2020 | |
|---|---|---|
| GHG in kton CO2 - equivalent - own activity of Nextensa |
0.12 | 0.14 |
| of which scope 1 | 0.11 | 0.10 |
| of which scope 2 | 0.01 | 0.04 |
Anima is active in the up-market segment of accommodation and care for the elderly in Belgium. Anima pays special attention to the material topics of 'Quality of care for residents', 'Well-being of the care staff', 'Sustainable and in line with the latest real estate regulations', 'Relations with stakeholders' and 'Compliance'. 'Quality of care for residents' and 'Well-being of the care staff' will be discussed below, along with 'CO2 reduction' to reduce carbon emissions at the care centres. Based on these material themes identified by Anima and the materiality analysis at AvH group level, no themes were identified that may be ESG material for the AvH group.
Anima is getting ready for the challenges of the future. It wants to give its residents top-quality care and accommodation, and has therefore set up its own quality management programme (QMS). The QMS starts from the individual requirements and needs of the residents and of their closest relatives, and on that basis it formulates processes and procedures. These form the basis of Anima's quality culture, in which the quality of care and accommodation is continuously monitored and optimised.
The input from different consultative structures and the expertise of the staff are also a major strength in this quality process. Audits are conducted to gauge the desired result of the processes and procedures so that adjustments can be made to them if necessary in order to achieve and guarantee the desired result.
Besides a quality management system, Anima provides more staff in each of its residential care centres than the legal minimum requirement.
Anima chooses employees who give the best of themselves in the interest of the residents, day in, day out. Their well-being received special attention during the COVID-19 pandemic. In November 2021, Anima again participated in the 'Great Place to Work' survey to gauge the satisfaction of its staff. This enabled Anima to evaluate and adjust the impact of the actions it had taken on the basis of the previous survey.
As an operator of residential care facilities, Anima obviously endorses the full vaccination of all the care staff. Anima campaigned unrelentingly to encourage its own care staff to have themselves vaccinated.
Flemish residential care centres are obliged to emit 21% less CO2 over a period of 10 years (2021-2031). In pursuance of its climate vision plan, Anima carried out a baseline measurement in 2021 for its Flemish care centres. For this purpose, an extensive survey was used to find out how those care centres perform on a number of environmental themes such as energy, mobility and use of materials. This baseline measurement will be carried out in 2022 for the care centres in Wallonia and Brussels as well. The idea is to improve the score year by year and so further reduce the environmental impact of Anima's activities.
As part of its objective to reduce its CO2 emissions by 2031, Anima switched over to 100% green electricity as of January 1, 2021. As a result, CO2 emissions have already diminished by 11%.
Raising awareness among its residents and staff is also an important component of Anima's ESG policy. Residents and staff are informed each quarter of the ESG initiatives taken.
More information about sustainability is available on the website animagroup.be/MVO/

Anima - Au Privilège - Haut-Ittre Anima - Zonnesteen - Zemst
Various initiatives regarding ESG were also taken at the other participations. These are discussed in the activity reports of the various participations. The investment managers involved apply the same approach to the other participations as to the 7 above-mentioned participations.
The following ESG initiatives are worth mentioning:
The following participations are engaged on ESG by the very nature of their activities:
Lexicon: An ESG-related glossary with definitions of the abbreviations and terms used is included at the end of the annual report.


www.avh.be/en/about/who-we-are
CHALLENGES THROUGH SUSTAINABLE INVESTMENTS.

Executive committee







Koen Janssen Member of the executive committee
Staff members


















Although the corona pandemic still disrupts their day-to-day operations, both DEME and CFE achieved a vigorous recovery of their results. The profit contribution of 'Marine Engineering & Contracting' again surpassed that of pre-COVID year 2019.
By means of a partial demerger, CFE will transfer its 100% stake in DEME to a new company (DEME Group) and will compensate the shareholders of CFE for this transaction by issuing DEME Group shares, for which an application will be made for listing on Euronext Brussels. At a later stage, DEME Group could merge with DEME.
Once the transaction is closed, which is expected in the summer of 2022, the present CFE will have been split into two separate listed groups: (i) the industrial group CFE, with strong market positions in contracting and real estate development in Belgium, Luxembourg and Poland, and ii) DEME, a dredging and marine engineering group active worldwide. AvH will remain the majority shareholder of the two listed companies, and will not be selling shares of either DEME or CFE by this demerger.
| (€ million) | 2021 | 2020 | 2019 |
|---|---|---|---|
| DEME | 68.6 | 28.6 | 73.9 |
| CFE | 23.5 | 7.8 | 13.5 |
| Rent-A-Port | 2.9 | 1.0 | 0.5 |
| Green Offshore | 4.0 | 9.3 | 4.0 |
| Total | 99.0 | 46.7 | 91.9 |


DEME is one of the largest and most diversified dredging and marine construction companies in the world.


CFE is a listed Belgian industrial construction group with activities in Belgium, Luxembourg and Poland. participations in offshore wind 62 farms. % 81% 81%

Rent-A-Port develops portrelated industrial zones in Vietnam.

Green Offshore holds minority
Philip Hermans

Hugo Bouvy

Eric Tancré
Els Verbraecken

62%
Luc Vandenbulcke
DEME is a world leader in the specialised fields of dredging, solutions for the offshore energy industry, infra marine and environmental works. The company can build on more than 140 years of know-how and is a front runner in innovation.
DEME made a good recovery in 2021 from the downturn in the corona year 2020. The turnover increased again by 14% to 2,510.6 million euros, although this is just short of the 2,622.0 million euros recorded in 2019. It should be pointed out in this respect that this turnover figure for 2019 contained a substantial sum of procurement, which was less the case in 2021. If just the turnover on DEME's own works is compared with 2019, the turnover for 2021 was more than 10% higher than in the pre-COVID year 2019, which better illustrates DEME's high level of activity over the past year.
The recovery was strongest in DEME's dredging activity: the turnover increased by 29% to 1,132.9 million euros. The intense activity is also illustrated by the high utilisation rate of the fleet: 41.4 weeks for the hoppers (2020: 38.4 weeks) and

25.3 weeks for the cutters (2021: 11.1 weeks).
DEME Offshore realised a turnover of 899.6 million euros in 2021, which is 35 million euros less than in 2020, although the decrease of procurement mentioned earlier has an impact here as well. The turnover of own projects, however, in-
creased slightly, and the utilisation rate of DEME Offshore's fleet was 42.2 weeks.
DEME Infra realised a vigorous turnover increase to 263.0 million euros (2020: 208.8 million euros).
DEME realised an EBITDA in 2021 of 469.3 million euros (18.7% of the turnover), which is not only a significant increase compared to 369.5 million euros in 2020, but is also markedly higher than the 437.0 million euros (16.7%) reported in 2019.
The net profit for 2021 amounted to 114.6 million euros, which is more than double that of the corona year 2020, but still below the level of 2019.
DEME's order backlog increased in 2021 to 5,905 million euros, compared to 4,500 million euros at the end of 2020. This figure does not include projects for which final contracts have yet to be concluded (such as the works in Taiwan, for which DEME is preferred bidder, and the works on the Right Bank of the Oosterweel Link).
DEME Offshore won major contracts in Europe and in the United States in 2021:

DEME has embarked on a multi-year fleet investment programme with the aim of making its fleet the most modern, efficient and sustainable in the industry. 2021 was a milestone year as the new mega cutter suction dredger 'Spartacus' joined the fleet. With a total installed power of 44,180 kW and 12,000 kW on the cutterhead, 'Spartacus' has more cutting power than any other cutter suction dredger in the market.
Sustainability is a continual focus of the fleet investment strategy in line with DEME's ambition to become carbon neutral by 2050. Consequently, several innovative features have been introduced on 'Spartacus' to reduce emissions and make this huge dredger as energy efficient as possible. As well as having dual fuel engines, the vessel is equipped with an installation to recover waste heat from the engine exhausts, generate steam and convert this by means of a steam turbine into up to 2,000 kW of electrical power. Additionally, a cold recovery system reduces the electrical power consumption on board.
After delivery, 'Spartacus' headed directly to its first project, Abu Qir 2 in Egypt. This is the largest dredging and land reclamation project in DEME's history. The efficiency of this powerful dredger is already showing some impressive results with high production levels, coupled with a substantial reduction in fuel consumption.
The pioneering new offshore installation vessel 'Orion' is also nearing completion. 'Orion', featuring a 5,000-tonne crane, will be able to handle the enormous turbines and foundations of the future and it will be equipped with an integrated motion compensated pile gripper. This innovative technology, coupled with the vessel's DP3 capability, will enable to drive monopiles in the most efficient way.
CSBC-DEME Wind Engineering's pioneering DP3 vessel 'Green Jade', under construction in Taiwan, is also taking shape. Equipped with a 4,000-tonne crane, the new vessel is perfectly suited for the next generation of foundations and turbines.
DEME's first ever Service Operation Vessel, 'Groenewind', was added to the fleet in June 2021 and is already deployed at the Rentel and SeaMade offshore wind farms in Belgium. The vessel has moved the boundaries of low emission wind farm maintenance and crew/technician ergonomy.
Additionally, two major conversions are set to take place as DEME prepares for the next generation of wind turbines. The two DP2 jack-up installation vessels 'Sea Installer' and 'Sea Challenger' will see their crane capacity increased to 1,600 tonnes.
2021 was a milestone year in terms of the number of projects. A whole green flotilla has been working on the mammoth Abu Qir 2 project (Egypt) throughout the year. Ultimately, Abu Qir 2 will see a new city and greenfield port constructed. In a staggering accomplishment, DEME's fleet reclaimed well over 130 million m3 of material and managed to achieve volumes of 800,000 m3 in a single day.
In another remarkable project, the DEME fleet travelled beyond the Arctic Circle. The team completed a second highly successful campaign for the 'Sea Channel' project. DEME is dredging the access channel to Sabetta port, where a LNG facility is being developed.
DEME also successfully completed the two-year River Elbe (Germany) deepening and widening project, and well within the schedule. This project enables the new generations of container vessels to access the Port of Hamburg independently of the tides.
Meanwhile in Poland, DEME and its joint venture partner had a busy year at the Świnoujście - Szczecin fairway project and faced several complex challenges, particularly the presence of thick ice and the largest UXO campaign (Unexploded Ordnances) in the company's history. Despite these challenges, the team was firmly on track and on the verge of completing the two artificial islands in the lagoon by the end of 2022. In line with DEME's sustainable solutions, these two islands are created from dredged material and will become nature habitats.
The Tuas Terminal Phase 1 megaproject in Singapore was largely completed. TTP1 included the construction of an 8.8 km quay wall and the reclamation of 88 million m3 of land from the sea.
DEME Offshore's impressive achievements in 2021 include a major breakthrough in the US market and the Saint-Nazaire offshore wind farm project in France, where DEME Offshore is showcasing its unrivalled capabilities. DEME is the first contractor in the world to install an entire wind farm into a rock soil, featuring XL monopiles foundations.
DEME Offshore was awarded the major Dominion Energy Group's Balance of Plant (BoP) contract for the construction of the Coastal Virginia Offshore Wind (CVOW) project in a consortium with Prysmian Powerlink. Representing a total capacity of
| (€ 1,000) | 2021 | 2020 | 2019 |
|---|---|---|---|
| Turnover | 2,510,607 | 2,195,828 | 2,621,965 |
| EBITDA | 469,309 | 369,458 | 437,011 |
| EBIT | 143,282 | 64,281 | 141,146 |
| Net result (group share) | 114,581 | 50,410 | 125,041 |
| Shareholders' equity (group share) |
1,579,543 | 1,467,492 | 1,435,482 |
| Net financial position | -392,678 | -489,030 | -708,453 |
| Balance sheet total | 4,049,597 | 3,941,494 | 3,944,779 |
| Order backlog | 5,905,000 | 4,500,000 | 3,750,000 |
| Capex | 282,044 | 201,572 | 434,669 |
| Personnel | 4,880 | 4,976 | 5,089 |
2.6 GW, this is not only the largest offshore wind installation contract ever awarded in the US, it is also the biggest single cable contract in DEME's history. The BoP contract includes the transport and installation of 176 monopile transition piece foundations, three offshore substations, scour protection and the supply and installation of export and inter-array submarine cable systems.
CVOW followed directly on from awards for Vineyard Wind 1, the first utility-scale offshore wind project in the US, and the South Fork offshore wind farm (US).
DEME Offshore successfully completed the installation of the final and 165th wind turbine at Hornsea Two (UK), the world's largest offshore wind farm. Both the turbine and monopile foundation installation scopes were performed in record time, enabling Hornsea Two to generate its first renewable power in December 2021.
DEME is also building up local partnerships all over the world so it can play a role in supporting countries as they take up the exciting opportunities in the offshore wind sector. In Japan, DEME Offshore and Penta-Ocean Construction Co. Ltd., Japan's leading marine contractor, have established a new company named Japan Offshore Marine Co., Ltd. JOM has been supporting developers in the first offshore wind farm rounds and has already signed one 'Preferred Supplier Agreement'. Additionally, DEME has entered into a commitment to develop the Vietnamese offshore wind market by starting a cooperation with the oil & gas EPCI contractor, Vietsovpetro.
2021 was a crucial year for the Fehmarnbelt Fixed Link project, heralded as the infrastructure project of the century. On January 1st work started in Denmark, and then in December, construction had officially kicked off in Puttgarden in Germany. DEME is delighted that the project is solidly progressing in both countries. In Denmark, the integrated joint venture team started work on one of six production facilities in Rødby where the huge tunnel elements will be constructed.
Work on three megaprojects in the Netherlands continued apace. Highlighting the enormous scale of the Blankenburg Connection project, the BAAK joint venture, of which DEME is part, worked day and night pouring all of the underwater concrete into the tunnel approaches of the 825 m immersed Maasdeltatunnel.
At the New Lock Terneuzen, DEME and its partners achieved several major milestones. The concrete works in the inner and outer lock heads, which include formwork, steel fixing and pouring the concrete, are ongoing. The project highlights DEME's multi-skilled dredging and infra expertise.
In an important landmark at the RijnlandRoute, the eight crossing passages (used for emergency evacuation and maintenance activities), which connect the two bored tunnel tubes, were successfully installed.
In Belgium, DEME has secured a second contract for the 'Oosterweel link' project, which will complete the Antwerp Ring Road. In 2021, design and preparation activities for the 1,800 m Scheldt tunnel and construction dock for the tunnel elements were well underway. In August, the team was also awarded the Oosterweel connection Lot 3b for the Right Bank.
Under an 'Early Contractor Involvement' agreement, DEME Environmental is preparing to start works on a major contract to remediate the former ExxonMobil site in Bowling near Glasgow. This project highlights DEME's focus on promoting a sustainable and circular economy. With a keen focus on sustainability, more than 90% of the material will be cleaned and reused.
In Belgium, DEME is still working on the second phase of Blue Gate in Antwerp, a heavily polluted brownfield site which is being turned into a sustainable business park. Additionally, in the largest rehabilitation project in the Port of Antwerp ever,

DEME - Innovation
DEME Environmental and its consortium members, successfully completed work on encapsulating the heavily polluted ruins of Fort Sint-Filips.
DEME Concessions is broadening its portfolio of offshore wind farm developments outside of Europe. In May, DEME signed a 'Memorandum of Understanding' to develop a 1,000 MW wind farm in Binh Thuan Province in Vietnam, known as the Vinh Phong Offshore Wind Project. Under a cooperation agreement, DEME Concessions and local developer BI Energia, are set to develop the first wind farm in Brazil.
DEME Concessions has a substantial participation in Belgium's largest offshore wind farm, SeaMade. DEME successfully completed the construction on schedule, in just 16 months, and the wind farm achieved its Commercial Operation Date at the end of June.
As part of a consortium, DEME Concessions was awarded a 40-year port concession for Port-La-Nouvelle (France) in May. This concession directly fits in with DEME's sustainability goals because the port is undergoing a major redevelopment, which includes establishing a strategic hub for the offshore and floating wind industry.
Several key milestones were reached at the Port of Duqm in Oman, where DEME Concessions is in a partnership with Port of Antwerp International and the Government of Oman, and holds the port concession. In 2021 the liquid bulk berths have been commissioned and an agreement with the future operator of the facility has been signed. Logistics sites are also proving popular. Eighty hectares is already operational, and a further 70 hectares will be levelled in 2022, preparing it for new tenants.
Duqm is playing a crucial role in DEME Concessions' ambitions to facilitate the growth of clean fuels. DEME and its partners will establish an industrial-scale, green hydrogen plant at the port. This flagship green hydrogen project has been developing rapidly in 2021. In July, HYPORT® Duqm signed a cooperation agreement with energy giant Uniper. This agreement marks another important milestone for HYPORT® Duqm, after having secured its 150 km² renewable generation site in the Special Economic Zone earlier in the year.
Global Sea Mineral Resources (GSR), DEME's deep-sea exploratory division, continues to take a step-by-step precautionary approach in pursuing its ambition to responsibly collect metal-rich nodules from the deep ocean floor. In 2021, DEME's team of world-class engineers successfully tested GSR's pre-prototype nodule collector, Patania II, at a depth of 4,500 metres. Patania II was deployed in the GSR (Belgian) and BGR (German) contract areas of the Clarion-Clipperton Zone. The vehicle successfully demonstrated its ability to drive and manoeuvre on the deep seabed and collect nodules.
The success of this ultra-deep-water trial, which was independently monitored by a consortium of EU scientists, helps pave the way to delivering a much-needed source of high-grade, low carbon minerals.
GSR is working closely with multiple scientific research institutions focused on establishing environmental baseline measurements and impact assessments to better understand the effect of nodule collection on the marine environment and to ensure decisions are based on the best science possible. Environmental monitoring is a key component of GSR's development programme, ensuring the effects of the activities are understood, can be accurately predicted and improved upon, and will lead to the development and implementation of appropriate environmental strategies. GSR continues to study the impact and comparisons with other resources, and is engaging in global dialogues with stakeholders on the outcome of those studies.
Based on its order backlog and the present market conditions, DEME expects for 2022 a further increase of turnover, EBITDA and net result. The military conflict in Ukraine will not have a substantial direct impact on DEME's activities. However, the indirect impact is currently difficult to predict. As a result of the delivery of the long-awaited and groundbreaking installation vessel 'Orion' in the first half of the year, the acquisition of the cable installation vessel 'Viking Neptun' by year-end 2022, and the planned dry-docking of several vessels, DEME projects for 2022 an investment budget of approx. 500 million euros and a controlled increase of the net debt position.



Piet Dejonghe
Manu Coppens
Fabien De Jonge

Alexander Hodac

Jacques Lefèvre
Raymund Trost

Valerie Van Brabant
Yves Weyts

Following the partial demerger, CFE will be listed on Euronext Brussels as a Belgian integrated industrial group, focusing on four complementary core activities: construction, multitechnics, rail and real estate development.
At CFE, despite a complex socio-economic context due to the impact of the persistent health crisis, 2021 was marked by a solid recovery of business which also translated into a significant turnover increase compared to 2020 as well as to pre-COVID year 2019. The turnover increased to 1,125.3 million euros, compared to 1,026.2 million euros in 2020.
CFE Contracting reported a turnover of 1,039.7 million euros (2020: 911.9 million euros). The increase was 14% relative to 2020 and 4% relative to 2019. In the Construction division there was a very strong activity increase in Poland, where CFE was able to position itself successfully on the construction market for logistics centres and industrial buildings. Turnover in Belgium increased slightly, but was still lower than in 2019. Operational problems persist on certain projects in Flanders; consequently, emphasis will be more than ever on project selectivity and operational excellence. The Multitechnics division (VMA) realised a 19% turnover increase thanks to several major projects. In the Rail & Utilities division (MOBIX), too, several major rail projects and the ramp-up of the LuWa project contributed to the higher volume of business.
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Turnover | 1,125,346 | 1,026,600 |
| EBITDA | 68,538 | 45,258 |
| EBIT | 57,976 | 38,135 |
| Net result (group share) | 39,506 | 17,689 |
| Shareholders' equity (group share) |
133,831 | 95,311 |
| Net financial position | -112,995 | -112,400 |
| Balance sheet total | 1,002,598 | 945,598 |
| Order book | 1,620,619 | 1,549,061 |
| Personnel | 3,043 | 3,137 |
(1) Figures anticipate financial statements CFE post-demerger, based on segment information: excluding DEME ('held for sale' in CFE IFRS presentation 2021) and including contribution Rent-A-Port (50%) and Green Offshore (50%).
The operating result (EBIT) increased to 25.3 million euros, which is a 69.8% increase. The EBIT margin was 2.4%. While the direct impact of the pandemic was far less marked in 2021 than in 2020, the indirect effects, particularly the increasing cost of materials and supply chain disruptions, weighed on the
results. The net result of CFE Contracting increased by 152.7% to 13.9 million euros, compared to 5.5 million euros in 2020. Even relative to 2019 there was a significant increase by 46.3%.
The order book of CFE Contracting increased by 5% to 1,567 million euros, compared to 1,493 million euros in 2020.
In the Real Estate Development division (BPI), the total real estate portfolio remained stable at 190 million euros (2020: 192 million euros). BPI is currently developing 477,000 m² (group share) on some forty projects, of which 68,000 m² are under construction.
BPI's net result amounted to 23 million euros, a 74.2% increase compared to 2020. This excellent performance is explained by the good quality of the programmes being marketed and by the result on the sale of the Samaya (sale of 50%), Renaissance and Sadowa projects.
The solid recovery of business in the Construction division in 2021 was particularly noticeable at CLE (Luxembourg) and CFE Polska, and also in the Multitechnics division (VMA). In Belgium, the ZIN project in the Brussels North Quarter is one of the many new projects. This project not only testifies to the progress made by CFE in the area of sustainability, but also to the continuous strengthening of the synergies between the different entities. The teams of BPC, Van Laere and VMA are pooling their talents here to accelerate the breakthrough of circular construction, new building methods such as BIM and LEAN, and smart building management. Circularity is at the heart of this project for mixed and flexible use. The aim is also to preserve, reuse or recycle 95% of the weight of the existing buildings, and for 95% of the new materials to be cradle-to-cradle (C2C) certified.
The improvement of BPC's results in 2021 was accompanied by a well-filled order book and a more balanced distribution over the different markets. After a quiet start to the year, several contracts were won, including two large-scale projects - the National Bank of Belgium and the Kanal Centre Pompidou Museum in Brussels - and a series of contracts each worth between 15 and 25 million euros.
For MBG, the highlights of the year were the ZNA hospital project in Antwerp, the design & build project of the wonderful Stock Exchange site in Bruges, the Sky


CFE - Monteco - Brussels (artist impression)
Tower in Ostend, and the residential project Waterzicht in Vilvoorde. In a highly competitive context, exacerbated by the scarcity and unprecedented price increases of materials, MBG worked on cost efficiency and organisational processes - such as BIM - to maintain its position. The same applies to Van Laere, which experienced a difficult year on a highly competitive market. Nevertheless, it realised some splendid projects, such as the Zuiderdokken underground car park in Antwerp and the residential projects Aequor in Antwerp, Park Lane on the Tour & Taxis site in Brussels, and Elysia Park in Edegem.
CLE reported a solid growth of business in Luxembourg, in particular thanks to the Mertert and Gravity projects which were developed together with BPI Real Estate. The dedication of the teams allowed the adverse impact of the COVID-19 pandemic to be overcome and exceptional projects to be delivered. The finest example is undoubtedly the residential tower block Aurea in Differdange, the first Luxembourg project to use low-carbon aluminium. Another remarkable achievement was the introduction of a Construction Consolidation Centre (CCC), an innovative logistical system to optimise transport and storage.
CFE Polska celebrated its 25th anniversary in 2021. In that quarter of a century, it has built a strong brand image for CFE and reinforced its relationship of trust with its various partners. The overall picture remains very positive, with a turnover increase of 170% relative to 2016 and projects which despite the COVID-19 pandemic were delivered on time.
Timber and hybrid constructions are by definition sustainable and will play an increasingly important role on the market, as the projects of Wood Shapers and LTS testify. Wood Shapers was set up in 2020 by CFE Contracting and BPI Real Estate, and was developed further in 2021. After the iconic Wooden project in Luxembourg, executed by CLE, Wood Shapers is now collaborating with BPC on the Monteco project, the tallest wooden building of the Brussels Region. LTS confirms its success with an order book that projects a record turnover figure, particularly in the Netherlands. Numerous accomplishments demonstrate the huge potential of this business line, such as Nonnenwiesen, a project with an extraordinary environmental dynamic that integrates several aspects of sustainable development and for which the teams have built 36 wooden homes within just one year. Similarly, the Cité Moderne project in Brussels was the first prefab 3D modular apartment building in Belgium.
All activities of VMA experienced a strong growth, with the exception of the Automotive segment, which had to contend with the uncertainties facing the sector, and in particular the cancellation of a major project that was planned for 2021. The regrouping of the four segments - Building Technologies, Infra, Automotive and Processing & Manufacturing Technologies - into two segments, Building Technologies and Industrial Automation, will enable VMA to become even more successful on its target markets and to provide even more efficient integrated solutions. The new VMAnager platform is an evolution of the VEMAS solution for smart building management which integrates energy, environmental and maintenance aspects. VMAnager reinforces VMA's 'one stop shopping' strategy, which was exemplified in 2021 by several projects: the Grand Hôpital in Charleroi, the J building of UZA in Antwerp, Epicura in Ath, etc. The order book of Building Technologies has grown substantially and offers the prospect of promising developments in the future.
The LuWa project has made a substantial contribution to MOBIX's growth. The project involves the modernisation of the public lighting on the motorways and highways in Wallonia, with new technologies that permit both innovative and sustainable solutions and lay the foundations for the mobility of the future. However, this should not obscure the achievements of the Rail division, in particular the ENVES signalling project for the installation of the ETCS-2 safety system on the Belgian railway network. MOBIX also established a new record with the L50A line between Jabbeke and Ostend, where the replacement of 22 kilometres of catenaries necessitated only nine days of service interruption. MOBIX took advantage of these successes to initiate a large-scale plan for the training and career development of its employees, along with specific investments in digitisation and especially in the safety of its staff.
| (€ million) | Turnover | Net result | Order book | Shareholders' equity | ||||
|---|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | 2021 | 2020 | 2021 | 2020 | |
| Construction | 718.3 | 634.8 | 1,166.0 | 1,058.7 | ||||
| Multitechnics | 196.4 | 164.9 | 236.4 | 251.1 | ||||
| Rail & Utilities | 125.0 | 112.2 | 164.6 | 182.8 | ||||
| Contracting | 1,039.7 | 911.9 | 13.9 | 5.5 | 1,567.0 | 1,492.6 | 90.4 | 78.4 |
| Real estate development | 106.3 | 131.1 | 23.0 | 13.2 | 190.0 | 192.0 | 104.4 | 85.5 |
| Holding, non-transferred activities and eliminations(1) |
-20.6 | -16.8 | 2.6 | -1.0 | -61.0 | -68.6 | ||
| Total | 1,125.3 | 1,026.2 | 39.5 | 17.7 | 133.8 | 95.3 |
(1) Including contribution Rent-A-Port (50%) and Green Offshore (50%) to CFE
Sustainability and innovation are the two main features of the recent activity of BPI Real Estate (BPI). This is evidenced by the increasing investments in smart building, such as the connected apartments of the PURE project, and in the reduction of CO2 emissions through the use of geothermal energy, as in the BrouckR project in Brussels. This project will be entirely heated and cooled with open geothermal energy, without fossil fuels. This multifunctional project on a communication hub comprises a hotel, residential units, offices and retail spaces in the heart of the Belgian capital.
Another example is Serenity, a mixed residential and office project in which the office building will be constructed in a mixed timber/concrete structure using the most efficient and sustainable materials. Once it has reached the end of its life cycle, it can be completely dismantled and recycled. It will be heated by geothermal energy and co-generation, without consumption of fossil fuels. This project strives to obtain BREEAM Excellent certification and WELL Platinum certification. Furthermore, Serenity is situated at a metro station and will provide Smart Office and Smart Parking systems to reduce the mobility needs of the users. There is also the positive impact of the redevelopment of Grand Poste, the building that opened in September with spaces for co-working, start-ups and centre for starters, with a view to the development of a digital precinct and creative district in Liège. It won the 'Grand Prix du Patrimoine de Liège' and also received other nominations.
Several major residential projects in the Brussels Region were delivered in 2021: Ernest The Park (Ixelles), the final phase of Les Hauts Prés (Ukkel) and the Park West residence (European quarter). Around 90% of the apartments of these projects have been sold. Construction work on Patio (Erasmus Gardens, Anderlecht) has begun, with more than 80% of the apartments already having found a buyer by the end of 2021. In Liège, BPI and its partner closed the sale of the company Ernst 11, owner of a 5,000 m² office building that is rented by FOREM. On the Baviere site, the sale and construction of the first residential building continued.
The redevelopment project around Ottignies station, a real estate project with accompanying services and functions, perfectly illustrates BPI's long-term vision. It is structured by a nearly one kilometre long scenic ridge that will link up several neighbourhoods, each with its own identity. The many public spaces will offer meeting and recreational opportunities for the residents. The project will apply the circularity principles and reuse 36,000 tonnes of demolition materials. It will be a fossil-free project aimed at exemplary sustainability.
In Luxembourg, four projects are under construction and commercialisation. Nearly 100% of the residential units are sold. The development of sustainable projects is central to BPI's strategy, with two highly remarkable examples in Luxembourg. First, there is the Wooden project in Leudelange, an office building rented by the company Baloise Assurances. This wooden building is designed in such a way that it can be dismantled at the end of its life. Secondly, construction work began in 2021 on the Gravity project, which will use (shared) urban heating on the basis of biomass or pellets.
In Poland, BPI continued to renew and expand its real estate development portfolio. Three new sites were acquired during the year: a land position ideally situated near Warsaw's central station, where more than 240 housing units will be built; a land position in the Mokotow district, in the heart of one of the main business centres of the capital, where BPI will develop a micro-living concept with 600 rental homes; and a land position on the outskirts of Wroclaw city centre, where more than 10,000 m² of residential space will be developed for more than 185 housing units. Once the last apartments and retail spaces were sold, BPI was able in 2021 to focus on the preparation and design of the 7 projects it now has in its portfolio.
On the strength of a solid order book, CFE Contracting should realise a further growth of its activity and keep improving its operational performance. BPI's net result should remain on a high level, though lower than in 2021. The Holding division should benefit from the recovery of activity in Vietnam (Rent-A-Port) and should increase its contribution to the group's net result, unless the health situation should deteriorate once more.



Baeckelandt
Jaspaert

Theunissen
Rent-A-Port specialises in the development of port-related industrial zones in Vietnam.

Rent-A-Port - DEEP C - Vietnam
Rent-A-Port was unable in 2021 to fully live up to the expectations due to the persistent practical challenges presented by COVID-19 with regard to commercialisation. At 64 hectares, sales remained below the level of 2020 (89 hectares). The order book for 2022, however, remains well filled.
Development of the DEEP C Indus-
trial Zones in Haiphong was accelerated by the subsidiary IAI. At present IAI already owns a land portfolio of approximately 3,400 hectares near the new deep-sea port of Lach Huyen. This represents around 25% of all the available industrial land in northern Vietnam. DEEP C also provides support services. Substantial investments were made in a fibre optic network, in the underground electricity grid, and in the water distribution platform. The zone's own ISO (9001 and 14001) certified wastewater treatment plant is operated by sister company DEEP C Blue. Furthermore, 22,000 m² of warehouses were built, while an expansion of the transshipment capacity is planned as well. These services ensure that one-third of the turnover in 2021 can be attributed to recurring operations.
Due to the strategic location and the growing demand, the management remains confident that a significant increase in land sales may be expected in the coming years.
| (€ 1,000) | 2021 | 2020 | 2019 |
|---|---|---|---|
| Turnover | 50,527 | 72,706 | 32,828 |
| EBITDA | 8,656 | 16,894 | 6,416 |
| EBIT | 6,167 | 14,248 | 4,063 |
| Net result (group share) | 3,578 | 1,174 | 2,172 |
| Shareholders' equity (group share) |
79,555 | 60,154 | 64,401 |
| Net financial position | -29,698 | -66,106 | -42,874 |
| Balance sheet total | 254,687 | 248,279 | 238,618 |
During the fourth quarter, AvH and CFE increased the capital of Rent-A-Port by 11.5 million euros jointly. Rent-A-Port used this money to finance the redemption of shareholder loans to IAI. In December 2021, Rent-A-Port concluded an
agreement to acquire an additional 32.6% stake in IAI, bringing its total participation to 94%. The closing of the transaction is planned for the first quarter of 2022.
In October 2021, the construction of a first battery energy storage system (10 MW / 20 MWh) in Bastogne was completed. This project was successfully developed by Rent-A-Port Green Energy (Rent-A-Port 66.67%) and its partners to meet the demand for flexible solutions in the supply of energy. This battery energy storage system can now be tested in practice in good market conditions with a growing demand. Meanwhile, the management is looking forward to starting up new projects in 2022.




Green Offshore is active in the development and operation of offshore wind farms.
Green Offshore holds (directly and indirectly) stakes in the Belgian offshore wind farms Rentel (12.5%) and SeaMade (8.75%), as well as a participating interest in the umbrella company Otary (12.5%).
The Rentel offshore wind farm lies approximately 34 km from Ostend and has 42 wind turbines of 7.35 MW. With a total installed capacity of 309 MW, Rentel supplies renewable energy to approximately 300,000 households. In 2021, the Rentel wind farm generated almost one TWh green energy. This production fell short of expectations due to the fact that in 2021 there was less wind than usual.
The SeaMade wind farm comprises the Mermaid and Seastar concession zones in the Belgian North Sea - respectively 50 km and 38 km off the Ostend coast - and has 58 wind turbines of 8.4 MW. With a total capacity of 487 MW, SeaMade is the largest offshore wind farm in Belgium. The SeaMade wind farm generated nearly 1.6 TWh green power in 2021.
Otary is shareholder of offshore wind farms in the Belgian North Sea with a
total installed capacity of 796 MW. It operates and maintains the two wind farms from the port of Ostend.
In order to improve the level of safety, convenience and efficiency, the service operation vessel Groenewind, a Small Waterplane Area Twin Hull (SWATH) vessel, was launched in June 2021. This vessel of DEME is deployed on the Rentel and SeaMade offshore wind farms. The 'Groenewind' is fitted with a motion compensated gangway to allow the safe transfer of the maintenance crews to the turbines of the offshore wind farms, even when there are waves of up to 2.5 metres. Thanks to the DP2 technology, the vessel can maintain its position in rough seas, and an impressive fuel consumption reduction of up to 50% can be achieved compared to a monohull SOV.

Green Offshore - SeaMade
| (€ 1,000) | 2021 | 2020 | 2019 |
|---|---|---|---|
| Production (in GWh) | |||
| Rentel | 922 | 1,136 | 1,012 |
| SeaMade | 1,592 | 524 | - |
| Net result (group share) | 4,831 | 11,430 | 4,926 |
| Shareholders' equity (group share) |
26,622 | 14,749 | 15,642 |
| Net financial position | -7,853 | -13,916 | -11,340 |
| Balance sheet total | 38,610 | 29,096 | 29,575 |

Delen Private Bank and Bank Van Breda reported impressive results in 2021 also: the strong increase of assets under management is reflected in record results for both banks.
| (€ million) | 2021 | 2020 | 2019 |
|---|---|---|---|
| FinAx | -0.2 | -0.2 | -0.2 |
| Delen Private Bank | 132.0 | 103.5 | 93.4 |
| Bank Van Breda | 51.3 | 38.0 | 34.1 |
| Total | 183.1 | 141.3 | 127.3 |



Delen Private Bank focuses on discretionary asset management for private clients. % 79%

Bank Van Breda is a specialised advisory bank that focuses exclusively on entrepreneurs and 79 liberal professions.
Delen Private Bank and Bank Van Breda reported impressive results in 2021 also: the strong increase of assets under management is reflected in record results for both banks.
The excellent commercial results of both Delen Private Bank and Bank Van Breda, combined with a positive stock market climate, resulted in a new record level of client assets of 63.9 billion euros, compared to 59.8 billion euros at June 30, 2021 and 54.1 billion euros at December 31, 2020. The increase was both attributable to the record (gross and net) inflow of capital and to the value increase of the assets.
Both Delen Private Bank and Bank Van Breda managed to retain the confidence of their customers throughout the corona crisis. As in previous years, inflow at Delen Private Bank and Bank Van Breda is approximately evenly spread between new clients and additional deposits by existing clients. This is due to the commercial efforts of the account managers, high client satisfaction (e.g. Net Promoter Score of 58 at Delen Private Bank and of 53 at Bank Van Breda), and the expansion of the branch network of Delen Private Bank in recent years. The 11.5 billion euros from clients of Bank Van Breda that are managed by Delen Private Bank is evidence of the good cooperation between the two financial institutions.
The combined (Delen Private Bank + Bank Van Breda) gross operating income increased by 18.7% to 633 million euros (534 million euros over 2020). This is primarily due to the strong commercial performance mentioned earlier, with the accompanying evolution from cash and advisory management towards discretionary management. Over 2021, 86% of the total combined operating income consisted of commission income, which makes the result only to a limited degree dependent on interest result. Nevertheless this also experienced a modest increase, thanks to the above-mentioned volume increase in the loan portfolio and the participation in the TLTRO III programme, an ECB instrument that encourages banks to provide loans to businesses and consumers, and also reduces the bank's finance costs.
Notwithstanding continuous investment in a.o. staff and IT, the combined gross operating income increased faster than the costs, causing the cost-income ratio (including 15.9 million euros bank taxes) to decrease to 52%, compared to 54% at the end of 2020. This cost-income ratio is exceptionally good compared to the market and is due to the efficient organisation with robust processes and a high degree of digitalisation, competent staff, good cooperation between Delen Private Bank and Bank Van Breda, and the quality of the assets under management.
The combined net profit increased by 29.7% to the record level of 233.5 million euros (2020: 180.2 million euros), of which 167.6 million euros contributed by Delen Private Bank (including 8.1 million euros by JM Finn) and 65.2 million euros by Bank Van Breda. The provisions for credit losses are positive, namely +2.2 million euros due to greater reversals than additions of provisions. Due to the adjustment of the macroeconomic outlook, the COVID-related ECL provisions were partly reversed.
The shareholders' equity increased to 1,691 million euros (compared to 1,562 million euros at year-end 2020). Solvency and liquidity remain exceptionally strong, with a combined common equity tier1 ratio (CET1) based on the 'Standardised approach' of 23.8% and a leverage ratio of 13.2%, well above the industry average and the legal requirements. Despite this conservative balance sheet, the group achieved an above-average ROE of 14.4%.

Delen Private Bank - Refurbished headquarters - Antwerp
| (€ mio) | 2021 | 2020 | 2019 | (1) AuM JM Finn in £: 11,769 mio (2021), 10,200 mio (2020), 9,740 mio (2019) |
|---|---|---|---|---|
| Total client assets | (2) Already included in Delen Private Bank AuM |
|||
| Delen Private Bank (AuM) | 54,346 | 45,116 | 43,566 | |
| of which discretionary | 85% | 84% | 83% | |
| Delen Private Bank | 40,340 | 33,771 | 32,118 | |
| Delen Private Bank Netherlands | 1,154 | 859 | 629 | |
| JM Finn(1) | 14,006 | 11,345 | 11,448 | |
| Bank Van Breda | ||||
| Off-balance sheet products | 14,720 | 11,948 | 10,651 | |
| Client deposits | 6,368 | 5,907 | 5,416 | |
| AuM at Delen(2) | -11,502 | -8,873 | -7,761 | |
| Delen and Van Breda combined (100%) | 63,932 | 54,098 | 51,872 | |
| Gross inflow AuM | 5,598 | 3,585 | 3,234 |
Key figures Delen Private Bank and Bank Van Breda combined (100%)
| (€ mio) | Delen and Van Breda combined (100%) |
Delen Private Bank | Bank Van Breda |
||||
|---|---|---|---|---|---|---|---|
| 2021 | 2020 | 2019 | 2021 | 2020 | 2021 | 2020 | |
| Profitability | |||||||
| Operating income (gross) | 633 | 534 | 504 | 506 | 412 | 185 | 164 |
| Net profit | 233 | 180 | 163 | 168 | 131 | 65 | 48 |
| Gross fee and commission income as % of gross operating income | 86% | 83% | 82% | 99% | 99% | 54% | 48% |
| Gross fee and commission income as % of total AuM | 1.0% | 0.9% | 0.9% | 1.0% | 1.0% | 0.7% | 0.7% |
| Cost-income ratio | 52% | 54% | 56% | 50%(1) | 54% | 55% | 56% |
| Balance sheet | |||||||
| Total equity (incl. minority interests) | 1,691 | 1,562 | 1,384 | 1,024 | 940 | 678 | 620 |
| Total assets | 10,072 | 9,117 | 8,667 | 2,429 | 2,054 | 7,792 | 7,211 |
| Customer deposits | 6,368 | 5,907 | 5,416 | - | - | 6,368 | 5,907 |
| Customer loans | 6,458 | 5,885 | 5,656 | 710 | 470 | 5,748 | 5,415 |
| Risk-weighted assets | 5,614 | 5,605 | 5,818 | 1,806 | 1,488 | 3,849 | 4,153 |
| Cost of risk(2) | -0.04% | 0.09% | 0.03% | - | - | -0.04% | 0.10% |
| Key ratios | |||||||
| Return on equity | 14.4% | 12.2% | 12.1% | 17.0% | 15.0% | 10.0% | 8.1% |
| CET1 ratio | 23.8% | 21.7% | 19.5% | 38.0% | 40.5% | 16.8% | 14.7% |
| Leverage ratio | 13.2% | 13.3% | 12.9% | 30.2% | 32.4% | 8.1% | 8.2% |
| LCR | 208% | 249% | 327% | 495% | 614% | 160% | 171% |
(2) Of which ECL (expected credit loss) -0.05% (2021), 0.07% (2020), 0.01% (2019)


Delen Private Bank focuses on the management and planning of assets of primarily private clients. The group has developed into an established name in Belgium, and has a growing presence in the other Benelux countries and in the United Kingdom (JM Finn).
The economic downturn in 2020 was followed by a vigorous economic recovery in 2021. The stock markets followed in the wake of favourable macroeconomic figures and exceptionally strong operating profits. In this fertile context, Delen Private Bank was able to bring the seed of trust that was planted in the crisis year 2020 to full bloom. Clients felt reassured by the prudent portfolio decisions and the clear proactive communication, and became ambassadors of the bank. 2021 was a record year in terms of gross and net inflow in Belgium, the Netherlands and the United Kingdom. The assets under management of Delen Group (consolidated) reached a record level of 54,346 million euros at year-end 2021 (2020: 45,116 million euros).
At Delen Private Bank (Belgium, the Netherlands, Luxembourg, Switzerland), the assets under management amounted to 40,340 million euros at year-end 2021 (2020: 33,771 million euros). Of that amount, 1,154 million euros originates from the branch of Delen Private Bank in the Netherlands (2020: 859 million euros).
50,000 40,000 30,000 20,000 10,000 7,938 (€ million) 46,408 (€ million) 54,346 (€ million)
Discretionary mandates Under custody and advisory
This significant increase to more than 40 billion euros was explained, besides the value increase of the underlying assets, by the net inflow that reached a record level. This inflow of assets - from both existing and new clients - related almost exclusively to discretionary asset management. All Belgian branches contributed to this inflow. The outflow
of capital was low in 2021 thanks to the good support given to clients, which validates the strategy of opening new branches. The strengthened Dutch team also reported a strong inflow thanks to the sustained commercial efforts. As of 2022, the Dutch branch operates under the name Delen Private Bank, an important milestone. Under this new name, the Dutch team will foster the further growth of the 'Delen formula'.
At the British asset management company JM Finn (Delen Private Bank 93.4%), the assets under management reached a record level of 14,006 million euros (11,769 million pounds sterling) at year-end 2021 (2020: 11,345 million euros, 10,200 million pounds sterling). The increase was primarily attributable to the record gross and net inflow of capital and the value increase of the assets. The assets under management expressed in euros increased further due to the strong pound against the euro (+7%).
The average assets under management at Delen Private Bank in 2021 was slightly above the average of 2020. The shift from cash to management, which began in 2020, continued, driven by persistently strong stock market performance, consistently attractive returns of the funds, and the low interest rates. This resulted not only in a record consolidated gross inflow of assets, but also in higher gross operating income (506.8 million euros in 2021, compared to 412.4 million euros in 2020).
Delen Private Bank continued to keep a tight rein on costs in 2021. On the one hand, the corona crisis kept marketing expenditure, in particularly the costs of events, at a low level. On the other hand, the bank continued to invest in IT and IT security and, out of solidarity with the victims of the pandemic and the floods, the budget for charity work was increased. Also worth noting is the huge effort to hire extra staff - an increase of as many as 71 new people in one year. At JM Finn, the costs increased as a result of higher costs for IT and staff, despite lower marketing costs. Overall, the cost-income ratio decreased further to 50.17% (39.91% at Delen Private Bank, 87.27% at JM Finn), an exceptionally strong figure in the sector.

Delen Private Bank - Antwerp Delen Private Bank - Antwerp
The net profit of Delen Group increased to 167.6 million euros in 2021 (compared to 131.4 million euros in 2020). JM Finn's contribution to the net result of the group was 8.1 million euros (in 2020: 7.8 million euros).
The consolidated equity of Delen Group amounted to 1,022.5 million euros as at December 31, 2021, compared to 940.3 million euros as at December 31, 2020. The group's common equity tier1 capital, after deduction of primarily intangible assets, amounted to 686.7 million euros at year-end (year-end 2020: 603.4 million euros). Delen Private Bank is more than adequately capitalised, and fully meets the Basel III requirements in terms of shareholders' equity. The common equity tier1 ratio of 38.0% is well above the industry average. Delen Group has a solid and easily understandable balance sheet. The return on the (average) equity amounted to 17%, a highly satisfactory figure.
The only certainty in 2020 and 2021 was uncertainty. This threw the mission of Delen Private Bank, who wants peace of mind for its clients, into sharp relief: protection and prudent management of the client assets. To achieve this, the bank
| (€ 1,000) | 2021 | 2020 | 2019 |
|---|---|---|---|
| Gross revenues | 506,760 | 412,422 | 388,642 |
| Net result (group share) | 167,556 | 131,387 | 118,609 |
| Shareholders' equity (group share) |
1,022,453 | 940,277 | 809,625 |
| Assets under management | 54,345,999 | 45,116,280 | 43,564,970 |
| Cost-income ratio | 50.2% | 53.6% | 55.3% |
| Return on equity | 17.1% | 15.0% | 15.3% |
| CET1 ratio | 38.0% | 40.5% | 36.7% |
| Personnel | 829 | 757 | 718 |
relies on its fund manager Cadelam, which consistently abided by its long-term investment strategies: diversified, sustainable and thematic. This was translated into solid returns for the portfolios of the clients.
The fund managers of Cadelam responded proactively to the strong economic recovery and the steadily rising inflation, in particular by rotation from growth to value stocks and a slight decrease of the duration of the bond portfolio.
At year-end 2021, 86% (30,508 million euros) of the entrusted assets in Belgium were managed directly under a discretionary management mandate or through the bank's own patrimonial beveks (open-ended investment trusts). Expressed in number of accounts, the share of discretionary management accounts is 96%.
Delen Private Bank continues to gain market share in the Belgian private banking niche, also thanks to the strong increase in new private capital. The increased local embedding of the bank is bearing fruit. This encourages Delen Private Bank to continue to invest in staff and infrastructure. In 2021, Delen Private Bank announced it would open a new branch in Zellik (West Brabant) by mid-2022. The end of 2021 also saw the reopening of the splendidly refurbished head office in the historic buildings on the Jan Van Rijswijcklaan in Antwerp.
The town houses with numbers 174 to 192 were transformed into a harmonious, comfortable and modern building where Delen Private Bank can receive its clients in the typical homely Delen style. As a protector of the Belgian heritage, the bank also paid much attention to the preservation of the original soul and architecture of the building. Naturally, green electricity and modern energy-saving and sustainable technologies were opted for too.
Besides physical presence, the bank also invests heavily in its digital channels. The pandemic highlighted the need and desire for a safe and efficient service, wherever and whenever the client wants it. Delen Private Bank meets this need by continuously updating and renewing the functionalities on its Delen ap and Delen OnLine. With Delen Family Services, the bank also offers the client a service that gives him 24/7 a full overview of his assets, including a digital archive for his important documents. This forms the basis for the analysis of his financial situation and for the planning of his accumulated wealth.
In the Netherlands, the commercial efforts of the well-integrated and reinforced team were also rewarded with solid figures. The threshold of 1 billion euros assets under management was exceeded. The strategy in the Netherlands is fully aligned with that of Delen Private Bank and also encompasses the Delen Family Services.
Bank Van Breda once again made a significant contribution to the result and represented approximately 28.5% of the total assets under management. On December 31, 2021, Delen Private Bank managed 9,759 million euros on behalf of clients introduced by the Bank Van Breda network. In addition, Delen Private Bank handled the securities administration of Bank Van Breda (1,743 million euros).
The UK stock market can look back on a strong year. The asset managers of JM Finn took advantage of this favourable context. They maintained a strong geographical diversification of their portfolio and their choice of British multinationals, making them less dependent on the British economy.
Like Delen Private Bank in Belgium and the Netherlands, JM Finn was able to report a record gross inflow of assets. The relocation to a new office in London and the renewed management team created an extra positive dynamic that resulted in a growing commercial commitment.
Since the acquisition of JM Finn in 2011, Delen Private Bank increased its direct shareholding to 93.4%. At year-end 2021, JM Finn managed 14,006 million euros (11,769 million pounds sterling) of entrusted funds, 83% of which in discretionary management. The level of the assets under management and the expansion of the discretionary management segment confirmed that JM Finn is a healthy company with growth potential. The position of JM Finn in the British onshore asset management market, combined with the dedication and experience of Delen Private Bank, will enable JM Finn to continue to expand and to evolve into a prominent player in the British market.
The impact of Brexit on JM Finn is very limited: JM Finn is a British asset manager with British clients. Expenses and revenues are expressed in pounds sterling.
2022 began with some uncertainties. Corona will continue to have an impact this year too. Inflation will remain an important issue. Geopolitical developments must be monitored, with the impact of the Ukraine crisis on financial markets being an additional factor of volatility.
Besides asset management, Delen Private Bank will continue in 2022 to improve its estate planning services. Delen Family Services will be developed further, including through the Delen app.
To support its growth, the bank will continue to hire new staff.
Delen Private Bank, in Belgium and the Netherlands, and JM Finn will in 2022 continue their efforts to attract new capital, with a focus on regions where the banks' name is becoming better known. Besides internal growth opportunities, the group will look into opportunities for acquisition whenever interesting parties with a similar strategy cross our path.



Dirk Wouters

Tom Franck

Vic Pourbaix
Marc Wijnants

Véronique Léonard
Bank Van Breda is a specialised niche bank that focuses on supporting entrepreneurs and liberal professions in building up, managing and protecting their assets.
In 2021 the world remained in the grip of the coronavirus. It had a significant impact on the global and Belgian economy, the educational and healthcare sectors, everyone's private life and the professional activities of the clients of Bank Van Breda. Its first priority was to protect, inform and support colleagues and clients. The investments in IT and digitalisation of the past few years allowed the bank to carry on providing its services without interruption, usually from home. The bank kept in close touch with its clients and managed to communicate with them as personally as possible.
Despite the persistent corona crisis, the economy already experienced a strong recovery in 2021. Additionally, there was a positive stock market climate in 2021. In this context, Bank Van Breda reported an excellent result of 65.2 million euros, which is a 35% increase compared to 2020.
The gross operating result (operating income - costs) increased by 11.5 million euros (+16%) to 82.6 million euros thanks to a 13% increase in operating income
Off-balance sheet products Client deposits Loan portfolio 15,000 14,000 13,000 12,000 10,000 11,000 9,000 8,000 7,000 6,000 5,000 4,000 3,000 2,000 1,000 14,720 (€ million) 6,368 (€ million) 21,088 (€ million)
and despite an 11% increase in costs. This result was driven by a very strong commercial performance and an increase of commercial volumes, both in banking services for entrepreneurs and liberal professionals and at Van Breda Car Finance. The provisions for credit losses are positive, namely +2.2 million euros
due to greater reversals than additions of provisions. Due to the adjustment of the macroeconomic outlook, the COVID-related ECL provisions were partly reversed.
The commercial volumes (total invested by clients + lending) increased to 26.8 billion euros in 2021 (2020: 23.3 billion euros).
The bank's shareholders' equity increased to 678 million euros, and a 10% return on equity (ROE) was realised.
The capital invested by clients increased by 3.2 billion euros to 21.1 billion euros (2020: 17.9 billion euros). This amount consists of 6.4 billion euros (+8%) client deposits and 14.7 billion euros (+23%) off-balance sheet products. This increase of the off-balance sheet products is due to the positive stock market development and, to a greater extent, to a strong net inflow thanks to a greater focus of the commercial network to position Bank Van Breda as an asset partner. The market share increased of both target group clients, entrepreneurs as well as liberal professionals. The total loan portfolio increased by 6% to 5.7 billion euros.
The consolidated operating income increased by 13% to 184 million euros. Realised capital gains, dividend income and results of hedging instruments represented less than 2% of the total operating income, which is therefore almost entirely commercially driven.
The interest result increased slightly (+1.2% compared to 2020). On the one hand, the bank realised a solid growth in the volume of loans despite falling interest rates and high competitive pressure on the interest rate margin. The fee income increased by 27%, primarily thanks to the strong increase in off-balance sheet investments of clients. This is on the other hand attributable to the participation in the TLTRO III programme, an ECB instrument that encourages banks to provide loans to businesses and consumers, and also reduces the bank's finance costs.
The costs increased by 11% to 101.6 million euros. Apart from the increased bank levy (+15%), the personnel costs in particular have increased (+21%), due to a further increase of staff numbers and of the performance-related compensation such as the stock options for staff and directors, the variable remuneration of sales staff, and profit-sharing bonuses for the entire staff complement. This increase is explained by the exceptional commercial and financial performance.
In reply to the question "To what extent would you recommend Bank Van Breda to other entrepreneurs or liberal professionals?", 62.40% of the clients gives us a score on a ten-point scale of 9 or 10 ('promoters') and 9.83% gave a score of 6 or lower ('detractors'). This gives the bank an excellent Net Promoter Score (NPS) of +53. This is one of the best figures in the Belgian banking sector. In addition to high client satisfaction, Bank Van Breda also enjoys high staff satisfaction. From the ´Great Place to Work´ survey that was conducted in November 2021, it appeared that 98% of the staff members consider the bank to be a very good organisation to work for. Bank Van Breda was again nominated as Best Employer and was awarded first place as 'Best Workplace' in the ranking of large companies with more than 500 employees.
Over the past two years, the costs have increased on average by 5% per year. This somewhat discounts the corona year 2020, in which costs were lower than normal.
Despite the increasing costs in 2021 but thanks to the stronger increase in operating income, the cost-income ratio improved from 56% in 2020 to 55% in 2021. This makes Bank Van Breda one of the better performing Belgian banks.
The bank did not report any significant losses on specific loans in 2021. Impairment losses on loans (excluding ECL) were limited to 0.6 million euros in 2021, or just 0.01% of the average loan portfolio (compared to 0.02% in 2020).
Moreover, the bank reduced the provisions for expected credit losses (ECL) to 7.1 million euros, after having increased them in 2020 to 9.9 million euros because of the uncertainties linked to the corona crisis. Taking into account the (partial)
| (€ 1,000) | 2021 | 2020 | 2019 |
|---|---|---|---|
| Operating income | 184,193 | 162,681 | 149,564 |
| Net result (group share) | 65,178 | 48,295 | 43,362 |
| Shareholders' equity (group share) |
678,459 | 620,249 | 573,343 |
| Balance sheet total | 7,791,801 | 7,211,370 | 6,380,896 |
| Invested by clients | 21,087,881 | 17,855,170 | 16,066,871 |
| Loan portfolio | 5,748,252 | 5,414,654 | 5,232,650 |
| Net loan loss provision | -0.04% | 0.10% | 0.03% |
| Cost-income ratio | 55.1% | 56.3% | 61.3% |
| Return on equity | 10.0% | 8.1% | 7.7% |
| CET1 ratio | 16.8% | 14.7% | 13.1% |
| Solvency ratio (RAR) | 17.9% | 15.7% | 14.2% |
| Personnel | 518 | 502 | 486 |
reversal of 2.8 million euros in provisions for expected credit losses, the credit cost ratio (including ECL) was -0.04% in 2021, compared to 0.10% in 2020. The minus sign means that this has a positive effect on the results.
Based on its prudent approach, the bank always ensures a generous liquidity position. The Liquidity Coverage Ratio (LCR) and the Net Stable Funding Ratio (NSFR) amount to 160% and 135% respectively, well above the required lower limit of 100%. The credit portfolio is fully financed through client deposits, so the bank is not dependent on external financing on the international markets.
The shareholders' equity (group share) increased from 620 million euros to 678 million euros, contributing to the strong solvency, which is the main protection for the deposit holders. The common equity ratio (CET1 ratio) stood at 16.8%, and the solvency expressed as shareholders' equity to assets (leverage ratio) was 8.1%, a multiple of the legally required 3%.
The commercial expansion continued apace in 2021. In another unusual corona year, not only was there a bullish market but the total assets under management of entrepreneurs and liberal professions grew by 3.2 billion euros to 20.7 billion euros.
Despite a context of low interest income, the client deposits increased by 469 million euros (+8%) to a total volume of 6.2 billion euros.
The off-balance sheet products increased by 2.8 billion euros (+23%) to 14.6 billion euros. Of this amount, 11.5 billion euros has been entrusted to Delen Private Bank in the form of asset management and funds.
Despite the stiff competition and the expiry of corona measures such as principal deferment (deferred repayments), the volume of loans to entrepreneurs and liberal professionals increased by 297 million euros (+6%) to a volume of 5.2 billion euros.
2021 was still a challenging year for the automotive industry. The consequences of the corona crisis continued to be felt in the delays in delivery of new cars. This was reflected in the trend of new car registrations on the Belgian market (11.2% fewer passenger cars and 0.3% more commercial vehicles according to Febiac). On the other hand, the market for second-hand vehicles grew substantially (+7.5% according to Traxio). Thanks to strong partnerships, Van Breda Car Finance was flexible in its ability to respond to these market trends.
In 2021, Van Breda Car Finance once again reported a strong commercial performance, thanks to investments in building intensive customer relations and launching new partnerships. The production volume increased by 17%, while the portfolio increased by 10% to 544 million euros.
The continuing presence of the coronavirus has meant that these record results were achieved in what is still a very challenging economic context. The impact of this public health crisis as well as the measures adopted by both governments and central banks will continue in the coming years to make for considerable uncertainty. At the end of 2021, there was an unmistakeable rise in inflation, although for the moment interest rates remain low.
Despite the ongoing pressure on interest rate margins, high bank levies, essential investments in the future and uncertainty about possible credit losses as a consequence of the continuing corona crisis, Bank Van Breda remains very well equipped for the future.

A team of competent staff, satisfied clients, the reputation, positioning, ongoing investments and sound financial structure of the bank all serve as a solid basis for healthy financial growth over the long term.

Bank Van Breda opts to systematically and expressly integrate its economic, social and environmental commitment in its corporate policy. The Sustainable Development Goals (SDGs) of the United Nations provide a global framework for this. From its specialisation in services for entrepreneurs and liberal professions, the bank primarily endorses these three goals: 'SDG 3 Good Health and Well-being', 'SG 8 Decent Work and Economic Growth', and 'SG 16 Peace, Justice and Strong Institutions'.

Bank Van Breda - Antwerp
The creation of Nextensa as an integrated real estate investor and developer laid the foundations for a further optimisation of the investment portfolio and project developments. The 1,631 staff members of Anima continued in 2021, under difficult (corona) circumstances, to give the best of themselves to offer their more than 2,100 residents the best possible care.
| (€ miljoen) | 2021 | 2020 | 2019 |
|---|---|---|---|
| Nextensa | 38.6 | - | - |
| Leasinvest(1) | - | 3.3 | 15.7 |
| Extensa Group(1) | - | 25.9 | 29.5 |
| Anima | 4.1 | 3.4 | 5.0 |
| Total | 42.7 | 32.7 | 50.2 |
(1) Figures as of 2021 included in Nextensa figures



Nextensa is a mixed real estate investor and developer with focus on Belgium, Luxembourg and Austria. accommodation and care for the elderly in 59 Belgium. % 93%

Anima focuses on the up-market segment of


Nextensa positions itself as a real estate investor and developer active in Belgium, Luxembourg and Austria.
This had various consequences related to the extension of the asset classes with the addition of the residential development and event activities and to the further strengthening of the position in Luxembourg. The synergy between the two groups also occasioned a complete
2021 was a year of great change for Leasinvest and Extensa. Nextensa emerged from the combination of both companies, and will contribute to new urban projects and the development of high-grade real estate on a larger scale, driven by an innovative approach in the area of sustainability. Nextensa will develop real estate from the perspective of managing a sustainable portfolio and realising capital gains on the sale of projects.
Leasinvest Real Estate renounced its REIT status on July 19, and Nextensa emerged from the business combination with Extensa Group. Nextensa is now a mixed real estate investor and developer focused on Belgium, Luxembourg and Austria.
In the context of this transaction, AvH contributed 100% of Extensa and Leasinvest Real Estate Management to Leasinvest. These contributions represented a joint value of 293.4 million euros and were compensated by the issue of 4,075,458 new shares. As a consequence, AvH owns 58.5% of the capital following the transaction.
Since the summer of 2021, the whole Tour & Taxis site, with its iconic flagship Gare Maritime, one of the most sustainable buildings in Brussels, belongs to Nextensa.

This change has also been felt in the financial sphere. The financing of the former Leasinvest Real Estate had to be completely reappraised, with all banks, bondholders and holders of commercial paper being asked to agree to revised financial covenants, although the commercial conditions were not changed.
The tax-transparent SICAV-FIS status in Luxembourg was renounced at the same time and the old structures that remained for the Knauf shopping centres were reformed and/or liquidated.
In the difficult COVID-19 context, the Food Court opened at Gare Maritime at the end of November 2021, and received no less than 36,000 visitors in the first month after the opening. The Knauf shopping centres in Luxembourg and Frunpark in Asten also experienced strong growth in visitor numbers, even compared with 2019 (pre-coronavirus). The evolution of the corona pandemic seems promising, with the revival of the event sector expected in the near future, which will allow the strengths of the Tour & Taxis site to be fully turned to good account.

Nextensa - Cloche d'Or - Luxembourg


Nextensa - Gare Maritime - Food Market - Brussels
Following the contribution in kind of Extensa Group, the results of Nextensa as of December 31, 2021 consist of the twelve-month results of Leasinvest and the results of the second half of 2021 of Extensa. This change in the consolidation scope makes it difficult to compare the annual figures for 2021 with those of the previous year. The net profit of the new group amounted to 53.2 million euros as of December 31, 2021. Extensa's 14.5 million euros contribution in the first half of 2021 (before the creation of Nextensa) is included in Nextensa's 38.6 million euros contribution for the full year 2021.
Nextensa's investment portfolio was valued at 1.4 billion euros on December 31, 2021. To Leasinvest Real Estate's original portfolio of approximately 1.1 billion euros were added the historic buildings on the Tour & Taxis site from the former Extensa portfolio. Those properties include Gare Maritime, Maison de la Poste, the Sheds, Hôtel des Douanes and the (underground) car parks on the site. As a result of this addition, the share of Belgium in the portfolio increased to 42%. Nevertheless, Luxembourg remains the biggest market with 45%, while Austria represents 13%. According to type of assets, the portfolio comprises 51% offices and 39% retail. The remaining 10% represents 'other' real estate, such as car parks and real estate for events.
In 2021, Nextensa was still confronted with temporary shop closures and mandatory telework due to the corona pandemic. Where in 2020 the pandemic was still responsible for a loss of rental income of approximately 4 million euros, the impact in 2021 remained limited to around 1 million euros.
The occupancy rate decreased slightly to 89.1%, primarily because the retail space in the Gare Maritime could not yet be let because of the corona pandemic. In view of the success of the Food Market and the significant increase in visitor numbers on the site, Nextensa is hopeful about the commercialisation of the retail units.
The yield on the real estate portfolio was 5.20% based on the fair value (5.08% based on the investment value), a decrease by half a percent compared to 2020 and in line with the market trend.
The participation in Retail Estates, which in accordance with IFRS is reported as a financial fixed asset but is analytically regarded as part of the investment portfolio, was remeasured by an amount of 16.6 million euros following the upturn of the stock market price in 2021. The participation was worth 96.5 million euros at yearend 2021.
Since the business combination with Extensa Group, Nextensa also has inventories and work in progress. The inventories, worth 113 million euros, primarily comprise the vacant lots on the Tour & Taxis site which will be developed in the future (Park Lane Phase II and Lake Side), while the work in progress concerns the residential development project Park Lane Phase I (65.5 million euros).
The development project on Cloche d'Or in Luxembourg is accounted for in the consolidated figures according to the equity method, and represented a value of 51 million euros on the balance sheet.
The shareholders' equity increased substantially as a result of the contribution in kind of the shares of Extensa and Leasinvest Real Estate Management on July 19, 2021 (+293 million euros).
The financial debt ratio, i.e. the financial debt divided by the balance sheet total, was 48.6% (compared to 54.0% in 2020). The loan-to-value of the investment portfolio is still 55.6%, although it is expected that this will decrease drastically as a result of the sale of three buildings.
The Monteco office building (Brussels, Montoyer 14) is a prime example of Nextensa's sustainability ambitions. The timber structure convinced Bank Nagelmackers to sign a 12-year lease. The new building is scheduled for completion in Q4 2022.
The high-grade mixed project Hangar 26/27 in Antwerp was developed in association with Danish architecture firm CF Moller, with the extension of both office and retail space. In this exceptional and unique location in the city, special attention was given to ensuring harmonious connections between the private spaces of the project and the public spaces of the quays. The last tenant vacated the ground floor on June 30, 2021. Renovation work began on the ground floor (1,000 m²) and the façade in September 2021. Discussions on a new food concept have reached an advanced stage.
Brewery AB InBev and Nextensa have joined forces for a brand-new food concept. At the end of November they opened a Food Market in Gare Maritime, the bustling commercial heart of Tour & Taxis. This innovative culinary concept has immediately won the hearts of the people of Brussels, attracting more than 36,000 visitors in the first month since opening. This is far above expectations given the corona pandemic.
A 12-year lease was concluded with Unicef for 900 m² in the office part of Gare Maritime. The lease commences on April 1, 2022 and fits in perfectly with Unicef's sustainability strategy.
The extension of the shopping centre Knauf Schmiede (approx. 8,500 m²) will be completed in the summer of 2022. This extension will encompass a broader commercial offering, an innovative catering concept, and an activity and relaxation area for families. Except for one unit, the new phase is virtually fully let, albeit in the form of Letters of Intent (LOI).
The new three-storey car park is now operational at the Knauf Pommerloch shopping centre in the north of the Grand Duchy close to the Belgian border. A number of new tenants, including Fressnapf, New Yorker and Foot Locker, have moved in, driving footfall back up to the 2019 level.
The EBBC Business Park, now renamed 'Moonar', will be completely repositioned as a new office campus in Luxembourg. The concept will emphasise community and outdoor green spaces, with various places to meet, such as libraries, coffee bar and terraces. The estimated renovation budget is 34 million euros, with completion expected in the course of 2023. A number of currently vacant spaces are no longer offered on the market, enabling their gradual renovation to be started and continued. The first negotiations have now been initiated with potential tenants.
The remaining semi-industrial premises in the Brixton Business Park were sold in February 2021, generating a profit of approximately 3 million euros. A non-strategic supermarket in Diekirch (Luxembourg) was also sold at a profit of approximately 1 million euros.
Nextensa's strategy is aimed at aligning the portfolio to the new investment criteria. In this connection, sales agreements with conditions precedent were signed for three buildings, more particularly The Crescent (Anderlecht, Belgium), Monnet 4 (Kirchberg, Luxembourg) and Titanium (Cloche d'Or, Luxembourg). These three properties together are worth 140 million euros. The Crescent and Monnet 4 have meanwhile been sold in February 2022. The sale of Titanium is planned for the end of 2022.

(2) Nextensa - Hangar 26/27 - Antwerp Reported as Leasinvest Real Estate
| (€ 1,000) | 2021 | 2020(2) |
|---|---|---|
| Rental income | 65,174(1) | 59,848 |
| Result of development projects | 15,373(1) | - |
| Net result (group share) | 53,244(1) | 7,683 |
| Shareholders' equity (group share) |
779,970 | 487,211 |
| Real estate portfolio (fair value) | 1,407,919 | 1,141,190 |
| Rental yield (%) | 5.20 | 5.63 |
| Occupancy rate (%) | 89.1 | 91.6 |
| Loan-to-value of investment portfolio (%) |
55.6 | 54.3 |
| Financial debt ratio (%) | 48.6 | 54.0 |
| Personnel | 48 | 25 |
(1) 2021: 12 months Leasinvest Real Estate, 6 months Extensa
Park Lane Phase I is a residential development of 319 apartments situated next to Gare Maritime on the Tour & Taxis site. This development has been a success, with just 11 apartments still available for sale at year-end 2021. The last apartments will be delivered in May 2022, and residents will gradually move in.
Planning permission for Park Lane Phase II was obtained during 2021. The project will start up in April 2022 with the construction of the underground car park, which will form the basis for 346 apartments, spread over 11 buildings. Prospective residents and investors have both already shown much interest.
A joint venture has been set up with Promobe, a Luxembourg-based developer, for all developments in Luxembourg. All projects are situated in Cloche d'Or, a new district formed of offices, retail and housing on the southern outskirts of Luxembourg City. Together with Promobe, Nextensa is only active in the office and housing segments.
In the second half of 2021, the Banca project was sold to the end user, Banca Intesa Sanpaolo. The office building (10,000 m²) was sold for approximately 89 million euros. The Kockelscheuer office building (4,100 m²) was sold for 48 million euros at the beginning of January 2022. The whole building had been pre-let to Regus.
Two more office buildings are under construction. Darwin I (5,000 m² of office space) is already more than 90% pre-let, and an option has been taken on the rest. The building will be delivered in September 2022. Darwin II (4,700 m² of office space) is pre-let in its entirety to the Luxembourg state. This tenant also has a purchase option valid for three years from delivery (March 2022). Hence, this building remains in the portfolio.
Given the continuing high demand for office buildings, preparations are ongoing for the development of two additional 7,000 m² office buildings. An LOI has already been signed for the lease of 40% of one of these buildings.
The D-Sud residential project is virtually fully completed and sold in its entirety (except for the retail units and ground floor). It consists of 151 apartments and 11 retail units. LOIs have already been signed for the lease of some of the retail units.
The D-Nord project consists of 194 apartments, 176 of which have already been sold off-plan. Construction is well under way, with completion expected in early 2023.
As virtually all apartments under construction have already been pre-sold, the commercialisation of the next residential development - the D5-D10 project - has already begun. This consists of around 150 apartments, some 60 of which have already been sold off-plan. The purchase option on the land was exercised and the financing signed at the end of 2021, so that the works can start in the spring of 2022. Consequently, this project will begin to contribute to Nextensa's results from the second half of 2022.
Preparations were also started for the commercialisation of D-Tours, the last residential project at îlot D. This comprises three residential towers with a combined 350 apartments totalling 33,000 m² of floor space. Commercialisation is expected to begin in the second half of 2022.
Nextensa sees recurrent annual profits based on the optimisation of a sustainable investment portfolio and the scheduled project developments at Cloche d'Or and Tour & Taxis, with a dividend growth averaging 5-10% per year. The further sales programme will generate exceptional capital gains, but will also drastically reduce the debt ratio on the investment portfolio.
Nextensa positions itself as a sustainable developer/investor that targets projects that add value to society in an urban context. As a result of the synergy generated, Nextensa controls the entire real estate project cycle from the purchase of a land position to the management of the asset. This means that projects such as Lake Side (Tour & Taxis - 130,000 m²) will be completed with the greatest possible attention to carbon neutrality and optimal energy consumption, based on a well-considered choice of materials and use of the most state-of-the-art technology available.
Nextensa's mantra will be 'Places you prefer', where users will live, work, shop and relax in an ecologically responsible environment.


Johan Crijns
Luc Devolder


Olivier Fassin
Frank Foucart

Erwin Lips
Eric Maes

Ingrid Van de Maele
Jeroen
Versnick

Anima specialises in the care and health sector in Belgium, focusing on the up-market segment of residential care for the elderly. In residential senior care, Anima invests in both the operational activities and the real estate.
As of December 31, 2021, Anima had 2,567 beds in operation, of which 2,178 nursing home beds, 130 convalescence beds and 259 service flats, spread over 24 care centres (9 in Flanders, 7 in Brussels, 8 in Wallonia).
The results of Anima were still impacted in 2021 by the corona crisis. The occupancy rate reached a low point in the second quarter, during the third corona infection wave. Thanks to the vaccination campaign, the impact of the virus could be mitigated and normal activity was largely resumed in the care centres. This was reflected in increasing occupancy rates at all care centres from the summer of 2021.
Anima realised a turnover of 99.2 million euros in 2021 (95.8 million euros in 2020). The increase is primarily due to the increased occupancy rate at the newbuild sites Nuance (Vorst) and Kristallijn (Bilzen), and the contribution of the recently acquired Les Trois Arbres (Mellet), which only began to contribute to the consolidated results in the second half of 2020, and Saint-Vincent (Jumet), which was taken over in the last quarter of 2021. Anima continued to focus on quality by investing in the strengthening of its teams. During the corona crisis, extra staff
and resources were deployed to give maximum support and protection to the local teams and residents. Thanks to the recovery of occupancy rates and the support given by the government to cover the extra expenditure to control the coronavirus, Anima realised an EBITDA in 2021 of 21.4 million euros (20.7 mil-
lion euros in 2020) and a net profit of 4.4 million euros (3.7 million euros in 2020).
Anima invested 13.5 million euros in 2021, of which the majority in its new-build projects. These investments led to an increase of the net financial debt (incl. IFRS 16 Leases) from 151.4 million euros at December 31, 2020 to 157.1 million euros at December 31, 2021, and to an increase of the balance sheet total from 264.3 million euros to 279.5 million euros.
Focus in 2021 continued to be primarily on controlling the corona crisis. The care centres again came under pressure from the third corona infection wave in the spring. Normal life in the care centres was largely resumed in the summer months, albeit with maintenance of certain corona measures. Thanks to the vaccination campaign, there were no more large-scale COVID-19 deaths to be reported in 2021.
During the crisis, Anima made every possible effort to keep guaranteeing the quality of service.


Anima - Alegria - Anderlecht Anima - Kristallijn - Bilzen
Even during the corona crisis, Anima continued to invest in the development of the group:
Now that the corona crisis is more under control, Anima expects that operational activities will continue to recover to the level before the crisis, and especially that the four new-build sites that opened at the end of 2019 and the beginning of 2020 will develop further to the occupancy target.
In the residential care centres De Toekomst and Ravelijn, the convalescence beds will be converted into nursing home beds during the second quarter of 2022, as is provided for in the certification schedule.
| (€ 1,000) | 2021 | 2020 | 2019 |
|---|---|---|---|
| Turnover | 99,193 | 95,819 | 89,276 |
| EBITDA | 21,350 | 20,739 | 19,459 |
| EBIT | 9,773 | 9,474 | 10,579 |
| Net result (group share) | 4,416 | 3,711 | 5,382 |
| Shareholders' equity (group share) |
73,398 | 68,699 | 64,981 |
| Net financial position | -157,140 | -151,448 | -140,337 |
| Balance sheet total | 279,482 | 264,347 | 244,723 |
| Personnel | 1,631 | 1,553 | 1,511 |
The new-build site Tour & Taxis in Brussels, with a capacity of 196 beds, will open in the second quarter of 2022. The Parc de l'Alliance site in Braine-l'Alleud will be delivered after the summer of 2022.
Construction of the new-build residence in Oudenaarde (64 nursing home beds and 22 service flats) will begin in 2022. Likewise, the construction of a new care centre in Putte (98 nursing home beds and 16 service flats) is in full preparation.

• Making residents happy, giving them good care and offering them a warm home: that is the mission of Anima. Anima chooses employees who give the best of themselves, day in, day out, to accomplish this mission. In 2022, too, Anima will continue to focus on further improving the quality of its service. Concrete action plans are drawn up on the basis of quality measurements and surveys, and efforts are invested in the improvement and development of a top-quality and professional group.

Excellent production results at SIPEF and Sagar Cements, in combination with good price levels, also translated into a record contribution of 'Energy & Resources'.
| (€ million) | 2021 | 2020 | 2019 |
|---|---|---|---|
| SIPEF | 27.7 | 4.3 | -2.3 |
| Verdant Bioscience | -0.9 | -0.6 | - |
| Sagar Cements | 3.2 | 3.1 | 0.8 |
| Total | 30.0 | 6.8 | -1.5 |



SIPEF produces certified sustainable tropical agricultural products, primarily palm oil.

Biotech company Verdant Bioscience develops F1 hybrid palm oil seeds (Singapore/ Indonesia). 35% 42% 22%

Sagar Cements, with headquarters in Hyderabad (India), is a listed cement manufacturer.

François Van Hoydonck

Charles De Wulf


Thomas Hildenbrand

Robbert Kessels
Petra Meekers Nelis


Shareholding percentage AvH
SIPEF specialises in certified sustainable production of tropical agricultural products, primarily palm oil.
The listed agro-industrial group SIPEF produces sustainable certified tropical agricultural commodities, in particular crude palm oil and palm products in Indonesia and Papua New Guinea (PNG) and bananas in Ivory Coast. These labour-intensive activities are characterised by a broad engagement of different stakeholders, which supports these long-term investments in a sustainable manner.
SIPEF is convinced that palm oil, as the most productive and efficient vegetable oil, is an essential part of a balanced diet for an increasingly large and wealthy global population. SIPEF aims to be a reliable partner for its customers, suppliers, employees and other stakeholders in the production and sale of sustainable palm products.
As a tropical agricultural company, SIPEF is focused on the production and sale of palm products: crude palm oil, palm kernel oil and palm kernels. SIPEF continues to do that within the framework of certified goods flows in line with the regulations of the RSPO and the International Sustainability and Carbon Certification (ISCC), for use in the food industry and green energy production respectively. Similar standards are also applied to the production of bananas, which is also certified, with full traceability of the product, which respects people and nature.
In recent years, SIPEF has taken an important step forward in the 'No Deforestation, No Peat, No Exploitation' movement with its own 'Sustainable Plantation Policy', which is constantly fine-tuned. This guarantees that the palm oil that SIPEF puts on the market is not only certified, but also caused no harm to people or the environment in the process of expansion.
SIPEF reported a record performance year in 2021, both in terms of production and result.
The total group production of RSPO compliant, certified 'segregated' sustainable palm oil increased by 16.7% to 384,178 tonnes, compared to 329,284 tonnes in 2020. This increase was the result of very favourable weather conditions, that were conducive to palm growth and fruit development of all palm oil operations in Indonesia and Papua New Guinea, and of the swift recovery of the areas in PNG that had been affected by the volcanic eruptions in 2019. The good climate also led to higher oil extraction ratios, which averaged 24.0%, which is 0.6% higher than in 2020. This is again a record for the palm oil mills of the SIPEF group.
The palm oil market experienced a steady increase in prices throughout the year. In 2021, the average world market price for crude palm oil (CPO) was 1,195 USD per tonne CIF Rotterdam, compared to 715 USD in 2020. The turnover for palm oil increased by 60.9% due to a combination of higher production volumes and a higher world market price for CPO. The turnover in the banana segment increased (in USD) by 6.1% due to an increase in volumes sold. The turnover for rubber and tea decreased due to lower
production and the loss of direct sales by PT Melania, which was sold in 2021. The total turnover increased by 51.8% to 416 million USD (2020: 274 million USD).
In Indonesia the export levy and export tax increased significantly. For the entire year 2021, the total impact of the export levy and export tax is estimated at approximately 349 USD per tonne, compared to 74 USD per tonne in 2020.
On April 30, 2021 an agreement was signed with Shamrock Group concerning the conditional sale of PT Melania for 36 million USD. PT Melania (SIPEF 95%) owned about half of SIPEF's rubber operations and the entire tea operations in Java. A total capital gain of 11.6 million USD (group share 11.0 million USD) was realised on this transaction. In the second quarter of 2021, 40% of the shares were sold for 19 million USD. The second tranche of 60% of the shares (of which 55% are held by SIPEF) will be transferred no later than 2024 for 17 million USD, once SIPEF will have fulfilled a number of conditions.
The net recurring result (group share) amounted to 82.7 million USD, which is almost six times higher than the result of 14.1 million USD in 2020. Including the capital gain on the sale of PT Melania, the record result amounted to 93.7 million USD.
Thanks to the positive free cash flows, the net financial debt decreased by more than two-thirds to a level below 50 million USD.
Production (Tonnes)(1)

(1) Own + outgrowers


SIPEF - Offloading of cages from the sterilised bunches in threshing station
SIPEF
In the fourth quarter, the palm oil production in the own plantations grew at a slower pace, as an erratic rainfall pattern hampered harvesting and transport. In addition, it was mainly the already mentioned more limited fruit development, with lower bunch weights that effectively continued in the fourth quarter in most of the mature plantations in North Sumatra (-1.4%) and in Bengkulu (-0.2%). Only in the UMW/TUM plantations with organic soils, due to controlled water management, the growth continued in the last quarter (+5.6% compared to the same period of last year). Year-on-year, the combined palm oil production in the mature plantations of North Sumatra and Bengkulu increased by 6.6% compared to 2020.
In South Sumatra 10,195 hectares of young-mature plantings are now being harvested. These are spread over 8,748 hectares of new plantations in Musi Rawas and 1,447 replanted hectares in Dendymarker. The Dendymarker mill (under expansion) converted the harvested fruits into 24,540 tonnes of palm oil, exceeding last year's volume by 39.9%.
| (USD 1,000) | 2021 | 2020 | 2019 |
|---|---|---|---|
| Turnover | 416,053 | 274,027 | 248,310 |
| EBITDA | 188,031(1) | 73,682 | 47,225 |
| EBIT | 139,416(1) | 30,778 | 4,940 |
| Net result (group share) | 93,749(1) | 14,122 | -8,004 |
| Shareholders' equity (group share) |
727,329 | 638,688 | 628,686 |
| Net financial position | -49,192 | -151,165 | -164,623 |
| Balance sheet total | 991,765 | 946,641 | 943,125 |
(1) Including capital gain on PT Melania: 11.6 million USD (group share: 11.0 million USD)
In 2021, the annual growth of palm oil volumes from the own estates was 41.9%. However, there was a slight weakening of the growth rate to 28.0% in the fourth quarter. This exceptional increase in volume was mainly thanks to the favourable agronomic effects of a moderate rainfall. The precipitation level was a third lower than the average of the last five years. On the other hand, there was also the unexpectedly fast recovery of production on the areas in Papua New Guinea which were most affected by the ash from the volcanic eruptions in 2019.
The production of palm oil from the harvests of smallholders, where the palms were less affected by the ashfall, increased by 14.1% year-on-year. This growth was mainly due to the growth-promoting rainfall. Harvesting by local smallholders was also encouraged by the high world market prices for their delivered fruit. The oil extraction ratios (OER) of the three mills in Papua New Guinea reached a record annual average of 25.6%, compared to 24.6% in 2020.
After a production slowdown in the third quarter, the exported banana volumes from Ivory Coast showed the anticipated strong growth in the fourth quarter (+10.8%). As a result, the annual production, based on an identical area, increased again by 3.3% compared to 2020. The profitability of the banana and horticulture activities was confirmed with a gross margin of 3.8 million USD.
SIPEF's total capital expenditures amounted to 68.7 million USD and mainly related to the expansion in South Sumatra in Indonesia. The cultivated areas in Musi Rawas increased, in RSPO compliance, by 956 hectares to a total surface area of 14,970 hectares. An additional 2,630 hectares were also replanted in the nearby Dendymarker plantation. Due to COVID-19 related logistic and operational impediments, total investments remained however below expectations.
As a result of these recent achievements, a total of 76,691 hectares was planted with oil palms in the SIPEF group by the end of 2021, and the supply base is now nearly 100,000 hectares, for delivery to nine palm oil processing mills in Indonesia and Papua New Guinea.
In 2021, the banana area in Ivory Coast was expanded with a new plantation, of which 28 hectares were already planted in the fourth quarter. The annual production should therefore increase by 18% in 2022, mainly due to the new harvests in the second half of the year.
In 2022, the annual volume of palm oil produced should exceed 400,000 tonnes for the first time in SIPEF's history, although the expected increase will be rather limited to around 4%. Considering the exceptional strong growth of 16.7% in 2021, SIPEF will, nevertheless, be able to record an annual average growth of 10% over the last two years, as foreseen in the multi-annual plan.
All in all, the vegetable oil market remains in a very narrow balance of supply and demand on almost all fronts and a longer-term elevated price level is foreseen. Only a negative macro-environment or governmental decisions could change that outlook.
Thanks to the combination of increasing annual production volumes and a continuing strong palm oil market, SIPEF expects also in 2022 very satisfactory recurring results.

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Verdant Bioscience (VBS) is a biotech company established in 2013 with the primary objective of developing high-yielding F1 hybrid palm oil seeds.
Pending these new products, the limited seed trade and plantation activity produced a loss of 2.5 million USD.
VBS works together with a.o. SIPEF to test commercial varieties of candidate oil palms at its plantations in Sumatra. VBS
High-yielding F1 hybrid oil palms are expected to deliver a significant potential in terms of yield and productivity enhancement in the global palm oil industry. Increasing yields per unit area is considered the only real solution to meeting the world's growing demand for vegetable oil without increasing planted areas. This could remove the risk of further loss of rainforests and biodiversity. Such a yield increase would be unique for a crop like oil palm.
VBS is the first Indonesian seed producer to bring semi-clonal seeds to the market, based on clones produced as female seed palms through a tissue culture process. This production of semi-cloned seeds enables VBS to produce selected elite crosses in commercial quantities under the brand name Verdant Select, which have been thoroughly tested in both Papua New Guinea and Indonesia.
Besides the semi-cloned seeds, VBS is focusing a specific F1 hybrid programme. Despite the challenges of operating during a pandemic, the F1 hybrid programme has made good progress. Candidate F1 hybrid crosses grown in the nursery were field planted in 2021. Further testing of new F1 hybrid crosses will now continue each year with female plants from different genetic backgrounds. VBS is on track to commercialise the first fully tested F1 hybrid palm oil seeds in 2028.
agronomists and crop protection staff make recommendations in order to realise the potential of existing plantations, mainly by increasing yields per hectare and innovatively enriching the soil.

Verdant Bioscience
| (USD 1,000) | 2021 | 2020 |
|---|---|---|
| Turnover | 3,319 | 2,880 |
| EBITDA | -1,754 | -2,086 |
| EBIT | -2,412 | -2,777 |
| Net result (group share) | -2,514 | -2,645 |
| Shareholders' equity (group share) |
11,191 | 13,704 |
| Net financial position | -19,077 | -17,316 |
| Balance sheet total | 33,665 | 33,451 |
| Personnel | 617 | 349 |



Shareholding percentage AvH
Sagar Cements is a listed cement manufacturer headquartered in Hyderabad (India). The factories in the states of Telangana and Andhra Pradesh (south India), Madhya Pradesh (central India) and Orissa (east India) have a total production capacity of 8.25 million tonnes per year.
Like most economies, India continued to experience pandemic induced challenges in 2021, though the economic shock was weaker than in 2020. The second wave of infection peaked in May 2021 and the recovery gained momentum in the second half of the year. Supply chain disruptions and rising commodity prices pushed inflation upwards, giving rise to major increase in raw material costs for cement manufacturers in the country, including Sagar. Overall, the OECD projects India's GDP to grow at 9.4% in 2021 and at 8.1% in 2022. The cement industry is expected to benefit considerably from the government's push to increase capital expenditure by 35% in 2022-2023, with a focus on improving infrastructure and affordable housing.

Sagar Cements
| 2021 | 2020 | 2019 | ||
|---|---|---|---|---|
| € 1,000 | INR (mio) | INR (mio) | INR (mio) | |
| Turnover | 172,203 | 15,128 | 12,572 | 12,374 |
| EBITDA | 37,496 | 3,294 | 3,492 | 2,052 |
| EBIT | 28,250 | 2,482 | 2,673 | 1,303 |
| Net result (group share) | 14,545 | 1,278 | 1,374 | 441 |
| Shareholders' equity (group share) |
150,795 | 12,765 | 12,128 | 9,480 |
| Net financial position | -115,170 | -9,749 | -5,693 | -4,683 |
| Balance sheet total | 385,175 | 32,605 | 23,032 | 18,711 |
| Personnel | 914 | 731 | 738 |
Despite the pandemic and spiralling energy prices, Sagar reported a nice growth in 2021 with turnover increasing by 21% to 15.1 billion INR (172 million euros). However, the EBITDA decreased during this period by 6% to 3.3 billion INR (37 million euros). This reduction stems from the significant increase in imported fuel prices (petroleum coke, coal) and reduced demand during the heavy
monsoon season. These two factors neutralised the favourable price environment and the efforts to control costs, such as the improvement of energy efficiency and the increased consumption of alternate fuels.
By the end of 2021, Sagar successfully completed its expansion projects in Madhya Pradesh (capacity of 1 million tonnes) and Orissa (capacity of 1.5 million tonnes) increasing its total cement capacity to 8.25 million tonnes. This is in line with Sagar Cements' strategy aimed at increasing its capacity to 10 million tonnes by 2025, and at further expanding its reach into attractive markets.



Virtually all 'Growth Capital' participations, too, realised markedly better results, with Mediahuis, Manuchar, Turbo's Hoet Groep and OMP as particular highlights. With the IPO of Biotalys and a successful new capital round at Medikabazaar (India), the first results were recognised on a series of investments that were made in recent years in young and promising companies.
| (€ million) | 2021 | 2020 | 2019 |
|---|---|---|---|
| Contribution of participations |
71.3 | 12.7 | 17.6 |
| Contribution | 53.2 | ||
| Fair value | 18.1 | ||
| AvH & subholdings | -18.1 | -13.5 | -3.5 |
| Net capital gains/ losses |
-1.2 | 3.1 | 112.9 |
| Total | 52.0 | 2.3 | 127.0 |



AvH makes venture capital available to a limited number of companies with international and sustainable growth potential. The investment horizon is longer on average than that of the typical private equity providers. The diversified nature of these investments and the healthy balance sheet structures that are employed in that respect contribute to a spread of the economic and financial risks.
A selective investment policy takes account of a number of global trends, a sustainable growth potential, and realistic long-term business plans. Special attention is paid to the quality of the management team, talent development, operational improvements, innovation and ESG aspects. A restricted number of participations allows the AvH team to build up an in-depth understanding and to help shape the strategy in an informed manner.
Despite the frequent lockdowns due to COVID-19, with implications in various respects, the AvH model once more proved its strength. The focus on strong corporate cultures with concern for the well-being of staff and other partners was reflected in the resilience and the operating results of the participations.
The financial markets experienced a sharp downturn at the beginning of 2021, but then recovered vigorously, driven by sectors where (digital) innovation plays an important role. The venture capital market experienced a spectacular growth - now also in Europe - with emphasis on high-tech companies or companies in the healthcare sector. The cheap money and the large sums of capital in search of return led to a record year in the M&A markets, both in private equity and on the stock markets. The sharply increased valuations still call for selectivity.
Sustainability is getting more attention, which makes AvH's approach popular. Many management teams are acknowledging the merit of strong shareholders who, besides a financial contribution, also provide a value-driven approach, active support and networks with a long-term perspective. The interaction between investment teams and boards of directors, which offer a sounding board to management teams, is a success factor which AvH keeps focusing on.
AvH has examined numerous projects and can look back on a busy investment year, with a mix of new and follow-up investments. The high expectations of sellers, however, meant that AvH decided on several occasions not to pursue certain projects further despite their merits. (Additional) investments were made in venture capital firms, such as Biotalys and in the fast-growing sector of (digital) health care in India (Medikabazaar). Investments were also made through funds in fast-growing sectors in Asia, such as HealthQuad II and Venturi, where AvH assumes the role of anchor investor. In June, a 22% participation was taken in Van Moer Logistics, which focuses on sustainable logistics.

(2) Including through HealthQuad Fund I + II (3) Fully diluted
(1) Including through AXE Investments

After the satisfactory results in 2020, the participations reported a strong performance in 2021, despite the lockdowns or the disruption of the supply chains. As a result, the contribution of Growth Capital to AvH's results increased vigorously. This is explained by, among other things, record results reported by about five participations. Not a single participation made an important loss in 2021.
Mediahuis reported a record result in a difficult sector, with a strong turnover increase. A number of one-off windfalls made up for one-off restructuring or acquisition costs. Through Mediahuis Ventures, the range of activities is being expanded in the long term. The sound management of the supply chains had, on balance, a highly positive impact for Manuchar and Turbo's Hoet Groep, while OMP reported record results thanks to a strong demand for its services. The solid result of Agidens achieved thanks to the Life Sciences activities was also characterised by a substantial capital gain on the disposal of the infrastructure activities. EMG made a vigorous recovery under a new management team. Van Moer recorded a satisfactory result despite the increasing fuel costs and the shortage of drivers. Biolectric was able to further limit its loss in a scale-up phase, although it is being impeded by the increasingly stringent permit requirements for investments at the end customers. Medikabazaar continues to grow successfully, while HealthQuad was able to successfully complete its first divestments. Biotalys had a successful
IPO, and like Indigo, MRM Health and OncoDNA continues to invest in the development of its products.
AvH has over the past few years invested in a number of young and promising companies, either directly or through specialist investment funds. As they become successful and subsequent capital transactions take place, this may give rise to the recognition of fair value remeasurements. This was the case in the second half of 2021 following the successful IPO of Biotalys and a new capital round at Medikabazaar.
The decrease of the result contribution of 'AvH & subholdings' is mainly due to the adjustment to the fair value of other non-consolidated investments and the investment portfolio, which together had a negative impact of approximately 4 million euros negative. The sale of a few small participations resulted on balance to a limited capital loss of 1.2 million euros.


Agidens, an independent systems integrator, provides advice, engineering and automated solutions for industrial processes. The group currently has about 500 employees, spread across Belgium, the Netherlands, France, Switzerland and the US.
Oil & Gas faced challenging market dynamics for tank terminals, with increasing oil and commodity prices having a negative impact on investment decisions of customers. A growing demand for digitalisation of the tank terminal industry opens up prospects for the future.
Food & Beverages and Fine Chemicals
reported a slowdown in order intake during the first half of 2021, but this was subsequently fully compensated (+3% over the full year). The importance of improving productivity and the increased digital connectivity, including data analytics, have over the past year led to a stronger market position with new projects in MES (Manufacturing Execution Systems) and in process automation. 2021 was another year with solid growth figures, despite volatile market conditions. The strong order intake of 79 million euros (+13%) and the turnover of 75 Life Sciences realised a strong turnover increase, partly thanks to its contribution in
In July, an agreement was reached with BESIX Group on the sale of Agidens Infra Automation, the division that specialises in government contracts for infrastructure projects. This transaction enables Agidens, through an increased focus and investments, to grow further into a European player in the process automation market. In 2022, Agidens will take further steps to transform into a divisional structure organised around the segments Automation Projects, Software and Services. This will allow it to turn its industry expertise to full account and so create substantial added value for its customers.

million euros (+3%) led to better results, driven primarily by Life Sciences.
the automation of production installations for the COVID-19 vaccine. Its industry expertise, combined with the references from pharmaceutical multinationals, are important growth factors for its validation services, in which Agidens saw its market
Agidens
share increase.
| (€ 1,000) | 2021 | 2020 | 2019 |
|---|---|---|---|
| Turnover | 74,807 | 91,688 | 92,875 |
| EBITDA | 10,758 | 7,363 | 6,297 |
| Net result (group share) | 5,410 | 1,299 | 1,326 |
| Shareholders' equity (group share) |
23,068 | 17,583 | 16,548 |
| Net financial position | 1,959 | -11,873 | -16,021 |

• Agidens pursues a sustainable ESG policy, guided by the UN SDGs. Agidens is committed to respect, well-being and positive development for all stakeholders, and stimulates safe working and lifelong learning of its employees, the human capital of the company. As a technology firm, Agidens focuses strongly on innovation, and through its activities makes an important contribution to improving the production processes of its customers.


Leysen


AXE Investments is an investment company with participations in the IT group Xylos and in Agidens. It also owns part of the Ahlers building on the Noorderlaan in Antwerp.
The annual result of AXE Investments comprises the results from the participation in Xylos and the rental income from the Ahlers building. The contribution of Xylos is accounted for using the equity method. The contribution of the 26.23% participation of AXE in Agidens is shown on the line Agidens.
Xylos is a pioneering IT player on the Belgian market. With its expertise and nearly 40 years of experience in the implementation of technology, it keeps people and organisations digitally fit and safe. For this purpose, the company combines 360° user adoption (a special focus on users and change management), IT-related training programmes and digital coaches, as well as digital learning products and platforms.

AXE Investments
| (€ 1,000) | 2021 | 2020 | 2019 |
|---|---|---|---|
| Turnover | 542 | 568 | 630 |
| EBITDA | 255 | 168 | 122 |
| Net result (group share) | -223 | -434 | -68 |
| Shareholders' equity (group share) |
14,184 | 14,407 | 14,841 |
| Net financial position | 5,045 | 4,470 | 4,463 |
(1) The figures of Agidens are not consolidated at the level of AXE Investments.
This emphasis on human progress is also central to the strategic coaching of customers. Xylos always makes sure that they fully attune their technology to fundamental needs and requirements. In 2021, Xylos made its customers even more resilient in the modern workplace, helping them with digital workplace
technology and end user support: coaching, training and e-learning. It also paid a lot of attention to user awareness around cyber security. For this purpose, Xylos commercialised the digital learning solution InviQta and developed a new interactive game for users of its Escape Room App, a learning application in Microsoft Teams. Finally, Xylos invested heavily in the development of its cloud services at the end of 2021.
The Xylos group employs 250 people and has offices in Brussels, Antwerp, Herentals and Ghent.
Bagaar, an expert in software platforms and smart products, is also part of the Xylos group. Bagaar provides strategic advice, creates mobile, IoT (Internet of Things) and web applications to transform organisations and the way they work. It always creates a rock-solid design and a flawless user experience (UX).
• Human experience is crucial. The recurring theme of human progress at customers originated in Xylos' own HR vision. A flexible workplace at the office or elsewhere, jobs in which mutual trust and efficiency are prioritised, attention to personal growth and well-being are the means with which Xylos enthuses employees. Everyone shares the Xylos DRIVE values: Diversity, Respect, Innovation, Vision and Entrepreneurship.



Biolectric is market leader in the production and sale of compact biogas installations (11 to 74 kW) intended for dairy cattle and pig farms and water purification stations. Thanks to the anaerobic digestion technique, methane gas from manure and sludge is converted into sustainable electricity and heat, avoiding the emission of harmful greenhouse gases.
tle industry and pig farming to reduce methane and nitrogen emissions.
The shareholders of Biolectric, AvH Growth Capital and founder and CEO Philippe Jans, together with executive Klaas Vanhee, confirmed their confidence in the future of the group by increasing the capital of the company by 1.5 million euros at the end of December 2021.
As in 2020, Biolectric experienced a challenging year due to the impact of various corona measures in its main markets and the ongoing nitrogen issue in the Netherlands and Flanders. These circumstances impeded the commercial efforts and the timely obtaining of permits as a result of administrative delays.
Nevertheless, Biolectric was able to close the year with 102 orders for biogas installations (+15% compared to last year), of which 35% from Belgium and 32% from France. A remarkable trend is the growing interest in digesters shown in Wallonia, where 17 orders were placed compared to just 2 in 2020.
In 2021, a turnover of 10 million euros was realised, which is 11% more than in 2020. 49 digesters were installed at customers in several countries, of which 9 with retention of ownership by Biolectric in Belgium and the Netherlands.
Biolectric continues to invest in strengthening its direct sales organisation, a top-quality after-sales service and the development of a project management team to shorten the lead time between signing the contract and putting up the biogas installation. The group has also adopted new ERP software which, among other things, provides a clearer picture of the cost structure.
The group reported a net loss of 1.0 million euros, primarily because of those investments and the longer lead time of the direct sales. Biolectric remains however convinced that it provides an innovative and affordable solution to the dairy cat-
| (€ 1,000) | 2021 | 2020 | 2019 |
|---|---|---|---|
| Turnover | 9,521 | 8,588 | 5,830 |
| EBITDA | -876 | 199 | 75 |
| Net result (group share) | -1,013 | -125 | -127 |
| Shareholders' equity (group share) |
9,767 | 9,774 | 9,902 |
| Net financial position | -6,069 | -3,691 | -3,323 |

Biolectric

• The global livestock population is responsible for about 10% of all greenhouse gas emissions. A solution to the emission of methane gas, a greenhouse gas that is 28 times (even 34 times according to some sources) more harmful than CO2 , will therefore have a huge impact on efforts to control global warming. Biolectric can make a significant contribution to these efforts. By installing one digester, an average Belgian farm can avoid 270 tonnes of CO2 equivalents of methane gas emissions, which corresponds to the annual emissions from 150 cars. Biolectric's solution thus creates a win-win situation for farming and the environment.



Shareholding percentage AvH (fair value investment)
Biotalys, a spin-off of VIB (Flemish Institute for Biotechnology) founded in 2013, is a fast-growing listed crop and food protection company. It disposes of a groundbreaking technology platform to develop effective and safe products with novel modes of action, addressing key crop pests and diseases across the whole food value chain.
Biotalys announced a strategic partnership agreement with Biobest (Belgium) for the distribution of 5 products in the global covered crop and berry market, a longterm manufacturing agreement with Olon (Italy) and an agreement with Kwizda (Austria) to act as formulator of its protein-based biocontrol products.
Building on Biotalys' AGROBODY Foundry™ technology platform, the engineering and manufacturing teams managed to achieve more than 500% increase in production of the active protein of Evoca™ in the yeast Pichia pastoris. This breakthrough has the potential to create a product providing commercial value at competitive efficacy and cost to growers.

Following the successful completion of extensive field trials and regulatory studies, Biotalys submitted in December 2020 its first protein-based biocontrol, Evoca™, to the Environmental Protection Agency (EPA) in the US for approval, and subsequently in March 2021 in the European Union. Evoca™ targets diseases such as Botrytis cinerae and powdery mildew and is on track to reach select regions in the US market in the
second half of 2022 as a product to calibrate the market.
Biotalys' highly qualified research team continued making progress on the pipeline of additional biocontrols addressing pests, bacterial diseases and fungi.
The company has been recognized with a number of Industry Awards, such as the inclusion in the Fast Company's 2021 World Changing Ideas Awards and the 2021 SEAL Award for Sustainable Innovation.




Shareholding percentage AvH
EMG (formerly Euro Media Group) is a leading player in broadcast and media solutions for live sports, entertainment and events.
EMG is active in 10 countries: France, Belgium, the Netherlands, Germany, the United Kingdom, Switzerland, Italy, Luxembourg, the US and Australia. In those countries, and in other countries too, EMG works for a growing group of broadcasters and production houses. In 2021, EMG was again actively engaged with crew and technology on the most watched television broadcasts worldwide.
2020 was a difficult year for EMG as numerous major events were postponed due to the COVID-19 pandemic. In 2021, however, EMG was able to catch up on many events and television productions. The pandemic also had certain positive consequences for EMG. Developments in media consumption were accelerated by the fact of working from home and audiences staying at home. One of the trends is that the recording of sporting events and entertainment is becoming even more extensive, smarter and more complex. This is reflected in the increasing competition between
the streamers and traditional broadcasters. Along with films and series, sport is increasingly being offered exclusively over streaming platforms. Viewers want more viewing angles, more statistics and more spectacular camera shots.
Thanks to investments in Remote Production and IP technology during the COVID-19 lockdowns, EMG is now a global market leader in IP broadcasting production with an entirely self-developed network topology called diPloy. This technique was used at the (postponed) Olympic Games in Tokyo in 2021 and at the Winter Olympics in Beijing at the beginning of 2022.
EMG's turnover increased from 240.9 million euros in 2020 to 366.8 million euros in 2021. As a result, the profitability has been restored, and EMG reported a breakeven result of 0.2 million euros (2020: -44.7 million euros). The new management team led by CEO Shaun Gregory now focuses on the further growth and positioning of EMG.

EMG
| (€ 1,000) | 2021 | 2020 | 2019 |
|---|---|---|---|
| Turnover | 366,845 | 240,850 | 337,541 |
| EBITDA | 59,666 | 13,806 | 53,848 |
| Net result (group share) | 152 | -44,690 | -9,636 |
| Shareholders' equity (group share)(1) |
88,269 | 82,081 | 104,240 |
| Net financial position | -162,470 | -147,687 | -149,373 |
(1) Included in shareholders' equity and not in the net financial position: 2021: € 17.5 mio shareholder loan, 2020: € 125.4 mio convertible bonds and shareholder loan, 2019: € 100.5 mio convertible bonds.



Charles-Antoine Janssen


Manish Jha
Ajay
Mahipal Pinak Shrikhande
Sunil Thakur
Amit Varma

HealthQuad I Fund Shareholding percentage AvH (fair value investment)
HealthQuad is an Indian venture & growth capital fund that focuses on the fast-growing Indian healthcare sector.
HealthQuad II Fund Shareholding percentage AvH (fair value investment)
10%
The Indian healthcare sector has experienced a double-digit growth over the past 10 years and is expected to grow further by 12% per year to 340 billion USD in 2025. This growth is driven by the need for adequate medical infrastructure in the context of India's growing population, rising incomes and improved access to health insurance.
The HealthQuad I fund participates in 7 companies in the Indian healthcare sector, including Medikabazaar. The fund invests in growth companies with potentially unique and innovative solutions to improve the efficiency, accessibility and quality of the Indian healthcare sector. Focus segments include specialised hospitals, medical devices and technology, IT and related services. With the medical background and expertise of the management and its extensive network, HealthQuad adds operational and strategic value to its participations. The HealthQuad I fund is now fully invested and completed already two exits in 2021.
In December 2021, HealthQuad successfully completed the second closing of its second fund with more than 150 million USD in committed capital from distinguished domestic and international institutional investors. AvH participated in the initial closing as an anchor investor. During 2021, the HealthQuad II fund has already deployed approx. 21 million USD across 4 companies: Medikabazaar, THB, ImpactGuru and Healthifyme. It has plans to deploy upto 60 million USD in 2022 and 50 million USD in 2023 to build a portfolio of 10 to 15 companies across the Indian healthcare ecosystem.

Besides AvH, the second fund will be supported by Teachers Insurance and Annuity Association of America (TIAA), UK-based CDC, the Indian-based SIDBI, Swedfund and Merck & Co. Inc. AvH has earmarked 15 million USD for HealthQuad II. This sum will be invested over a period of 4 years. In line with its active investment strategy, AvH will be represented on the investment committee and on the advisory board of HealthQuad Fund II, and seeks to co-invest with the fund in a few promising portfolio companies.


Danaë Delbeke

Barbara Freitag


Klarenbeek
Juan Ordonez

Tom Segers

Daniel Verstappen

Shareholding percentage AvH (fair value investment)
Indigo Diabetes is a high-tech scale-up on a mission to improve the lives of millions of people living with diabetes using its innovative medical technology.
The company is developing a technology platform to continuously and discreetly measure blood glucose and other metabolite levels using a chip sensor that is placed just under the skin. The invisible sensor monitors the levels of glucose and other metabolites in real-time and can alert the user if these levels fluctuate outside their normal range. The patented technology that underlies Indigo's innovative application is an on-chip miniature optical sensor, the world's smallest spectrometer that can be inserted under the skin.
Indigo Diabetes was founded at the end of 2016 as a spin-off of Ghent University and imec, together the cradle for integrated photonics worldwide. The company developed the technology from 'paper-concept' to 'pre-clinical prototypes' at an incredible speed. This pace has continued, making 2021 another important year for Indigo Diabetes. The first clinical study of Indigo's continuous multi-metabolite ('CMM') sensor designed for the continuous measurement of glucose, ketone and lactate levels in people with diabetes was concluded. This GLOW study was a prospective, single-center early feasibility study which enrolled 7 participants and was designed to evaluate the safety of the sensor and the short-term integration into the tissue. It was conducted at the Antwerp University Hospital, Belgium. Results are currently being evaluated and due to be submitted for publication over the next few months. Over the next
year, Indigo will incorporate the learnings from the GLOW study to further optimize its sensor and aims to launch a second clinical study to evaluate the sensor's performance.
Indigo Diabetes recruited several new senior members to the team during 2021 who will play a critical role as the company expands and progresses the development of its technology. Paul Moraviec was appointed as chairman of the board of directors and Daniël Verstappen joined Indigo Diabetes as VP Quality Assurance and Regulatory Affairs.
In addition, Indigo appointed 7 internationally recognised experts in endocrinology, diabetes and metabolic disease to form its newly created Scientific Advisory Board (SAB). The SAB members are all leaders in their field and will serve as a strategic resource to Indigo as it progresses its device and continues its journey to transforming diabetes management.




Philippe Huybrechs
Marc Jacobs


Dirk Aerts


Anthony Maas
Bart Troubleyn
Sofie Beernaert
Stephan Van den Eynde
Barry Collard
Stefan Van Loock
Matthias
De Raeymaeker
Ben
De Voecht

30%
Shareholding percentage AvH
Manuchar is active in the distribution of (mainly) dry bulk chemicals, with focus on emerging markets. The company is also active in international trading (backto-back) of steel, plastics, paper and other commodities.
built in San Nicolas (Argentina), and a project was started up for the treatment of manure in Buga (Colombia). Manuchar currently has a total storage capacity of 557,000 m², of which 262,000 m² is owned or in concession.
Generally speaking, Manuchar was able
2021 was marked by a heavily disrupted global logistic chain and rising prices for products and for maritime shipping. This was translated into production delays, unprecedented waiting times, container shortages for shipping and obstacles in the local logistics.
Thanks to its unique worldwide logistics network, Manuchar was able to keep maximum control over the entire supply chain and to keep supplying its existing and new customers, whereas many other players had to throw in the towel. Manuchar is proud that, thanks to the dedication of its teams throughout 2021, it was able to realise its mission 'We keep your production running. Anytime. Anywhere.' This resulted in an accelerated growth of business volume, customer portfolio and financial results. Manuchar also made accelerated progress in its strategy of diversification to other end markets in the distribution of chemicals. A strong and profitable growth was realised in artificial fertilisers, mining, human and animal nutrition in particular.
The non-chemical international trade also experienced a very solid development. A strong growth in terms of volume and profitability was reported particularly in steel and polymers, also in markets with rising prices.
Manuchar continued in 2021 to invest heavily in infrastructure at strategic locations in order to support its further growth. A new river port and accompanying warehouses were brought into service in Bao Long (Vietnam), new warehouses were
| (USD 1,000) | 2021 | 2020 | 2019 |
|---|---|---|---|
| Turnover | 2,481,657 | 1,497,853 | 1,518,033 |
| EBITDA | 162,312 | 80,249 | 76,755 |
| Net result (group share) | 62,610 | 23,620 | 28,484 |
| Shareholders' equity (group share) |
173,831 | 113,068 | 99,382 |
| Net financial position | -319,373 | -238,078 | -347,151 |
to further increase its gross margin and at the same time keep its costs under control, in the context of a strong volume growth, coupled with advantageous freight rates and rising prices. This resulted in a doubling of the EBITDA and an increase of the net profit to 62.6 million USD.
At the beginning of 2022, an agreement was signed with Lone Star Funds for the sale of 100% of the shares in Manuchar. The transaction is expected to be realised in the second quarter of 2022.


Verwilt De Beukelaer

Shareholding percentage AvH
Mediahuis is one of the leading media groups in Belgium, the Netherlands, Ireland, Luxembourg and since recently in the German North Rhine-Westphalia region. The national and regional news titles of Mediahuis supply more than 10 million readers each day with online and printed news.

Mediahuis in 2021 once again realised a solid result. The group saw the total number of print and digital subscriptions increase further by 3%, driven by a strong increase in the number of digital subscriptions by 20%. Today, 38% of all subscribers read the Mediahuis publications in digital format.
Besides a general recovery of the advertising market in the second half of the year, an expansion of the digital advertising offering and the creation of strong local partnerships led to an increase of advertising income. In the Netherlands, Mediahuis Nederland, Mediahuis Limburg and Mediahuis Noord combined their national advertising sales in a joint proposition: Mediahuis Connect.
The new Belgian advertising sales house Ads & Data, the partnership between Mediahuis, Telenet/SBS, Pebble Media and Proximus, started up in the spring of 2021 and at year-end 2021 recorded a solid growth for the news brands of Mediahuis.

Mediahuis - NRC Podcast
| (€ 1,000) | 2021 | 2020 | 2019 |
|---|---|---|---|
| Turnover | 1,130,790 | 990,527 | 857,942 |
| EBITDA | 240,480 | 172,010 | 82,064 |
| Net result (group share) | 117,321 | 58,592 | 14,723 |
| Shareholders' equity (group share) |
482,477 | 378,525 | 324,568 |
| Net financial position | -151,880 | -228,139 | -277,897 |
The investment policy of Mediahuis focused in 2021 on strengthening the position of Mediahuis Ventures in the education, media and human resources technology market. Besides investments in the leadership coach app BUNCH, the online training platform myskillcamp and the online university library Perlego, the venture capital firm of Mediahuis increased its participations in training expert Lepaya and in the subscription intelligence firm Mather Economics.
Just before the year-end, Mediahuis reached an agreement with the German Aachener Verlagsgesellschaft on the acquisition by Mediahuis. This acquisition makes Mediahuis the majority shareholder (70%) of Medienhaus Aachen, publisher of the newspapers Aachener Zeitung and Aachener Nachrichten.
Mediahuis realised a consolidated turnover of 1,131 million euros in 2021 and increased its net result from 58.6 million euros in 2020 to 117.3 million euros in 2021. At year-end 2021, Mediahuis was (net) free of bank debts for the first time since its inception, amongst others thanks to the sale of Keesing Media Group.



Shareholding percentage AvH (fair value investment)
Medikabazaar is India's pioneering and largest online B2B platform for medical supplies, from high-end medical equipment to specialty medical supplies including pharma, non-pharma & dental products.
Medikabazaar, founded in 2015 by Vivek Tiwari and Ketan Malkan, focuses on the main obstacles of the Indian medical sector: affordability, accessibility, availability and awareness. The company has clients in nearly 20,000 zip codes, providing its services throughout the country.
In 2021, Medikabazaar received its patent for VIZI, its AI/ML (Artificial Intelligence/ Machine Learning) powered SaaS product and the industry's first predictive inventory management tool enabling lower procurement cost. Medikabazaar also launched MBARC, a hospital asset management tool, with the aim to become the largest on-demand aggregation platform in India for medical equipment services, asset management and repair. This platform enables both equipment services and spare parts to be ordered through an in-app marketplace. Medikabazaar's other major initiative, VPO (Value Procurement Organization), has seen great traction in the market. VPO helps the partner hospitals to enter an exclusive procurement arrangement wherein Medikabazaar takes over the responsibility of the entire healthcare procurement needs. This provides significant operational efficiencies and cost savings for the hospitals.

In 2021, Medikabazaar continued its strong and consistent growth trajectory, increasing gross revenues from 114 million USD in 2020 to 290 million USD in 2020, whilst remaining EBITDA positive.
AvH subscribed in September 2021 to the Series C financing round (75 million
USD or 64 million euros) of Medikabazaar. This investment will be used to strengthen Medikabazaar's digital capabilities, expand its distribution network, and accelerate its international expansion.

Medikabazaar


Shareholding percentage AvH (fair value investment)
MRM Health develops innovative medicines based on healthy intestinal bacteria. On the basis of a new technology that allows the optimisation and production of combinations of specific intestinal bacteria, MRM Health develops medicines for treating inflammatory diseases, neurological disorders and metabolic diseases.
The intestines harbour a large population of bacteria (the microbiome). Recent research has shown that this microbiome has an important regulatory function in the body, and that disruptions are closely associated with local diseases of the intestine, such as inflammatory bowel disease, as well as disorders in the rest of the body, such as arthritis, diabetes and even Parkinson's disease.
MRM Health was established at the beginning of 2020 by the Ghent-based microbiome expert MRM Technologies, in collaboration with the VIB research institute. For this purpose, 14.25 million euros worth of capital was raised, including an investment of 4 million euros committed by AvH, in combination with a first strategic partnership with IFF (ex-DuPont) for the development of medicines for treating metabolic diseases.
In 2021, the company received approval to test the most advanced programme, MH002, on patients. MH002, a candidate medicine for treating inflammatory

bowel diseases such as colitis ulcerosa, is an optimised consortium of 6 specific bacteria. After securing a successful upscaling of the production, it is now being tested in Belgium, Poland and the Czech Republic. A second clinical trial will be started up in 2022 in an additional niche indication.
In 2021, MRM Health also further developed and validated its unique CORALTM
technology platform. Based on an advanced bioinformatics platform, CORALTM makes it possible to select the right bacteria with maximum impact on specific diseases. Patented technologies are used to develop combinations of bacteria that are both highly efficacious and are easy to produce. The strength of CORALTM was also demonstrated in the current programmes focusing on spondyloarthritis, Parkinson's disease, type 2 diabetes and liver diseases.

MRM Health

Anita Van Looveren

Georges Schepens

Jan Geuens

Abhi Patel

Bart
20%
Shareholding percentage AvH

Pieter Van Nyen
worldwide.
OMP
Philip
Vervloesem
Gillis
OMP is a leading company in the fast-growing digital market of supply chain planning (SCP). OMP implements its leading Unison Planning™ solution
Luc Schepens
Marc Scherens Stijnen

Paul Vanvuchelen
Kurt

Despite all these challenges, the targets of the 2021 budget were exceeded. Attention continued to go to the well-being of employees. In 2021, OMP continued to hire new staff at a solid pace (186 employees in total), both at the head office and at the branches in
the EU, the US, Brazil and China. The
OMP has more than 650 employees and has branches in more than 10 countries. OMP is known for its industry knowledge and integrated planning solution. For example, for many years now it has been regarded by Gartner as a leading company with the capacity and the expertise to successfully realise large-scale supply chain planning projects.
The fast-growing group realised a turnover of 116 million euros in 2021, with an EBITDA margin of 27%.
The persistent COVID-19 crisis had a strong impact on activity in 2021, although this did not slow down OMP's growth trajectory. OMP was again able to carry out most of its activities remotely. Globally operating firms in the chemical, life sciences or consumer goods industries launched or speeded up their supply chain planning projects, especially as now it is even more important to have a clear overview of the whole logistic chain. Customers from more traditional sectors such as the metal and packaging industries also continued to invest in digital supply chain planning. New customers were attracted, even in the continued absence of traditional conferences or trade fairs; for the first time, the OMP conference went ahead entirely virtually.
software was further developed, both the basic software and the specific solutions for the different industries. The cloud-related services experienced a strong growth, particularly among the customers in the chemical, FMCG (fast moving consumer goods) and metal industries. The advisory and user engagement services also experienced a strong growth, along with the implementation and support services. OMP invests heavily in the development of an alliance network to support growth and to be able to offer a global service package for the digital transformation projects of its global customers.


| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Turnover | 115,713 | 96,951 |
| EBITDA | 30,716 | 28,280 |
| Net result (group share) | 23,777 | 17,753 |
| Shareholders' equity (group share) |
83,494 | 60,853 |
| Net financial position | 64,844 | 46,517 |

Bernard Courtieu



Jean-Pol Detiffe

Berengere Genin
Pierre Flamant

Gregori Ghitti

Emmanuel

Martin

Shareholding percentage AvH (fair value investment)
François Degrave
OncoDNA is a genomic and theranostic company specializing in precision medicine for the treatment of cancer and genetic diseases.
Multiple new long-term collaborations are paving the way for future growth. Among others, the group signed a strategic agreement with Radiomics (Belgium) to deliver its testing capabilities in the scope of its clinical trial study in lung cancer, partnered with
C2i Genomics (US/Israel) to bring AI-powered liquid biopsy for cancer diagnostics across Europe and started to deliver blood and tissue-based biomarker tests for Bergonié Cancer Institute (France).
OncoDNA is also planning to further develop its presence in Europe through tech transfer agreements with laboratories, and through the development of a decentralised offer targeting laboratories with limited bioinformatics capabilities offering them the ability to perform large panel sequencing and subsequent interpretation.
Last, OncoDNA has initiated research in personalized cancer vaccine based on mRNA technology with Belgian academics' partners.
The group continues to invest in quality assurance and regulatory compliance in order to be able to collaborate with best-in-class biopharma companies and hospitals/ academics players. Also, the group will further develop its ESG policy.

OncoDNA employs over 110 employees across 9 countries, works with an international network of 35 distributors and is active in all 5 continents.
Despite the pandemic related constraints, OncoDNA achieved a double-digit growth revenue in 2021, to 15.6 million euros. This performance proved the resilience of its business model and demonstrated the successful integration of IntegraGen, a French listed company acquired via a friendly takeover in 2020.

• OncoDNA takes the view that each cancer is different and that oncologists should therefore have the best clinical decision-making tools. In this way, they can prescribe the best medication for their patients, keep better track of how the cancer evolves, and check how the disease responds to the treatment.

OncoDNA

Alicja Ozimek
Tobias Müller
Christopher Maas
Telemond Group is a manufacturer of high-grade steel structures and modules for the hoisting, automotive and civil maritime sectors.
Dieter Schneider
Grego Peters
Telemond Group delivered a strong result over 2021, aided by the recovery of its core markets. Turnover increased by 18% to 99 million euros, resulting in an increase of net profit to 8.9 million euros.
Telemond, supplying telescopic and lattice structure booms to the crane industry, saw its market recover strongly, driven by substantial growth from the US and by the ramp up in the construction industry. Telemond's agile management structure and its continued focus on process optimization and automation allowed the company to stay ahead of competition and further strengthen its position as one the global leaders in its sector. This was in particular the case in the lattice structure segment,

Telemond Group
| (€ 1,000) | 2021 | 2020 | 2019 |
|---|---|---|---|
| Turnover | 98,953 | 84,050 | 98,575 |
| EBITDA | 12,622 | 9,973 | 12,665 |
| Net result (group share) | 8,888 | 6,074 | 8,194 |
| Shareholders' equity (group share) |
59,823 | 54,451 | 55,735 |
| Net financial position | -3,888 | -3,516 | -9,792 |
where the company further broadened its customer base on the back of the growing onshore wind market.
Henschel Engineering Automotive, a tier 1 supplier of drop side bodies and threeway tippers for light utility vehicles, also
delivered a strong performance despite very challenging market conditions. The disruptions in the auto industry caused by the lack of semi-conductor availability and increased raw material prices led to a strong decline in the company's revenues. The company's lean cost structure and broad customer portfolio have nevertheless helped mitigate the effects of the market downturn. The organisation's resilience makes the group optimistic that higher sales and profitability will be achieved, once the market picks up again.
Teleyard, the group's offshore division, further strengthened its organisation ahead of the important ramp up in volumes for serial production anticipated as of end 2022. The company has further expanded its capabilities in automation and in the application of innovative welding processes to produce large steel structures in high strength steel with substantially lowered production costs.
In consideration of the global trends towards renewables and large-scale infrastructural investments, the group is well positioned for further sustainable growth.


Piet Wauters
Gheorghe Chita

Kristof Derudder

Filip Matthijs

Sergei Tarasiuk

Peter Tytgadt

Serge Van Hulle

Shareholding percentage AvH
50%
Bart Dobbels
Turbo's Hoet Groep (THG) is a leading European truck dealer and leasing company for commercial vehicles. In addition, THG is also one of the major European turbo distributors for the aftermarket.
With 78 branches in 8 countries, TH Trucks is one of the biggest DAF dealers worldwide, and also a dealer of a.o. Iveco, Ford Trucks, Nissan, Isuzu, Fiat Professional, Fuso and Kögel. In Belgium, TH Lease is the largest independent leasing company for commercial vehicles with a fleet of 4,292 vehicles. It also provides these services in the other countries where TH operates. TH Turbos is a major European turbo distributor for the aftermarket of passenger cars, trucks and industrial applications, with own branches in 5 countries.
THG was able to report its best results ever in 2021 despite the continuing major impact of the COVID-19 pandemic on its activities: the international disruption of the supply chain, the significant price increases and the substantial extension of delivery times. The European truck market (+16T) increased in 2021 by 19% to 279,000 vehicles, although this is still substantially lower than the pre-corona market.
THG realised a turnover increase of 39% to 620 million euros, an EBITDA increase of 26% to 36.5 million euros, and a record result of 18.1 million euros. In 2021, the group was again able to substantially improve its net financial position to -89.5 million euros.
For 2022, the manufacturers expect a European market (+16T) of around 260,000 to 300,000 vehicles. Due to the long delivery times, THG's order book is better filled than usual, and a further turnover increase was predicted for 2022. This was however before the start of the military conflict in Ukraine which will undoubtedly have an impact on these projections, although at this moment it is not yet possible to make an accurate estimate of the situation. Today, THG is making every effort to ensure continuity for its staff, customers and partners at the branches affected by the conflict.

Turbo's Hoet Groep
| (€ 1,000) | 2021 | 2020 | 2019 |
|---|---|---|---|
| Turnover | 620,486 | 447,935 | 602,016 |
| EBITDA | 36,455 | 29,049 | 32,423 |
| Net result (group share) | 18,083 | 7,178 | 9,951 |
| Shareholders' equity (group share) |
132,806 | 118,363 | 116,476 |
| Net financial position | -89,514 | -106,319 | -136,338 |


Shareholding percentage AvH
Eric Noterman
Ann Cools
Iwan De Block
Steven Pauwels
Bert Calluy
Yves Hebb
Van Moer Logistics is an integrated logistics service provider active in road transport, intermodal transport and goods warehousing. The group has 25 locations in Belgium, Germany and Romania, and employs 1,650 people. Van Moer has a fleet of 500 trucks, 9 barges and manages 480,000 m² of warehouses.
Anne Verstraeten
Joris Emanuel
part of the fleet being idle. In both divisions there was an impact from the disruption of the global logistics flows and the disrupted container traffic caused by the blockage of the Suez Canal.
For 2022, Van Moer Logistics expects that the impact of the pandemic will decrease and operations will gradually return to normal.

Van Moer Logistics
Carl Ghekiere
Jo Van Moer
In 2021, Van Moer Logistics realised a turnover increase of 35 million euros or 19%, both by organic growth and by acquisitions, to 222 million euros.
In the first quarter of 2021, Van Moer Logistics completed the acquisitions of Trimodal Terminal Brussels, NDB Logistics and Bertels International.
The organic growth manifested it-
self in all divisions (warehousing, transport, ports & intermodal, chemicals). Profitability improved primarily in the 'ports & intermodal' and 'chemicals' divisions (bulk and tank container logistics). This evolution is in line with the strategic policy of investing heavily in sustainable and alternative transport modes, with focus on the (petro)chemical industry. The 'transport' and 'warehousing' divisions had, especially in peak periods, to contend with a shortage of labour (dockworkers and logistics staff) due to a tight labour market and the COVID-19 pandemic, which resulted in
| (€ 1,000) | 2021 |
|---|---|
| Turnover | 222,378 |
| EBITDA | 14,520 |
| Net result (group share) | 1,328 |
| Shareholders' equity (group share) |
36,266 |
| Net financial position | -15,806 |




Shareholding percentage AvH (fair value investment)
Venturi Partners is a Singapore-based growth stage fund manager with a singular focus on the consumer space in India and South-East Asia.
Venturi Fund I intends to make up to 8 investments, allowing it to be a truly active investor. It will focus on customer centric, purpose-driven brands in education, healthcare and fast-moving consumer goods. AvH aims at co-investing alongside the fund in selected high
In June 2021, the first closing of Venturi Partners Fund I, in which AvH is one of the anchor investors, was completed with 100 million USD in committed capital. It made its maiden investment in Livspace, an interior design and renovation services company in Singapore and India, in July 2021. The fund aims to offer up to 100% of fund commitments in co-investment opportunities to its investors.
AvH is a cornerstone investor in Venturi Fund I and a member of the investment committee. AvH has committed 20 million USD, to be invested over a period of 4 years. Other key investors include Peugeot Invest, a listed Peugeot family investment vehicle, and Generation P, a holding company set up by Frédéric de Mévius, founder of Verlinvest and Planet First Partners, and Alexander de Wit, former executive cirector at Verlinvest and co-founder of Planet First.
Asia is well positioned to lead the global post-pandemic recovery with strong underlying growth prospects for the next decade. While consumer habits have forever been transformed by COVID-19, the consumer industry in Asia has rebounded fast to pre-pandemic levels. The accelerated shift in digital transformation and to e-commerce aligns with Venturi's core areas of focus and expertise.

growth companies with disruptive business models.
Collectively the Venturi team has decades of investment and operating experience combined with an impressive network and track record in the consumer space in the region. This puts them in a unique position to identify tomorrow's new consumer trends and winning companies and to help Venturi's portfolio companies build their brands successfully.

Venturi Partners - Livspace
Your partner for sustainable growth

FINANCIAL STATEMENTS 2021 YOUR PARTNER FOR SUSTAINABLE GROWTH
| • Income statement 144 | |
|---|---|
| • Statement of comprehensive income 145 | |
| • Balance sheet 146 | |
| • Cash flow statement (indirect method) 148 | |
| 1. | IFRS valuation rules 150 | |
|---|---|---|
| 2. | Subsidiaries and jointly controlled subsidiaries 157 | |
| 3. | Associated participating interests 162 | |
| 4. | Business combinations and disposals 164 | |
| 5. | Assets and liabilities held for sale 165 | |
| 6. | Segment information 166 | |
| 7. | Intangible assets 180 | |
| 8. | Goodwill 181 | |
| 9. | Tangible assets 182 | |
| 10. Investment property at fair value 183 | ||
| 11. Participations accounted for using the equity method 185 | ||
| 12. Financial assets and liabilities 187 | ||
| 13. Banks - receivable from credit institutions and clients 192 | ||
| 14. Inventories and construction contracts 194 | ||
| 15. Minorities 195 | ||
| 16. Lease 197 | ||
| 17. Provisions 198 | ||
| 18. Financial debts 200 | ||
| 19. Banks - debts to credit institutions, clients and securities 201 | ||
| 20. Financial instruments 203 | ||
| 21. Taxes 205 | ||
| 22. Share based payment 206 | ||
| 23. Rights and commitments not reflected in the balance sheet 208 | ||
| 24. Employment 209 | ||
| 25. Raw materials, consumables, services and subcontracted work 209 | ||
| 26. Pension liabilities 209 | ||
| 27. Related parties 212 | ||
| 28. Earnings per share 214 | ||
| 29. Proposed and distributed dividends 214 | ||
| 30. Major events after balance sheet date 215 | ||
| • Statutory annual accounts 221 | |
|---|---|
| • Comments on the statutory annual accounts 225 |
| (€ 1,000) | Note | 2021 | 2020 |
|---|---|---|---|
| Revenue | 4,312,374 | 3,910,250 | |
| Rendering of services | 99,279 | 95,880 | |
| Real estate revenue | 10 | 225,495 | 226,468 |
| Interest income - banking activities | 103,801 | 102,803 | |
| Fees and commissions - banking activities | 98,566 | 77,857 | |
| Revenue from construction contracts | 14 | 3,664,508 | 3,264,108 |
| Other operating revenue | 120,726 | 143,134 | |
| Operating expenses (-) | -4,023,991 | -3,773,047 | |
| Raw materials, consumables, services and subcontracted work (-) | 25 | -2,673,943 | -2,532,009 |
| Interest expenses Bank J.Van Breda & C° (-) | -22,759 | -22,710 | |
| Employee expenses (-) | 24 | -877,690 | -816,589 |
| Depreciation (-) | -350,553 | -350,772 | |
| Impairment losses (-) | -45,810 | -9,592 | |
| Other operating expenses (-) | -52,687 | -39,797 | |
| Provisions | 17 | -550 | -1,579 |
| Profit (loss) on assets/liabilities designated at fair value through profit and loss | 34,048 | -3,805 | |
| Financial assets - Fair value through P/L (FVPL) | 12 | 41,077 | -35,201 |
| Investment property | 10 | -7,029 | 31,396 |
| Profit (loss) on disposal of assets | 34,699 | 90,666 | |
| Realised gain (loss) on intangible and tangible assets | 7,182 | 12,172 | |
| Realised gain (loss) on investment property | 4,403 | 2,211 | |
| Realised gain (loss) on financial fixed assets | 22,951 | 75,837 | |
| Realised gain (loss) on other assets | 163 | 446 | |
| Profit (loss) from operating activities | 357,130 | 224,063 | |
| Financial result | -27,227 | -73,718 | |
| Interest income | 11,941 | 13,737 | |
| Interest expenses (-) | 18 | -33,694 | -39,576 |
| (Un)realised foreign currency results | 7,056 | -16,698 | |
| Other financial income (expenses) | -12,530 | -31,182 | |
| Derivative financial instruments designated at fair value through profit and loss | 20 | 6,018 | -5,242 |
| Share of profit (loss) from equity accounted investments | 11 | 255,191 | 179,253 |
| Other non-operating income | 548 | 0 | |
| Other non-operating expenses (-) | 0 | 0 | |
| Profit (loss) before tax | 591,659 | 324,356 | |
| Income taxes | 21 | -79,449 | -46,742 |
| Deferred taxes | 5,624 | 44,693 | |
| Current taxes | -85,073 | -91,435 | |
| Profit (loss) after tax from continuing operations | 512,210 | 277,614 | |
| Profit (loss) after tax from discontinued operations | -150 | 0 | |
| Profit (loss) of the period | 512,060 | 277,614 | |
| Minority interests | 15 | 105,246 | 47,823 |
| Share of the group | 406,814 | 229,791 | |
| Earnings per share (€) | 2021 | 2020 | |
| 1. Basic earnings per share | |||
| 1.1. from continued and discontinued operations | 28 | 12.27 | 6.93 |
| 1.2. from continued operations | 28 | 12.28 | 6.93 |
| 2. Diluted earnings per share | |||
| 2.1. from continued and discontinued operations | 28 | 12.26 | 6.93 |
| 2.2. from continued operations | 28 | 12.26 | 6.93 |
Statement of comprehensive income
Items that may be reclassified to profit or loss in subsequent periods
Items that cannot be reclassified to profit or loss in subsequent periods
For a breakdown of the item 'Share of the group and Minority interests' in the
In accordance with the accounting standard "IFRS 9 Financial Instruments", financial assets are broken down into three categories on the balance sheet and fluctuations in the fair value of financial assets are reported in the consolidated income statement. The only exception to this rule are the fair value fluctuations in the investment portfolio of Bank Van Breda and Delen Private Bank, which in the table
Hedging reserves arise from fluctuations in the fair value of hedging instruments used by group companies to hedge against risks. Several group companies (a.o. DEME, Nextensa and Rentel/SeaMade) have hedged against a possible rise in interest rates. As a result of the evolution of the (expected) market interest rates in
results, we refer to Note 6. Segment information.
above are divided into shares and bonds.
(€ 1,000) Note 2021 2020 Profit (loss) of the period 512,060 277,614 Minority interests 15 105,246 47,823 Share of the group 406,814 229,791
Other comprehensive income 67,061 -44,382
Changes in revaluation reserve: bonds - Fair value through OCI (FVOCI) 12 -8,456 5,333 Taxes 21 2,114 -1,330
Changes in revaluation reserve: hedging reserves 20 41,063 6,543 Taxes 21 -7,657 1,241
Changes in revaluation reserve: translation differences 36,941 -50,418
Changes in revaluation reserve: shares - Fair value through OCI (FVOCI) 12 137 7 Taxes 21 -34 -2
Changes in revaluation reserve: actuarial gains (losses) defined benefit pension plans 26 3,820 -7,510 Taxes 21 -866 1,754
Total comprehensive income 579,122 233,232 Minority interests 15 125,981 51,741 Share of the group 453,141 181,491
minority interests).
comprehensive income.
-6,341 4,003
33,405 7,783
103 5
2,954 -5,756
2021, the market value of these hedges has evolved positively, and the unrealised loss on the hedging instruments has decreased by 33.4 million euros (including
Translation differences arise from fluctuations in the exchange rates of group companies that report in foreign currencies. In 2021, the euro decreased in value against most relevant currencies, which is reflected in positive translation differ-
With the introduction of the amended IAS 19 accounting standard in 2013, the actuarial gains and losses on certain pension plans are recognized directly in other
ences of 36.9 million euros (including minority interests).
We refer to Note 6. Segment information for more comments on the consolidated results.
| (€ 1,000) | Note | 2021 | 2020 |
|---|---|---|---|
| Profit (loss) of the period | 512,060 | 277,614 | |
| Minority interests | 15 | 105,246 | 47,823 |
| Share of the group | 406,814 | 229,791 | |
| Other comprehensive income | 67,061 | -44,382 | |
| Items that may be reclassified to profit or loss in subsequent periods | |||
| Changes in revaluation reserve: bonds - Fair value through OCI (FVOCI) | 12 | -8,456 | 5,333 |
| Taxes | 21 | 2,114 | -1,330 |
| -6,341 | 4,003 | ||
| Changes in revaluation reserve: hedging reserves | 20 | 41,063 | 6,543 |
| Taxes | 21 | -7,657 | 1,241 |
| 33,405 | 7,783 | ||
| Changes in revaluation reserve: translation differences | 36,941 | -50,418 | |
| Items that cannot be reclassified to profit or loss in subsequent periods | |||
| Changes in revaluation reserve: shares - Fair value through OCI (FVOCI) | 12 | 137 | 7 |
| Taxes | 21 | -34 | -2 |
| 103 | 5 | ||
| Changes in revaluation reserve: actuarial gains (losses) defined benefit pension plans | 26 | 3,820 | -7,510 |
| Taxes | 21 | -866 | 1,754 |
| 2,954 | -5,756 | ||
| Total comprehensive income | 579,122 | 233,232 | |
| Minority interests | 15 | 125,981 | 51,741 |
| Share of the group | 453,141 | 181,491 |
For a breakdown of the item 'Share of the group and Minority interests' in the results, we refer to Note 6. Segment information.
In accordance with the accounting standard "IFRS 9 Financial Instruments", financial assets are broken down into three categories on the balance sheet and fluctuations in the fair value of financial assets are reported in the consolidated income statement. The only exception to this rule are the fair value fluctuations in the investment portfolio of Bank Van Breda and Delen Private Bank, which in the table above are divided into shares and bonds.
Hedging reserves arise from fluctuations in the fair value of hedging instruments used by group companies to hedge against risks. Several group companies (a.o. DEME, Nextensa and Rentel/SeaMade) have hedged against a possible rise in interest rates. As a result of the evolution of the (expected) market interest rates in 2021, the market value of these hedges has evolved positively, and the unrealised loss on the hedging instruments has decreased by 33.4 million euros (including minority interests).
Translation differences arise from fluctuations in the exchange rates of group companies that report in foreign currencies. In 2021, the euro decreased in value against most relevant currencies, which is reflected in positive translation differences of 36.9 million euros (including minority interests).
With the introduction of the amended IAS 19 accounting standard in 2013, the actuarial gains and losses on certain pension plans are recognized directly in other comprehensive income.
| (€ 1,000) | Note | 2021 | 2020 |
|---|---|---|---|
| I. Non-current assets | 11,301,905 | 10,952,870 | |
| Intangible assets | 7 | 149,391 | 147,762 |
| Goodwill | 8 | 327,829 | 325,937 |
| Tangible assets | 9 | 2,762,846 | 2,825,552 |
| Land and buildings | 426,584 | 415,415 | |
| Plant, machinery and equipment | 1,944,209 | 1,835,423 | |
| Furniture and vehicles | 55,051 | 53,525 | |
| Other tangible assets | 7,009 | 4,736 | |
| Assets under construction | 329,992 | 516,454 | |
| Investment property | 10 | 1,267,150 | 1,414,057 |
| Participations accounted for using the equity method | 11 | 1,647,196 | 1,456,070 |
| Non-current financial assets | 12 | 336,038 | 260,413 |
| Financial assets : shares - Fair value through P/L (FVPL) | 177,351 | 131,391 | |
| Receivables and warranties | 158,687 | 129,022 | |
| Non-current hedging instruments | 20 | 1,816 | 3,279 |
| Deferred tax assets | 21 | 150,279 | 140,439 |
| Banks - receivables from credit institutions and clients after one year | 13 | 4,659,360 | 4,379,362 |
| Banks - loans and receivables to clients | 4,634,354 | 4,327,706 | |
| Banks - changes in fair value of the hedged credit portfolio | 25,007 | 51,656 | |
| II. Current assets | 5,700,443 | 5,274,000 | |
| Inventories | 14 | 376,218 | 382,451 |
| Amounts due from customers under construction contracts | 14 | 478,499 | 400,034 |
| Investments | 12 | 575,982 | 546,322 |
| Financial assets : shares - Fair value through P/L (FVPL) | 48,190 | 51,155 | |
| Financial assets : bonds - Fair value through OCI (FVOCI) | 507,529 | 474,991 | |
| Financial assets : shares - Fair value through OCI (FVOCI) | 259 | 173 | |
| Financial assets - at amortised cost | 20,005 | 20,003 | |
| Current hedging instruments | 20 | 4,129 | 8,399 |
| Amounts receivable within one year | 12 | 775,043 | 765,168 |
| Trade debtors | 628,710 | 616,808 | |
| Other receivables | 146,332 | 148,361 | |
| Current tax receivables | 21 | 42,595 | 34,554 |
| Banks - receivables from credit institutions and clients within one year | 13 | 2,477,238 | 2,242,735 |
| Banks - loans and advances to banks | 138,014 | 163,712 | |
| Banks - loans and receivables to clients | 1,113,898 | 1,086,948 | |
| Banks - changes in fair value of the hedged credit portfolio | 698 | 269 | |
| Banks - cash balances with central banks | 1,224,628 | 991,806 | |
| Cash and cash equivalents | 883,730 | 842,408 | |
| Deferred charges, accrued income and other current assets | 87,010 | 51,930 | |
| III. Assets held for sale | 5 | 230,679 | 1,874 |
| Total assets | 17,233,026 | 16,228,744 | |
The breakdown of the consolidated balance sheet by segment is presented in Note 6. Segment information. This reveals that the full consolidation of Bank Van Breda (Private Banking segment) has a significant impact on both the balance sheet total and the balance sheet structure of AvH. Bank Van Breda contributes for 7,791.8 million euros to the balance sheet total of 17,233.0 million euros, and although this bank is solidly capitalized with a Common Equity Tier 1 ratio of 16.8%, its balance sheet ratios, as explained by the nature of its activity, are different from those of the other companies in the consolidation scope. To improve the readability of the consolidated balance sheet, certain items from the balance sheet of Bank Van Breda have been summarized in the consolidated balance sheet.
Balance sheet – equity and liabilities
(€ 1,000) Note 2021 2020 I. Total equity 5,235,002 4,782,169 Equity - group share 3,957,228 3,562,038 Issued capital 113,907 113,907 Share capital 2,295 2,295 Share premium 111,612 111,612 Consolidated reserves 3,943,016 3,592,273 Revaluation reserves -66,445 -112,772 Financial assets : bonds - Fair value through OCI (FVOCI) 1,620 6,614 Financial assets : shares - Fair value through OCI (FVOCI) 126 45 Hedging reserves -31,050 -46,080 Actuarial gains (losses) defined benefit pension plans -24,458 -27,236 Translation differences -12,682 -46,115 Treasury shares (-) 22 -33,251 -31,370 Minority interests 15 1,277,774 1,220,131 II. Non-current liabilities 2,537,913 3,414,785 Provisions 17 45,149 46,175 Pension liabilities 26 81,739 83,250 Deferred tax liabilities 21 161,849 159,777 Financial debts 18 1,419,899 1,869,486 Bank loans 1,025,574 1,395,608 Bonds 171,345 241,934 Subordinated loans 61,625 44,680 Lease debts 149,514 138,093 Other financial debts 11,841 49,170 Non-current hedging instruments 20 74,034 97,324 Other amounts payable 70,598 52,713 Banks - non-current debts to credit institutions, clients & securities 19 684,646 1,106,061 Banks - deposits from credit institutions 0 298,417 Banks - deposits from clients 644,663 767,701 Banks - debt certificates including bonds 39,983 39,943 III. Current liabilities 9,460,112 8,031,790 Provisions 17 35,670 38,083 Pension liabilities 26 305 342 Financial debts 18 961,720 689,864 Bank loans 527,129 319,771 Bonds 74,819 0 Subordinated loans 33,527 20,974 Lease debts 36,198 33,939 Other financial debts 290,047 315,181 Current hedging instruments 20 16,315 8,914 Amounts due to customers under construction contracts 14 341,883 309,192 Other amounts payable within one year 1,564,689 1,454,021 Trade payables 1,145,112 1,092,826 Advances received 101,080 60,643 Amounts payable regarding remuneration and social security 220,085 207,031 Other amounts payable 98,411 93,521 Current tax payables 21 109,196 94,895 Banks - current debts to credit institutions, clients & securities 19 6,354,225 5,378,292 Banks - deposits from credit institutions 425,353 28,875 Banks - deposits from clients 5,723,461 5,139,401 Banks - debt certificates including bonds 205,412 210,016 Accrued charges and deferred income 76,108 58,187 IV. Liabilities held for sale 5 0 0 Total equity and liabilities 17,233,026 16,228,744
| (€ 1,000) | Note | 2021 | 2020 |
|---|---|---|---|
| I. Total equity | 5,235,002 | 4,782,169 | |
| Equity - group share |
3,957,228 | 3,562,038 | |
| Issued capital Share capital |
113,907 2,295 |
113,907 2,295 |
|
| Share premium | 111,612 | 111,612 | |
| Consolidated reserves | 3,943,016 | 3,592,273 | |
| Revaluation reserves | -66,445 | -112,772 | |
| Financial assets : bonds - Fair value through OCI (FVOCI) | 1,620 | 6,614 | |
| Financial assets : shares - Fair value through OCI (FVOCI) |
126 | 45 | |
| Hedging reserves | -31,050 | -46,080 | |
| Actuarial gains (losses) defined benefit pension plans | -24,458 | -27,236 | |
| Translation differences | -12,682 | -46,115 | |
| Treasury shares ( - ) |
22 | -33,251 | -31,370 |
| Minority interests | 15 | 1,277,774 | 1,220,131 |
| II. Non -current liabilities |
2,537,913 | 3,414,785 | |
| Provisions | 17 | 45,149 | 46,175 |
| Pension liabilities | 26 | 81,739 | 83,250 |
| Deferred tax liabilities Financial debts |
21 | 161,849 | 159,777 |
| Bank loans | 18 | 1,419,899 1,025,574 |
1,869,486 1,395,608 |
| Bonds | 171,345 | 241,934 | |
| Subordinated loans | 61,625 | 44,680 | |
| Lease debts | 149,514 | 138,093 | |
| Other financial debts | 11,841 | 49,170 | |
| Non -current hedging instruments |
20 | 74,034 | 97,324 |
| Other amounts payable | 70,598 | 52,713 | |
| Banks - non -current debts to credit institutions, clients & securities |
19 | 684,646 | 1,106,061 |
| Banks - deposits from credit institutions | 0 | 298,417 | |
| Banks - deposits from clients | 644,663 | 767,701 | |
| Banks - debt certificates including bonds |
39,983 | 39,943 | |
| III. Current liabilities | 9,460,112 | 8,031,790 | |
| Provisions | 17 | 35,670 | 38,083 |
| Pension liabilities | 26 | 305 | 342 |
| Financial debts | 18 | 961,720 | 689,864 |
| Bank loans | 527,129 | 319,771 | |
| Bonds | 74,819 | 0 | |
| Subordinated loans | 33,527 | 20,974 | |
| Lease debts | 36,198 | 33,939 | |
| Other financial debts | 290,047 | 315,181 | |
| Current hedging instruments | 20 | 16,315 | 8,914 |
| Amounts due to customers under construction contracts | 14 | 341,883 | 309,192 |
| Other amounts payable within one year | 1,564,689 | 1,454,021 | |
| Trade payables | 1,145,112 | 1,092,826 | |
| Advances received | 101,080 | 60,643 | |
| Amounts payable regarding remuneration and social security | 220,085 | 207,031 | |
| Other amounts payable | 98,411 | 93,521 | |
| Current tax payables | 21 | 109,196 | 94,895 |
| Banks - current debts to credit institutions, clients & securities |
19 | 6,354,225 | 5,378,292 |
| Banks - deposits from credit institutions |
425,353 | 28,875 | |
| Banks - deposits from clients |
5,723,461 | 5,139,401 | |
| Banks - debt certificates including bonds |
205,412 | 210,016 | |
| Accrued charges and deferred income | 76,108 | 58,187 | |
| IV. Liabilities held for sale | 5 | 0 | 0 |
| Total equity and liabilities | 17,233,026 | 16,228,744 |
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| I. Cash and cash equivalents - opening balance | 842,408 | 887,985 |
| Profit (loss) from operating activities | 357,130 | 224,063 |
| Reclassification 'Profit (loss) on disposal of assets' to cash flow from divestments | -34,699 | -90,666 |
| Dividends from participations accounted for using the equity method | 112,496 | 38,042 |
| Other non-operating income (expenses) | 548 | 0 |
| Income taxes (paid) | -78,797 | -70,441 |
| Non-cash adjustments | ||
| Depreciation | 350,553 | 350,772 |
| Impairment losses | 45,861 | 9,652 |
| Share based payment | 4,896 | -2,566 |
| Profit (loss) on assets/liabilities designated at fair value through profit and loss | -34,048 | 3,805 |
| (Decrease) increase of provisions | -4,268 | 2,142 |
| Other non-cash expenses (income) | 1,197 | 3,711 |
| Cash flow | 720,869 | 468,514 |
| Decrease (increase) of working capital | 60,876 | 118,570 |
| Decrease (increase) of inventories and construction contracts | 18,796 | 68,001 |
| Decrease (increase) of amounts receivable | -62,748 | 97,678 |
| Decrease (increase) of receivables from credit institutions and clients (banks) | -538,081 | -746,754 |
| Increase (decrease) of liabilities (other than financial debts) | 109,076 | -85,915 |
| Increase (decrease) of debts to credit institutions, clients & securities (banks) | 555,645 | 769,629 |
| Decrease (increase) other | -21,812 | 15,931 |
| Cash flow from operating activities | 781,745 | 587,084 |
| Investments | -637,527 | -780,577 |
| Acquisition of intangible and tangible assets | -319,018 | -236,598 |
| Acquisition of investment property | -36,479 | -46,388 |
| Acquisition of financial fixed assets (business combinations included) | -66,523 | -240,476 |
| Cash acquired through business combinations | 1,187 | 2,274 |
| New amounts receivable | -20,059 | -15,849 |
| Acquisition of investments | -196,635 | -243,539 |
| Divestments | 266,205 | 385,295 |
| Disposal of intangible and tangible assets | 34,687 | 21,071 |
| Disposal of investment property | 26,987 | 35,404 |
| Disposal of financial fixed assets (business disposals included) | 28,169 | 141,357 |
| Cash disposed of through business disposals | -517 | 0 |
| Reimbursements of amounts receivable | 13,192 | 10,240 |
| Disposal of investments | 163,687 | 177,223 |
| Cash flow from investing activities | -371,322 | -395,282 |
| Financial operations | ||
| Dividends received | 8,441 | 7,838 |
| Interest received | 11,941 | 11,654 |
| Interest paid | -32,651 | -39,313 |
| Other financial income (costs) | -13,343 | -54,864 |
| Decrease (increase) of treasury shares | -3,132 | -1,635 |
| Increase of financial debts | 218,432 | 436,630 |
| (Decrease) of financial debts | -447,831 | -460,145 |
| (Investments) and divestments in controlling interests | 1,174 | -17,830 |
| Dividends paid by AvH | -77,890 | -76,813 |
| Dividends paid to minority interests | -35,649 | -36,234 |
| Cash flow from financial activities | -370,508 | -230,712 |
| II. Net increase (decrease) in cash and cash equivalents | ||
| Impact of exchange rate changes on cash and cash equivalents | 39,915 | -38,910 |
| 1,406 | -6,667 | |
| III. Cash and cash equivalents - ending balance | 883,730 | 842,408 |
Statement of changes in consolidated equity
Issued capital & share
More details on the unrealised results can be found in the section "Statement of
After the General Meeting of May, 25 2021, AvH paid a dividend of 2.35 euros
In 2021, AvH has purchased 55,000 treasury shares in order to hedge options for the benefit of staff. Over the same period, beneficiaries of the share option plan exercised options on 53,500 AvH shares. On December 31, 2021, 306,250 options were outstanding on AvH shares. In order to hedge these (and future) obligations,
In addition, 211,979 AvH shares were purchased and 216,604 shares were sold in 2021 in the context of the contract that AvH entered into with Kepler Cheuvreux in order to support the liquidity of the AvH share. These transactions are initiated entirely autonomously by Kepler Cheuvreux, but as they take place on behalf of AvH, the net sale of 4,625 AvH shares has an impact on AvH's equity. On December 31, 2021, the number of treasury shares in the portfolio in the context of this
per share, resulting in a total dividend payment of 77.9 million euros.
AvH owned 345,250 treasury shares on that date.
liquidity agreement amounts to 1,842.
premium
Consolidated reserves
Bonds -Fair value
through OCI (FVOCI)
Shares -Fair value
through OCI (FVOCI)
Opening balance, 1 January 2020 113,907 3,439,322 3,469 41 -43,889 -23,019 -1,074 -32,648 3,456,109 1,225,725 4,681,834 Profit 229,791 229,791 47,823 277,614 Unrealised results 3,145 4 -2,191 -4,217 -45,041 -48,300 3,918 -44,382
unrealised results 0 229,791 3,145 4 -2,191 -4,217 -45,041 0 181,491 51,741 233,232 Distribution of dividends -76,813 -76,813 -36,234 -113,047 Operations with treasury shares 1,278 1,278 1,278
beneficial interest %) -27 -27 -21,100 -21,128 Ending balance, 31 December 2020 113,907 3,592,273 6,614 45 -46,080 -27,236 -46,115 -31,370 3,562,038 1,220,131 4,782,169 Impact IFRS amendments 0 0 Opening balance, 1 January 2021 113,907 3,592,273 6,614 45 -46,080 -27,236 -46,115 -31,370 3,562,038 1,220,131 4,782,169 Profit 406,814 406,814 105,246 512,060 Unrealised results -4,994 81 15,030 2,778 33,432 46,327 20,735 67,061
unrealised results 0 406,814 -4,994 81 15,030 2,778 33,432 0 453,141 125,981 579,122 Distribution of dividends -77,890 -77,890 -34,682 -112,572 Operations with treasury shares -1,881 -1,881 -1,881
beneficial interest %) 21,820 21,820 -33,656 -11,836 Ending balance, 31 December 2021 113,907 3,943,016 1,620 126 -31,050 -24,458 -12,682 -33,251 3,957,228 1,277,774 5,235,002
Hedging reserves
Actuarial gains (losses)
defined benefit pension
plans
Translation differences
Treasury shares
The item "Other" in the "Minority interests" column arises, among other aspects, from the changes in the consolidation scope of AvH or its affiliates. We refer to
The item "Other" in the colomn "Consolidated reserves" includes a.o. the impact of the regrouping in the Real Estate segment (contribution in kind of Extensa and LREM to Leasinvest Real Estate, all controlling interests), the eliminations of results on sales of treasury shares, the impact of the acquisition of minority interests and the impact of the remeasurement of the purchase obligation on certain shares.
The issued capital amounts to 2,295,277.90 euros. The capital is fully paid-up and is represented by 33,496,904 shares without nominal value. Please refer to the
Section 'General information regarding the company and the capital'.
Explanatory Note 6. Segment reporting for more details.
General data regarding the capital
Equity - group share
Minority interests
Total equity
(€ 1,000)
Total of realised and
Total of realised and
comprehensive income".
Other (a.o. changes in consol. scope /
Other (a.o. changes in consol. scope /
| (€ 1,000) | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Issued capital & share premium |
Consolidated reserves | through OCI (FVOCI) Bonds -Fair value |
through OCI (FVOCI) Shares -Fair value |
Hedging reserves | defined benefit pension Actuarial gains (losses) plans |
Translation differences | Treasury shares | Equity - group share | Minority interests | Total equity | |
| Opening balance, 1 January 2020 | 113,907 | 3,439,322 | 3,469 | 41 | -43,889 | -23,019 | -1,074 | -32,648 | 3,456,109 | 1,225,725 | 4,681,834 |
| Profit | 229,791 | 229,791 | 47,823 | 277,614 | |||||||
| Unrealised results | 3,145 | 4 | -2,191 | -4,217 | -45,041 | -48,300 | 3,918 | -44,382 | |||
| Total of realised and unrealised results |
0 | 229,791 | 3,145 | 4 | -2,191 | -4,217 | -45,041 | 0 | 181,491 | 51,741 | 233,232 |
| Distribution of dividends | -76,813 | -76,813 | -36,234 | -113,047 | |||||||
| Operations with treasury shares | 1,278 | 1,278 | 1,278 | ||||||||
| Other (a.o. changes in consol. scope / beneficial interest %) |
-27 | -27 | -21,100 | -21,128 | |||||||
| Ending balance, 31 December 2020 | 113,907 | 3,592,273 | 6,614 | 45 | -46,080 | -27,236 | -46,115 | -31,370 | 3,562,038 | 1,220,131 | 4,782,169 |
| Impact IFRS amendments | 0 | 0 | |||||||||
| Opening balance, 1 January 2021 | 113,907 | 3,592,273 | 6,614 | 45 | -46,080 | -27,236 | -46,115 | -31,370 | 3,562,038 | 1,220,131 | 4,782,169 |
| Profit | 406,814 | 406,814 | 105,246 | 512,060 | |||||||
| Unrealised results | -4,994 | 81 | 15,030 | 2,778 | 33,432 | 46,327 | 20,735 | 67,061 | |||
| Total of realised and unrealised results |
0 | 406,814 | -4,994 | 81 | 15,030 | 2,778 | 33,432 | 0 | 453,141 | 125,981 | 579,122 |
| Distribution of dividends | -77,890 | -77,890 | -34,682 | -112,572 | |||||||
| Operations with treasury shares | -1,881 | -1,881 | -1,881 | ||||||||
| Other (a.o. changes in consol. scope / beneficial interest %) |
21,820 | 21,820 | -33,656 | -11,836 | |||||||
| Ending balance, 31 December 2021 | 113,907 | 3,943,016 | 1,620 | 126 | -31,050 | -24,458 | -12,682 | -33,251 | 3,957,228 | 1,277,774 | 5,235,002 |
More details on the unrealised results can be found in the section "Statement of comprehensive income".
After the General Meeting of May, 25 2021, AvH paid a dividend of 2.35 euros per share, resulting in a total dividend payment of 77.9 million euros.
In 2021, AvH has purchased 55,000 treasury shares in order to hedge options for the benefit of staff. Over the same period, beneficiaries of the share option plan exercised options on 53,500 AvH shares. On December 31, 2021, 306,250 options were outstanding on AvH shares. In order to hedge these (and future) obligations, AvH owned 345,250 treasury shares on that date.
In addition, 211,979 AvH shares were purchased and 216,604 shares were sold in 2021 in the context of the contract that AvH entered into with Kepler Cheuvreux in order to support the liquidity of the AvH share. These transactions are initiated entirely autonomously by Kepler Cheuvreux, but as they take place on behalf of AvH, the net sale of 4,625 AvH shares has an impact on AvH's equity. On December 31, 2021, the number of treasury shares in the portfolio in the context of this liquidity agreement amounts to 1,842.
The item "Other" in the "Minority interests" column arises, among other aspects, from the changes in the consolidation scope of AvH or its affiliates. We refer to Explanatory Note 6. Segment reporting for more details.
The item "Other" in the colomn "Consolidated reserves" includes a.o. the impact of the regrouping in the Real Estate segment (contribution in kind of Extensa and LREM to Leasinvest Real Estate, all controlling interests), the eliminations of results on sales of treasury shares, the impact of the acquisition of minority interests and the impact of the remeasurement of the purchase obligation on certain shares.
The issued capital amounts to 2,295,277.90 euros. The capital is fully paid-up and is represented by 33,496,904 shares without nominal value. Please refer to the Section 'General information regarding the company and the capital'.
The consolidated annual accounts are prepared in accordance with the International Financial Reporting Standards and IFRIC interpretations effective on 31 December 2021, as approved by the European Commission.
New and amended standards and interpretations
Following new standards and amendments to existing standards published by the IASB, are applied as from January 1, 2021.
The application of the new and amended standards and interpretations has no significant impact on the group's financial statements.
The preparation of financial statements under IFRS requires estimates to be used and assumptions to be made that affect the amounts shown in the financial statements, particularly as regards the following items:
These estimates assume the operation is a going concern and are made on the basis of the information available at the time. Estimates may be revised if the circumstances on which they were based alter or if new information becomes available. Actual results may be different from these estimates.
The valuation rules, which are part of the annual report, are approved annually by AvH's board of directors. The most recent deliberation on and approval of these valuation rules by AvH's board of directors took place on March 22, 2022.
The consolidated annual accounts contain the financial details of the parent AvH, its subsidiaries and jointly controlled companies, as well as the share of the group in the results of the associated companies.
Subsidiaries are entities which are controlled by the group. Control exists when AvH (a) has power over the subsidiary; (b) is exposed, or has rights, to variable returns from its involvement with the subsidiary; and (c) has the ability to affect those returns through its power over the subsidiary. The participating interests in subsidiaries are consolidated in full as from the date of acquisition until the end of the control.
The financial statements of the subsidiaries have been prepared for the same reporting period as AvH and uniform IFRS valuation rules have been used. All intragroup transactions and unrealised intra-group profits and losses on transactions between group companies have been eliminated. Unrealised losses have been eliminated unless they concern an impairment.
3.2 Jointly controlled subsidiaries and associated participating interests
• These authorization and advanced licences and permits are recognised under intangible assets and amortised over a period of 33 years. If a long lease is concluded, the amortisation period is the same as the term of the long lease. Amortisation starts when the building is provisionally completed and operated. Operating licences are not amortised since in principle they are of unlimited du8. Leases
8.1 Lessor accounting
economic life of the asset.
8.2 Lessee accounting
remeasurements of the lease liability.
lowing exemptions when applying IFRS 16 accounting for:
• leases for which the underlying asset is of low value;
• intangible assets.
and conditions.
to be extended (or not terminated).
and liability are as follows:
• short-term leases, i.e. contracts with a duration of less than one year;
The most important judgements and assumptions in determining the lease asset
• The lease payments are discounted using the interest rate implicit in the lease agreement. If that rate cannot be readily determined, which is generally the case for leases in the group, the lessee has used judgement to determine its incremental borrowing rate, being the rate that the individual lessee would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms, security
• In determining the lease term, management considers all facts and circumstances that create an incentive to exercise an extension option, (or not exercise a termination option). Extension options (or periods after termination options) are only included in the lease term if the lease agreement is reasonably certain
a Lease".
eration.
When the Group acts as a lessor, it determines at lease inception whether a lease is a finance lease or an operating lease. To classify each lease, the Group makes an overall assessment of whether the lease transfers substantially all of the risks and rewards incidental to ownership of the underlying asset. If this is the case, then the lease is considered a finance lease. As part of the assessment, the Group considers certain indicators such as whether the lease is for the major part of the
If the lease agreement contains both lease and non-lease components, the Group
IFRS 16 sets out the principles for the recognition, measurement, presentation and disclosure of leases and requires lessees to account for all leases under a single on-balance sheet model. IFRS 16 replaces IAS 17 "Leases", IFRIC 4 "Determining Whether an Arrangement Contains a Lease", SIC 15 "Operating Leases – Incentives" and SIC 27 "Evaluating the Substance of Transactions in the Legal Form of
Under IFRS 16, a contract is, or contains, a lease if the contract conveys a right to control the use of an identified asset for a period of time in exchange for consid-
The Group recognises a right-of-use asset and a corresponding lease liability at the lease commencement date. Assets and liabilities arising from a lease are initially measured on a present value basis, discounted using the incremental borrowing rate of the lessee. The right-of-use asset is subsequently depreciated and/or impaired when deemed necessary. The right-of-use asset is also adjusted for certain
The lease liability is subsequently increased by the interest cost on the lease liability and reduced by lease payment made. It is remeasured when there is a change in future lease payments arising from a change in an index or rate, a change in the estimate of the amount expected to be payable, or a change in the reassessment of whether a purchase or extension option is reasonably certain to be exercised (or a termination option curtained not to be exercised). The Group has applied judgement to determine the lease term for lease contracts containing renewal options. In accordance with the standard on lease contracts, the Group elected to use fol-
applies IFRS 15 to allocate the consideration in the contract.
• In accordance with IAS 36, intangible fixed assets with an indefinite useful life are subject to an annual impairment test by comparing their carrying amount with their recoverable amount. The recoverable amount is the higher of the fair
Goodwill is the positive difference between the cost of the business combination and the share of the group in the fair value of the acquired assets, the acquired liabilities and contingent liabilities of the subsidiary, jointly controlled subsidiary or
Goodwill is not amortised but is subject to an annual impairment test and when-
Tangible fixed assets are carried at cost or production cost less accumulated amor-
Tangible fixed assets are amortised on a straight-line basis over the useful economic life. The useful life is reviewed on a yearly basis and this is also the case for
The depreciation periods as defined by DEME of the floating and other construction materials range from 3 years (such as for pipelines) to 21 years. The principal component of trailing suction hopper dredgers and cutter suction dredgers is depreciated over a period of 18 years. For new hopper dredgers, cutter suction dredgers, cable lay vessels and DP3 Offshore crane vessels in production since 2019 the principal component is depreciated over a period of 20 years and a second component is depreciated over a period of 10 years. For major jack-up vessels this depreciation rule was already applicable. The principal component mainly includes the hull and machinery and the second component relates to parts of a vessel for which the lifespan is shorter than the economic life cycle of the vessel.
Repair and maintenance expenses for tangible assets are recognized as an expense in the period in which they occur, unless they result in an increase of the future economic benefit of the respective tangible fixed assets, which justifies their capi-
Assets under construction are amortised as from the time they are taken into use. Government grants are recorded as deferred income and taken into profit as income over the useful life of the asset following a systematic and rational basis.
On each closing date, the group verifies whether there are indications that an asset is subject to an impairment. In the event that such indications are present, an estimation is made of the recoverable amount. When the carrying amount of an asset is higher than the recoverable amount, an impairment is recorded in order to bring
The recoverable amount of an asset is defined as the higher of the fair value minus costs to sell (assuming a voluntary sale) and the value in use (based upon the net present value of the estimated future cash flows). Any resulting impairments are
Previously recorded impairments, except on goodwill, are reversed through the
the carrying amount of the asset back to the recoverable amount.
charged to the profit and loss account.
profit and loss account when they are no longer valid.
associated participating interests at the time of the acquisition.
ever indications of a possible impairment have occurred.
tisations and any impairments.
any residual value.
talisation.
value less cost to sell and the value in use.
ration.
Companies which are controlled jointly (defined as those entities in which the group has joint control, among others via the shareholders' percentage or via contractual agreement with one or more of the other shareholders and that are considered to be joint ventures) are included on the basis of the equity method as from the date of acquisition until the end of the joint control.
Associated participating interests in which the group has a significant influence, more specifically companies in which AvH has the power to participate (without control) in the financial and operational management decisions, are included in accordance with the equity method, as from the date of acquisition until the end of the significant influence.
According to the equity method, the participating interests are initially recorded at cost and the carrying amount is subsequently modified to include the share of the group in the profit or loss of the participating interest, as from the date of purchase. The financial statements of these companies are prepared for the same reporting period as AvH and uniform IFRS valuation rules are applied. Unrealised intra-group profits and losses on transactions are eliminated to the extent of the interest in the company.
A joint operation is a joint arrangement in which the parties (joint operators) have direct rights over the assets and direct obligations with respect to the entity's liabilities. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require unanimous consent of the parties sharing control. When a subsidiary of AvH starts a joint operation, that subsidiary recognises:
Intangible fixed assets with a finite useful life are stated at cost, less accumulated amortisation and any accumulated impairment losses.
Intangible fixed assets are amortised on a straight-line basis over the useful economic life. The useful economic life is reviewed per annum and this is also the case for any residual value. The residual value is assumed to be zero.
Intangible fixed assets with indefinite useful life, stated at cost, are not amortised but are subject to an impairment test on an annual basis and whenever indications of a possible impairment occur.
Costs for starting up new activities are included in the profit or loss at the time they occur.
Research expenses are taken into profit or loss in the period in which they arise. Development expenses that meet the severe recognition criteria of IAS 38 are capitalised and amortised over the useful life.
The valuation rules applied when accounting for acquisitions of residential care centres are as follows:
Goodwill is the positive difference between the cost of the business combination and the share of the group in the fair value of the acquired assets, the acquired liabilities and contingent liabilities of the subsidiary, jointly controlled subsidiary or associated participating interests at the time of the acquisition.
Goodwill is not amortised but is subject to an annual impairment test and whenever indications of a possible impairment have occurred.
Tangible fixed assets are carried at cost or production cost less accumulated amortisations and any impairments.
Tangible fixed assets are amortised on a straight-line basis over the useful economic life. The useful life is reviewed on a yearly basis and this is also the case for any residual value.
The depreciation periods as defined by DEME of the floating and other construction materials range from 3 years (such as for pipelines) to 21 years. The principal component of trailing suction hopper dredgers and cutter suction dredgers is depreciated over a period of 18 years. For new hopper dredgers, cutter suction dredgers, cable lay vessels and DP3 Offshore crane vessels in production since 2019 the principal component is depreciated over a period of 20 years and a second component is depreciated over a period of 10 years. For major jack-up vessels this depreciation rule was already applicable. The principal component mainly includes the hull and machinery and the second component relates to parts of a vessel for which the lifespan is shorter than the economic life cycle of the vessel.
Repair and maintenance expenses for tangible assets are recognized as an expense in the period in which they occur, unless they result in an increase of the future economic benefit of the respective tangible fixed assets, which justifies their capitalisation.
Assets under construction are amortised as from the time they are taken into use.
Government grants are recorded as deferred income and taken into profit as income over the useful life of the asset following a systematic and rational basis.
On each closing date, the group verifies whether there are indications that an asset is subject to an impairment. In the event that such indications are present, an estimation is made of the recoverable amount. When the carrying amount of an asset is higher than the recoverable amount, an impairment is recorded in order to bring the carrying amount of the asset back to the recoverable amount.
The recoverable amount of an asset is defined as the higher of the fair value minus costs to sell (assuming a voluntary sale) and the value in use (based upon the net present value of the estimated future cash flows). Any resulting impairments are charged to the profit and loss account.
Previously recorded impairments, except on goodwill, are reversed through the profit and loss account when they are no longer valid.
When the Group acts as a lessor, it determines at lease inception whether a lease is a finance lease or an operating lease. To classify each lease, the Group makes an overall assessment of whether the lease transfers substantially all of the risks and rewards incidental to ownership of the underlying asset. If this is the case, then the lease is considered a finance lease. As part of the assessment, the Group considers certain indicators such as whether the lease is for the major part of the economic life of the asset.
If the lease agreement contains both lease and non-lease components, the Group applies IFRS 15 to allocate the consideration in the contract.
IFRS 16 sets out the principles for the recognition, measurement, presentation and disclosure of leases and requires lessees to account for all leases under a single on-balance sheet model. IFRS 16 replaces IAS 17 "Leases", IFRIC 4 "Determining Whether an Arrangement Contains a Lease", SIC 15 "Operating Leases – Incentives" and SIC 27 "Evaluating the Substance of Transactions in the Legal Form of a Lease".
Under IFRS 16, a contract is, or contains, a lease if the contract conveys a right to control the use of an identified asset for a period of time in exchange for consideration.
The Group recognises a right-of-use asset and a corresponding lease liability at the lease commencement date. Assets and liabilities arising from a lease are initially measured on a present value basis, discounted using the incremental borrowing rate of the lessee. The right-of-use asset is subsequently depreciated and/or impaired when deemed necessary. The right-of-use asset is also adjusted for certain remeasurements of the lease liability.
The lease liability is subsequently increased by the interest cost on the lease liability and reduced by lease payment made. It is remeasured when there is a change in future lease payments arising from a change in an index or rate, a change in the estimate of the amount expected to be payable, or a change in the reassessment of whether a purchase or extension option is reasonably certain to be exercised (or a termination option curtained not to be exercised). The Group has applied judgement to determine the lease term for lease contracts containing renewal options.
In accordance with the standard on lease contracts, the Group elected to use following exemptions when applying IFRS 16 accounting for:
The most important judgements and assumptions in determining the lease asset and liability are as follows:
These investments cover buildings which are ready to be leased (real estate investments) as well as buildings under construction or being developed for future use as operative real estate investments (project development).
Investment property is measured at fair value through profit or loss. On a yearly basis, the fair value of the leased buildings is determined based upon valuation reports.
When another financial asset is acquired or invested in, the contractual terms determine whether it is an equity instrument or a debt instrument.
Equity instruments give entitlement to the remaining interest in the net assets of another entity.
The assessment of the contractual cash flow characteristics or SPPI test is carried out per product group (financial assets with similar cash flow characteristics) or, where necessary, on an individual basis. It is assessed whether the instrument generates cash flows on specified dates that are solely payments of principal and interest on the principal amount outstanding (SPPI: solely payments of principal and interest). It is also investigated how these cash flows fit in with the business model of the entity in question.
The relevant classification and measurement method follows from those assessments:
Irrespective of these assessments, one can make an irrevocable election to designate, at initial recognition, a financial asset as measured at FVTPL (fair value option) if doing so eliminates or significantly reduces a measurement or recognition inconsistency ('accounting mismatch').
For the aforementioned financial assets that are measured at amortised cost and at fair value with value changes recognized in other comprehensive income, a loss allowance for expected credit losses is required (see section 6. Impairment of financial assets).
• finance lease receivables;
initial recognition;
nancial guarantee contracts.
macroeconomic outlook.
future.
following model parameters:
and determine an appropriate lifetime ECL.
• loan commitments and financial guarantee contracts.
occur within 12 months that give rise to default;
the asset back to the recoverable amount.
ured at amortised cost (incl. lease receivables);
financial assets are classified in three stages:
• for the purpose of determining the loss allowance for expected credit losses, the
• the granting by the bank of certain terms, for economic or legal reasons, which the Group under normal circumstances would not grant to the borrower; • the likelihood of the borrower going bankrupt or being restructured;
• for bonds, the extinction of an active market due to financial difficulties or other
• objective criteria showing a measurable deterioration of the expected future cash flows from a collective group of financial assets, even though such deterioration cannot be detected on an individual basis, or criteria indicating a deterioration of the creditworthiness or financial capacity of the borrowers of the group, or national or economic circumstances specific to that group of borrow-
For stage 3 contracts, an estimate is made of the recoverable amount. When the carrying amount of an asset is higher than the recoverable amount, an impairment is recorded in order to bring the carrying amount of the asset back to the recover-
The net recoverable amount of an asset is defined as the higher of the following
• the value in use (based on the present value of the expected future cash flows).
Inventories are valued at cost (purchase or production cost) or at net realisable value when this is lower. The production cost comprises all direct and indirect costs incurred in bringing the inventories to their completion at balance sheet date and this corresponds with the estimated sales prices in normal circumstances, minus the handling, marketing and distribution costs (net realizable value). Construction contracts are valued according to the Percentage of Completion method whereby the result is recognized in accordance with progress of the works. Expected losses
Costs which are related to a capital transaction are deducted from the capital. The purchase of treasury shares is deducted from equity at purchase price. Subsequent sale or cancellation at a later date does not affect the result. Profits and
Transactions in foreign currency are recorded at the exchange rate on the date of the transaction. Positive and negative unrealised translation differences, resulting from the calculation of monetary assets and liabilities at closing rate on balance sheet date, are recorded as income or cost respectively in the profit and loss ac-
Based upon the closing rate method, assets and liabilities of the consolidated subsidiary are converted at closing rate, while the income statement is converted at the average rate of the period, which results in translation differences included in
A provision is recognized if a company belonging to the group has a (legal or constructive) obligation as a result of a past event, and it is probable that the settlement of this obligation will require an outflow and the amount of this obligation can be determined in a reliable manner. In the event that the difference between the nominal and discounted value is significant, a provision is recorded for the amount of the discounted value of the estimated expenses. The resulting increase of the provision in proportion to the time is recorded as an interest charge.
losses with regard to treasury shares are recorded directly in equity.
• the net sale price (assuming a voluntary sale), and
are immediately recognized as an expense.
Capital and reserves
Translation differences
the consolidated 'other comprehensive income'.
count.
Provisions
Inventories / construction contracts
indications threatening the recoverability of the acquisition value;
ers.
able amount.
values:
Stage 1: performing assets, for which at initial recognition a one-year expected credit loss allowance is made based on the probability that events will
Stage 2: underperforming assets for which a lifetime expected credit loss allowance is made if there has been a significant increase in credit risk since
Stage 3: for non-performing assets an estimate is made of the recoverable amount. When the carrying amount of an asset is higher than the recoverable amount, an impairment is recorded in order to bring the carrying amount of
Changes in loss allowances are recognized under the item 'Impairment losses' in profit and loss. The loss allowance for expected credit losses is presented: • as deducted from the gross carrying amount of financial assets that are meas-
• as a loss allowance in other comprehensive income for debt instruments measured at fair value with value changes recognized in other comprehensive income; • as a loss allowance under obligations resulting from loan commitments and fi-
The staging in the event of a significant increase (or decrease) in credit risk is done on an individual contract level ('bottom-up' staging) based on certain criteria such as payment arrears, renegotiations, and rating category. The internal credit rating is used for the individual staging of loans. As this is a criterion based on past history, a distinct 'collective staging' logic is used as well to take into account the
For the bond portfolio, the 'low credit risk exemption' is applied: as long as bonds retain their investment grade rating category, they remain in stage 1. On the basis of the low credit risk at the reporting date it may be concluded that there has been no significant increase in credit risk. Should a bond migrate to a non-investment grade rating category, the bank will either sell the bond or transfer it to stage 2
A valuation model calculates the expected credit losses for contracts in stages 1 and 2 in line with the literature on IFRS9 ECL modelling. They are determined without any deliberate optimistic or conservative bias, and are based on all reasonable and substantiated information available by justifiable cost or effort. This includes information about past history, present circumstances and future projections. They also reflect the expected value that the bank deems possible in the foreseeable
These one-year expected credit losses and lifetime expected credit losses are calculated for each individual contract on the basis of the future cash flows and the
• PD stands for 'Probability of Default' in a given period. The PD modelling has been set up using migration matrices based on existing internal credit ratings for loans and supplied by rating agency DBRS for the bond portfolio. • Loss Given Default (LGD) stands for expected loss in the event of default. The LGD figure is obtained from the 'exposure at default' and the pledged collateral. • 'Survival Probability' is the probability that a contract is still liable to credit
the probability that a contract has not disappeared from the balance sheet
the probability that a contract has not yet disappeared from the balance sheet
Effective Interest Rate' (EIR) is the effective interest rate at which the losses are discounted. For fixed-rate contracts this is the contractual effective interest rate; for variable-rate contracts, the most recent fixing is used.
On each closing date, an investigation is performed whether there are objective indications that a financial asset is becoming non-performing and therefore transfers to stage 3, based on one of the following objectively observable events:
• breach of contract, including failure to meet due dates for principal and/or in-
losses. The Survival Probability is determined on the basis of:
following an earlier default, and
following full early repayment.
• major financial difficulties at the borrower;
terest repayments;
Equity instruments held for trading must mandatorily be measured at fair value with value changes recognized in profit or loss (FVTPL).
For other equity instruments, the Group can make an irrevocable election, at initial recognition, to measure those instruments at fair value with value changes recognized in other comprehensive income (FVTOCI). This election can be made instrument by instrument (per share). On disposal, the cumulative fair value changes must not be reclassified to profit or loss. Only dividend income may be recognized in profit or loss.
For equity instruments, no loss allowance is required for expected credit losses.
For the classification and measurement of financial liabilities, other than derivatives, there are the following possibilities:
The operational subsidiaries belonging to the AvH-group are responsible for their risk management, such as exchange risk, interest risk, credit risk, commodity risk, etc. The risks vary according to the particular business where the subsidiaries are active and therefore they are not managed centrally at group level. The respective executive committees report to their board of directors or audit committee regarding their hedging policy.
Derivative instruments are initially valued at cost. Subsequently, these instruments are recorded in the balance sheet at their fair value; the changes in fair value are reported in the income statement unless these instruments are part of hedging transactions.
The recognition of derivative instruments is in accordance with IFRS 9, except for macro hedge accounting for which IAS 39 is applied.
The value fluctuations of a derivative financial instrument that complies with the strict conditions for recognition as a cash flow hedge are recorded in other comprehensive income for the effective part. The ineffective part is recorded directly in the profit and loss account. The hedging results are transferred from of 'other comprehensive income' into the profit and loss account at the same moment the hedged transaction has impact on the result.
Changes in fair value of a derivative instrument that is formally allocated to hedge the changes of fair value of recorded assets and liabilities, are recognized in the profit and loss account together with the profits and losses caused by the fair value revaluation of the hedged component. The value fluctuations of derivative financial instruments, which do not meet the criteria for fair value hedge or cash flow hedge are recorded directly in the profit and loss account.
10.5 Cash and cash equivalents
Cash and cash equivalents consist of cash and short-term investments and are recorded on the balance sheet at nominal value.
Under IFRS 9, a loss allowance is made at initial recognition for expected credit losses (ECLs) for:
Changes in loss allowances are recognized under the item 'Impairment losses' in profit and loss. The loss allowance for expected credit losses is presented:
The staging in the event of a significant increase (or decrease) in credit risk is done on an individual contract level ('bottom-up' staging) based on certain criteria such as payment arrears, renegotiations, and rating category. The internal credit rating is used for the individual staging of loans. As this is a criterion based on past history, a distinct 'collective staging' logic is used as well to take into account the macroeconomic outlook.
For the bond portfolio, the 'low credit risk exemption' is applied: as long as bonds retain their investment grade rating category, they remain in stage 1. On the basis of the low credit risk at the reporting date it may be concluded that there has been no significant increase in credit risk. Should a bond migrate to a non-investment grade rating category, the bank will either sell the bond or transfer it to stage 2 and determine an appropriate lifetime ECL.
A valuation model calculates the expected credit losses for contracts in stages 1 and 2 in line with the literature on IFRS9 ECL modelling. They are determined without any deliberate optimistic or conservative bias, and are based on all reasonable and substantiated information available by justifiable cost or effort. This includes information about past history, present circumstances and future projections. They also reflect the expected value that the bank deems possible in the foreseeable future.
These one-year expected credit losses and lifetime expected credit losses are calculated for each individual contract on the basis of the future cash flows and the following model parameters:
On each closing date, an investigation is performed whether there are objective indications that a financial asset is becoming non-performing and therefore transfers to stage 3, based on one of the following objectively observable events:
For stage 3 contracts, an estimate is made of the recoverable amount. When the carrying amount of an asset is higher than the recoverable amount, an impairment is recorded in order to bring the carrying amount of the asset back to the recoverable amount.
The net recoverable amount of an asset is defined as the higher of the following values:
Inventories are valued at cost (purchase or production cost) or at net realisable value when this is lower. The production cost comprises all direct and indirect costs incurred in bringing the inventories to their completion at balance sheet date and this corresponds with the estimated sales prices in normal circumstances, minus the handling, marketing and distribution costs (net realizable value). Construction contracts are valued according to the Percentage of Completion method whereby the result is recognized in accordance with progress of the works. Expected losses are immediately recognized as an expense.
Costs which are related to a capital transaction are deducted from the capital.
The purchase of treasury shares is deducted from equity at purchase price. Subsequent sale or cancellation at a later date does not affect the result. Profits and losses with regard to treasury shares are recorded directly in equity.
Transactions in foreign currency are recorded at the exchange rate on the date of the transaction. Positive and negative unrealised translation differences, resulting from the calculation of monetary assets and liabilities at closing rate on balance sheet date, are recorded as income or cost respectively in the profit and loss account.
Based upon the closing rate method, assets and liabilities of the consolidated subsidiary are converted at closing rate, while the income statement is converted at the average rate of the period, which results in translation differences included in the consolidated 'other comprehensive income'.
A provision is recognized if a company belonging to the group has a (legal or constructive) obligation as a result of a past event, and it is probable that the settlement of this obligation will require an outflow and the amount of this obligation can be determined in a reliable manner. In the event that the difference between the nominal and discounted value is significant, a provision is recorded for the amount of the discounted value of the estimated expenses. The resulting increase of the provision in proportion to the time is recorded as an interest charge.
Provisions for restructuring costs are only recognized when the group already has a detailed and approved restructuring plan and the planned restructuring has already started or been announced to the relevant staff members. No provisions are made for costs relating to the normal activities of the group.
A provision is made for warranty obligations relating to delivered products, services and contracts, based upon statistical data from the past.
Contingent assets and liabilities are mentioned in the note "Rights and commitments not reflected in the balance sheet", if their impact is important.
Taxes concern both current taxes on the result as deferred taxes. Both types of taxes are recorded in the profit and loss accounts except when they relate to components being part of the equity and therefore allocated to the equity. Deferred taxes are based upon the balance sheet method applied on temporary differences between the carrying amount of the assets and liabilities of the balance sheet and their tax base. The main temporary differences consist of different amortisation percentages of tangible fixed assets, provisions for pensions, carry-forward tax losses and tax credits.
Deferred tax liabilities are recognized for all taxable temporary differences:
Deferred tax assets are recorded for all deductible temporary differences and on carry-forward tax credits and tax losses that can be recovered, to the extent that it is probable that there will be taxable profits in the near future in order to be able to enjoy the tax benefit. The carrying amount of the deferred tax assets is verified on every balance sheet date and impaired to the extent that it is no longer probable that sufficient taxable profit will be available to credit all or part of the deferred taxes. Deferred tax assets and liabilities shall be measured at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.
IFRIC 23, which became effective as from January 1, 2019 onwards, clarifies how to apply the recognition and measurement requirements in IAS 12 income taxes when an uncertainty over current and deferred income tax treatments exists. The acceptability of a particular tax treatment under tax law may not be known until the relevant taxation authority or a court takes a decision in the future. In assessing whether and how an uncertain tax treatment affects the determination of taxable results, the Group assumes that a taxation authority will examine amounts it has a right to examine and has full knowledge of all related information when making those examinations. If the Group concludes it is probable that the taxation authority will accept an uncertain tax treatment, it determines the taxable result consistently with the tax treatment used or planned to be used in its income tax filings. If the Group concludes that it is not probable that a taxation authority will accept an uncertain tax treatment, it reflects the effect of uncertainty in determining its accounting tax position. If the possible outcomes are binary or concentrated to one value, the uncertain tax position is measured using the most likely amount. In case there exists a range of possible outcomes that are neither binary nor concentrated on one value, the sum of the weighted amounts in a range of possible outcomes might best predict the resolution of the uncertainty.
Employee benefits consist of short-term employee benefits, postemployment benefits, other long-term employee benefits, redundancy pay and rewards in equity instruments. The post-employment benefits include the pension plans, life insurance policies and insurance policies for medical assistance. Pension plans with fixed contribution or defined benefit plans are provided through separate funds or insurance plans. In addition, employee benefits consisting of equity instruments also exist.
Identifying the separate performance obligations in a contract with
performance obligation that is partially satisfied at the date of the contract modi-
Dividend revenue is recognised when the Group's right to receive the payment is
Other revenue is recognised when it is received or when the right to receive pay-
The assets, liabilities and net results of the discontinued operations are reported separately in a single item on the consolidated balance sheet and profit and loss account. The same reporting applies for assets and liabilities held for sale (measured at the lower of its carrying amount and fair value less costs to sell).
Events may occur after the balance sheet date which provide additional information with regard to the financial situation of the company at balance sheet date (adjusting events). This information allows the adjustment of estimations and a better reflection of the actual situation on the balance sheet date. These events require an adjustment of the balance sheet and the profit and loss account. Other events after balance sheet date are mentioned in the notes if they have a signifi-
The group calculates both the basic earnings per share and the diluted earnings per share in accordance with IAS 33. The basic earnings per share are calculated on the basis of the weighted average number of outstanding shares during the period. Diluted earnings per share are calculated according to the average number of shares outstanding during the period plus the diluted effect of the warrants and
AvH is a diversified group which is active in the following core sectors:
group and Anima, active in the health & care sector.
Verdant Bioscience and Sagar Cements.
Capital participations.
with IFRS 8.
Marine Engineering & Contracting with DEME, one of the largest dredging companies in the world, CFE a construction group with headquarters in Belgium,
Private Banking with Delen Private Bank, one of the largest independent private asset managers in Belgium and asset manager JM Finn in the UK and Bank Van Breda, a niche-bank for entrepreneurs and liberal professions in Belgium. 3.Real Estate & Senior Care with Nextensa, a listed integrated real estate
Energy & Resources, SIPEF, an agro-industrial group in tropical agriculture,
AvH & Growth Capital with AvH Growth Capital and their respective Growth
The segment information in the financial statements of AvH is published in line
fication, hence the effect is recognised as an adjustment to revenue.
established.
cant impact.
stock options outstanding during the period.
Rent-A-Port and Green Offshore.
ment is established.
Discontinued operations
Events after balance sheet date
Most of the revenue recognised by the construction companies in the group relates to contracts with customers for the sale of properties and services revenue generated from construction, project management and selling activities. In accounting for these contracts, the Group is required to identify which goods or services are distinct and therefore represent separate performance obligations to which reve-
Management uses judgement to determine whether a promised good or service is distinct by assessing if the customer can benefit from the good or service on its own or together with other resources that are readily available to the customer and by ascertaining whether the Group's promise to transfer the good or service to the customer is separately identifiable from other promises in the contract. Determination of transaction prices for revenue recognition The Group is required to determine the transaction price in respect of each of its contracts with customers. Where consideration is variable due to a performance bonus, the Group estimates the amount of variable consideration to be included
Allocation of transaction price to performance obligations in con-
The Group uses the stand-alone selling price of the distinct goods and services underlying each performance obligation to apportion the transaction price to identified performance obligations. This occurs for a limited number of EPCI contracts in the "Marine Engineering & Contracting" segment, where the multiple performance obligations (procurement activities and installation activities) give rise to a
Satisfaction of performance obligations for revenue recognition The Group assesses each of its customer contracts to determine whether performance obligations are satisfied over time or at a point in time in order to determine when revenue is recognised. For sales of properties under development the Group recognises revenue over time, according to the percentage of completion method, because control transfers over time. Its performance creates an asset that the customer controls as the asset is created. It does not create an asset with alternative use as the Group has an enforceable right to payment for performance completed to date. For the EPCI contracts, revenue on the procurement activities are recognised at a point in time and the installation activities are recognised over time. Method of measuring progress of completion of performance obli-
For performance obligations satisfied over time, contract revenue is recognized according to the percentage of completion of the contract activity at the closing date by using an input method calculated as the proportion of contract costs at the closing date and the estimated total contract costs. An expected loss on a con-
Contracts for the sale of properties contain certain warranties covering a period of up to ten years after completion of the property. The Group assessed that these conditions represent 'assurance-type' warranties that are legally required to be provided as quality guarantees and will continue to be accounted for under IAS
A variation may lead to an increase or a decrease in contract revenue. A variation is an instruction by the customer for a change in the scope of the work to be performed under the contract. These contract modifications form typically part of the
a customer
nue can be assigned.
in the transaction price.
tracts with customers
separate revenue recognition pattern.
gations and recognition of revenue
struction contract is immediately recognized.
37, consistent with its current practice.
Other
Pension plans
Several subsidiaries within the group have taken out group insurance policies for the benefit of their employees. Since Belgian subsidiaries are obliged to make additional payments if the average return on the employers' contributions and on the employees' contributions is not attained, those plans should be treated as "defined benefit" plans in accordance with IAS19 (Revised).
The group has a number of defined benefit pension plans. The costs of the defined benefit pension plans are actuarially determined using the 'projected unit credit' method.
Remeasurements, composed of actuarial gains and losses, the effect of changes to the asset ceiling and the return on plan assets, are directly recognized in the balance sheet; a corresponding amount is credited or charged to retained earnings through other comprehensive income in the period in which they arise.
Remeasurements are not reclassified to profit or loss in subsequent periods.
Past service costs are recognized in profit or loss on the effective date of the change or restriction of the pension plan or the date on which the group accounts for reorganization costs, whichever occurs first.
Net interest is calculated by applying the discount rate to the net defined benefit asset or liability and is recognized in consolidated profit or loss.
On different levels stock option plans exist within the AvH, giving employees the right to buy AvH shares or the shares of some subsidiary at a predefined price. This price is determined at the time when the options are granted and it is based on the market price or the intrinsic value.
The performance of the beneficiary is measured (at the moment of granting) on the basis of the fair value of the granted options and warrants and recognized in profit and loss when the services are rendered during the vesting period.
Revenue is recognised in accordance with the IFRS standards, taking into account the specific activities of each segment.
Revenue is recognised when or as each performance obligation is satisfied, at the amount of the transaction price allocated to that performance obligation. Control of an asset refers to the ability to direct the use of and obtain substantially all the remaining benefits from the asset.
When a performance obligation is satisfied by transferring a promised good or service to the customer before the customer pays consideration or before payment is due,the Group presents the contract as a contract asset, unless the Group's rights to that amount of consideration are unconditional, in which case the Group recognises a receivable.
When an amount of consideration is received from a customer prior to the Group transferring a good or service to the customer, the Group presents the contract as a contract liability.
The main streams of revenue are recognised if it meets the criteria outlined below.
Most of the revenue recognised by the construction companies in the group relates to contracts with customers for the sale of properties and services revenue generated from construction, project management and selling activities. In accounting for these contracts, the Group is required to identify which goods or services are distinct and therefore represent separate performance obligations to which revenue can be assigned.
Management uses judgement to determine whether a promised good or service is distinct by assessing if the customer can benefit from the good or service on its own or together with other resources that are readily available to the customer and by ascertaining whether the Group's promise to transfer the good or service to the customer is separately identifiable from other promises in the contract.
The Group is required to determine the transaction price in respect of each of its contracts with customers. Where consideration is variable due to a performance bonus, the Group estimates the amount of variable consideration to be included in the transaction price.
The Group uses the stand-alone selling price of the distinct goods and services underlying each performance obligation to apportion the transaction price to identified performance obligations. This occurs for a limited number of EPCI contracts in the "Marine Engineering & Contracting" segment, where the multiple performance obligations (procurement activities and installation activities) give rise to a separate revenue recognition pattern.
The Group assesses each of its customer contracts to determine whether performance obligations are satisfied over time or at a point in time in order to determine when revenue is recognised. For sales of properties under development the Group recognises revenue over time, according to the percentage of completion method, because control transfers over time. Its performance creates an asset that the customer controls as the asset is created. It does not create an asset with alternative use as the Group has an enforceable right to payment for performance completed to date. For the EPCI contracts, revenue on the procurement activities are recognised at a point in time and the installation activities are recognised over time.
For performance obligations satisfied over time, contract revenue is recognized according to the percentage of completion of the contract activity at the closing date by using an input method calculated as the proportion of contract costs at the closing date and the estimated total contract costs. An expected loss on a construction contract is immediately recognized.
Contracts for the sale of properties contain certain warranties covering a period of up to ten years after completion of the property. The Group assessed that these conditions represent 'assurance-type' warranties that are legally required to be provided as quality guarantees and will continue to be accounted for under IAS 37, consistent with its current practice.
A variation may lead to an increase or a decrease in contract revenue. A variation is an instruction by the customer for a change in the scope of the work to be performed under the contract. These contract modifications form typically part of the performance obligation that is partially satisfied at the date of the contract modification, hence the effect is recognised as an adjustment to revenue.
Dividend revenue is recognised when the Group's right to receive the payment is established.
Other revenue is recognised when it is received or when the right to receive payment is established.
The assets, liabilities and net results of the discontinued operations are reported separately in a single item on the consolidated balance sheet and profit and loss account. The same reporting applies for assets and liabilities held for sale (measured at the lower of its carrying amount and fair value less costs to sell).
Events may occur after the balance sheet date which provide additional information with regard to the financial situation of the company at balance sheet date (adjusting events). This information allows the adjustment of estimations and a better reflection of the actual situation on the balance sheet date. These events require an adjustment of the balance sheet and the profit and loss account. Other events after balance sheet date are mentioned in the notes if they have a significant impact.
The group calculates both the basic earnings per share and the diluted earnings per share in accordance with IAS 33. The basic earnings per share are calculated on the basis of the weighted average number of outstanding shares during the period. Diluted earnings per share are calculated according to the average number of shares outstanding during the period plus the diluted effect of the warrants and stock options outstanding during the period.
AvH is a diversified group which is active in the following core sectors:
The segment information in the financial statements of AvH is published in line with IFRS 8.
156 Your partner for sustainable growth
Note 2: Subsidiaries and jointly controlled subsidiaries
Name of subsidiary Registration nr Registered
(2)
office
0400.464.795 Belgium 62.10% 62.10% 37.90% 37.90%
International Port Engineering and Management (IPEM) 0441.086.318 Belgium 81.05% 81.05% 18.95% 18.95% Infra Asia Consultancy and Project Management 0891.321.320 Belgium 81.05% 81.05% 18.95% 18.95% Rent-A-Port Green Energy 0648.717.687 Belgium 54.04% 54.04% 45.96% 45.96% IPEM Holdings Cyprus 81.05% 81.05% 18.95% 18.95% Port Management Development Cyprus 81.05% 81.05% 18.95% 18.95% Infra Asia Consultancy Hong Kong 81.05% 81.05% 18.95% 18.95% OK SPM FTZ Enterprise Nigeria 81.05% 81.05% 18.95% 18.95%
IPEM Reclamation Cyprus 49.78% 49.78% 50.22% 50.22% Rent-A-Port Reclamation Hong Kong 49.78% 49.78% 50.22% 50.22% Infra Asia Investment Green Utilities Hong Kong 49.78% 49.78% 50.22% 50.22% Infra Asia Investment HK Hong Kong 49.78% 49.78% 50.22% 50.22% Warehousing Workshop Worldwide Hong Kong 44.80% 44.80% 55.20% 55.20% Deep C Blue (Hong Kong) Hong Kong 49.78% 49.78% 50.22% 50.22% IPEM Vietnam Hong Kong 49.78% 49.78% 50.22% 50.22% Dinh Vu Industrial Zone jsc Vietnam 40.72% 40.72% 59.28% 59.28% Hong Duc Industrial Zone jsc Vietnam 50.40% 50.40% 49.60% 49.60% Hai Phong Industrial Park jsc Vietnam 50.09% 50.09% 49.91% 49.91% Deep C Blue Hai Phong Company Vietnam 49.78% 49.78% 50.22% 50.22% DC Red Hai Phong Vietnam 44.80% 44.80% 55.20% 55.20% Deep C Management Vietnam 49.78% 49.78% 50.22% 50.22% Green Offshore 0832.273.757 Belgium 81.05% 81.05% 18.95% 18.95%
Bank Van Breda 0404.055.577 Belgium 78.75% 78.75% 21.25% 21.25%
Van Breda Immo Consult 0726.963.530 Belgium 78.75% 78.75% 21.25% 21.25%
(1) The annual report of CFE, a listed company, contains the list of subsidiaries. DEME is a wholly-owned subsidiary of CFE. At the beginning of December 2021, the intention to split CFE was announced. By means of a partial demerger, CFE will transfer its 100% stake in DEME to a new company (DEME Group) and will compensate the shareholders of CFE for this transaction by issuing DEME Group shares, for which an application will be made for listing on Euronext Brussels. At a later stage, DEME Group could merge with DEME. Once the transaction is closed, which is expected in the summer of 2022, the present CFE will have been split into two separate listed groups: (i) the industrial group CFE, with strong market positions in contracting and real estate development in Belgium, Luxembourg and Poland, and ii) DEME, a dredging and marine engineering group active worldwide. AvH will remain the majority shareholder of the two listed companies, and will not be
(2) In December 2021, Rent-A-Port concluded an agreement to acquire an additional 32.6% stake in IAI, which will bring its total participation to 94%. The closing of the transaction is planned for
(3) The activity of Beherman Vehicle Supply (BVS) consisted of purchasing and supplying Mitsubishi vehicles to the dealer network (stock financing). Mitsubishi Motor Company decided in July 2020 not to launch any more new models on the European market and to withdraw from Europe. As a result, the activity of this subsidiary has ceased entirely, and the company was liquidated as of
(5) Nextensa (AvH 58.5%), which positions itself as a real estate investor and developer active in Belgium, Luxembourg and Austria, emerged from the combination of Leasinvest and Extensa in 2021. The new group will contribute to new urban projects and the development of high-grade real estate on a larger scale, with focus on sustainability. Since then, the subsidiaries of Extensa have
0718.694.279 Belgium 100.00% 100.00%
Extensa 0466.333.240 Belgium 100.00% Extensa Development 0446.953.135 Belgium 100.00% Extensa Invest I 0753.977.139 Belgium 100.00% Extensa Romania J40.24053.2007 Romania 100.00% Gare Maritime 0696.803.359 Belgium 100.00% Grossfeld Developments 2012.2448.267 Luxembourg 100.00%
0425.459.618 Belgium 100.00%
0473.162.535 Belgium 63.00% 37.00%
0400.473.705 Belgium 62.10% 62.10% 37.90% 37.90%
0885.565.854 Belgium 81.05% 81.05% 18.95% 18.95%
Beneficial interest % 2021
Beneficial interest % 2020
Minority interest % 2021
Minority interest % 2020
Marine Engineering & Contracting
Infra Asia Investments (subgroup Rent-A-Port)
Private Banking
Beherman Vehicle Supply
Real Estate & Senior Care
(5)
FinAx (4)
Extensa Group
(3)
selling shares of either DEME or CFE by this demerger.
become included in the consolidation scope of Nextensa.
21/12/2021. (4) AvH has, through its 100% subsidiary FinAx, a direct 78.75% stake in Delen Private Bank and Bank Van Breda.
the first quarter of 2022.
CFE (1)
DEME (1)
Rent-A-Port
(2)
Note 2: Subsidiaries and jointly controlled subsidiaries
| Name of subsidiary | Registration nr | Registered office |
Beneficial interest % 2021 |
Beneficial interest % 2020 |
Minority interest % 2021 |
Minority interest % 2020 |
|---|---|---|---|---|---|---|
| Marine Engineering & Contracting | ||||||
| CFE (1) |
0400.464.795 | Belgium | 62.10% | 62.10% | 37.90% | 37.90% |
| DEME (1) |
0400.473.705 | Belgium | 62.10% | 62.10% | 37.90% | 37.90% |
| Rent-A-Port (2) |
0885.565.854 | Belgium | 81.05% | 81.05% | 18.95% | 18.95% |
| International Port Engineering and Management (IPEM) | 0441.086.318 | Belgium | 81.05% | 81.05% | 18.95% | 18.95% |
| Infra Asia Consultancy and Project Management | 0891.321.320 | Belgium | 81.05% | 81.05% | 18.95% | 18.95% |
| Rent-A-Port Green Energy | 0648.717.687 | Belgium | 54.04% | 54.04% | 45.96% | 45.96% |
| IPEM Holdings | Cyprus | 81.05% | 81.05% | 18.95% | 18.95% | |
| Port Management Development | Cyprus | 81.05% | 81.05% | 18.95% | 18.95% | |
| Infra Asia Consultancy | Hong Kong | 81.05% | 81.05% | 18.95% | 18.95% | |
| OK SPM FTZ Enterprise | Nigeria | 81.05% | 81.05% | 18.95% | 18.95% | |
| Infra Asia Investments (subgroup Rent-A-Port) (2) |
||||||
| IPEM Reclamation | Cyprus | 49.78% | 49.78% | 50.22% | 50.22% | |
| Rent-A-Port Reclamation | Hong Kong | 49.78% | 49.78% | 50.22% | 50.22% | |
| Infra Asia Investment Green Utilities | Hong Kong | 49.78% | 49.78% | 50.22% | 50.22% | |
| Infra Asia Investment HK | Hong Kong | 49.78% | 49.78% | 50.22% | 50.22% | |
| Warehousing Workshop Worldwide | Hong Kong | 44.80% | 44.80% | 55.20% | 55.20% | |
| Deep C Blue (Hong Kong) | Hong Kong | 49.78% | 49.78% | 50.22% | 50.22% | |
| IPEM Vietnam | Hong Kong | 49.78% | 49.78% | 50.22% | 50.22% | |
| Dinh Vu Industrial Zone jsc | Vietnam | 40.72% | 40.72% | 59.28% | 59.28% | |
| Hong Duc Industrial Zone jsc | Vietnam | 50.40% | 50.40% | 49.60% | 49.60% | |
| Hai Phong Industrial Park jsc | Vietnam | 50.09% | 50.09% | 49.91% | 49.91% | |
| Deep C Blue Hai Phong Company | Vietnam | 49.78% | 49.78% | 50.22% | 50.22% | |
| DC Red Hai Phong | Vietnam | 44.80% | 44.80% | 55.20% | 55.20% | |
| Deep C Management | Vietnam | 49.78% | 49.78% | 50.22% | 50.22% | |
| Green Offshore | 0832.273.757 | Belgium | 81.05% | 81.05% | 18.95% | 18.95% |
| Private Banking | ||||||
| Bank Van Breda | 0404.055.577 | Belgium | 78.75% | 78.75% | 21.25% | 21.25% |
| Beherman Vehicle Supply (3) |
0473.162.535 | Belgium | 63.00% | 37.00% | ||
| Van Breda Immo Consult | 0726.963.530 | Belgium | 78.75% | 78.75% | 21.25% | 21.25% |
| FinAx (4) |
0718.694.279 | Belgium | 100.00% | 100.00% | ||
| Real Estate & Senior Care | ||||||
| Extensa Group (5) |
0425.459.618 | Belgium | 100.00% | |||
| Extensa | 0466.333.240 | Belgium | 100.00% | |||
| Extensa Development | 0446.953.135 | Belgium | 100.00% | |||
| Extensa Invest I | 0753.977.139 | Belgium | 100.00% | |||
| Extensa Romania | J40.24053.2007 | Romania | 100.00% | |||
| Gare Maritime | 0696.803.359 | Belgium | 100.00% | |||
| Grossfeld Developments | 2012.2448.267 | Luxembourg | 100.00% |
(1) The annual report of CFE, a listed company, contains the list of subsidiaries. DEME is a wholly-owned subsidiary of CFE. At the beginning of December 2021, the intention to split CFE was announced. By means of a partial demerger, CFE will transfer its 100% stake in DEME to a new company (DEME Group) and will compensate the shareholders of CFE for this transaction by issuing DEME Group shares, for which an application will be made for listing on Euronext Brussels. At a later stage, DEME Group could merge with DEME. Once the transaction is closed, which is expected in the summer of 2022, the present CFE will have been split into two separate listed groups: (i) the industrial group CFE, with strong market positions in contracting and real estate development in Belgium, Luxembourg and Poland, and ii) DEME, a dredging and marine engineering group active worldwide. AvH will remain the majority shareholder of the two listed companies, and will not be selling shares of either DEME or CFE by this demerger.
(2) In December 2021, Rent-A-Port concluded an agreement to acquire an additional 32.6% stake in IAI, which will bring its total participation to 94%. The closing of the transaction is planned for the first quarter of 2022.
(3) The activity of Beherman Vehicle Supply (BVS) consisted of purchasing and supplying Mitsubishi vehicles to the dealer network (stock financing). Mitsubishi Motor Company decided in July 2020 not to launch any more new models on the European market and to withdraw from Europe. As a result, the activity of this subsidiary has ceased entirely, and the company was liquidated as of 21/12/2021. (4) AvH has, through its 100% subsidiary FinAx, a direct 78.75% stake in Delen Private Bank and Bank Van Breda.
(5) Nextensa (AvH 58.5%), which positions itself as a real estate investor and developer active in Belgium, Luxembourg and Austria, emerged from the combination of Leasinvest and Extensa in 2021. The new group will contribute to new urban projects and the development of high-grade real estate on a larger scale, with focus on sustainability. Since then, the subsidiaries of Extensa have become included in the consolidation scope of Nextensa.
| Name of subsidiary | Registration nr | Registered office |
Beneficial interest % 2021 |
Beneficial interest % 2020 |
Minority interest % 2021 |
Minority interest % 2020 |
|---|---|---|---|---|---|---|
| Real Estate & Senior Care (continued) | ||||||
| Implant | 0434.171.208 | Belgium | 100.00% | |||
| RFD | 0405.767.232 | Belgium | 100.00% | |||
| RFD CEE Venture Capital | 801.966.607 | The Netherlands | 100.00% | |||
| Project T&T | 0476.392.437 | Belgium | 100.00% | |||
| T&T Public Warehouse | 0863.093.924 | Belgium | 100.00% | |||
| T&T Parking | 0863.091.251 | Belgium | 100.00% | |||
| T&T Property Management | 0628.634.927 | Belgium | 100.00% | |||
| T&T Tréfonds | 0807.286.854 | Belgium | 100.00% | |||
| T&T Services | 0628.634.927 | Belgium | 100.00% | |||
| T&T Douanehotel | 0406.211.155 | Belgium | 100.00% | |||
| T&T Food Experience | 0473.705.438 | Belgium | 100.00% | |||
| Beekbaarimmo | 19.992.223.718 | Luxembourg | 100.00% | |||
| Vilvolease | 0456.964.525 | Belgium | 100.00% | |||
| Nextensa (Leasinvest Real Estate) (1) |
0436.323.915 | Belgium | 58.53% | 30.01% | 41.47% | 69.99% |
| Leasinvest Real Estate Management (1) |
0466.164.776 | Belgium | 100.00% | |||
| Anima (2) |
0469.969.453 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Anima Vlaanderen | 0698.940.725 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Gilman | 0870.238.171 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Engagement | 0462.433.147 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Le Gui | 0455.218.624 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Anima Wallonië | 0428.283.308 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Huize Philemon & Baucis | 0462.432.652 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Anima Cura | 0480.262.143 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Glamar | 0430.378.904 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Zorgcentrum Lucia | 0818.244.092 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Résidence Parc des Princes | 0431.555.572 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Résidence St. James | 0428.096.434 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Château d'Awans | 0427.620.342 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Home Scheut | 0458.643.516 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Le Birmingham | 0428.227.284 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Zandsteen | 0664.573.823 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Les Résidences de l'Eden | 0455.832.197 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Résidence Arcade | 0835.637.281 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| La Roseraie | 0466.582.668 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Patrium | 0675.568.178 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Elenchus Invest | 0478.953.930 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Résidence Edelweiss | 0439.605.582 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Résidence Neerveld | 0427.883.628 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Villa 34 | 0432.423.822 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Le Rossignol | 0432.049.381 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Immo Markant | 0537.654.073 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Les 3 Arbres | 0435.646.893 | Belgium | 92.50% | 92.50% | 7.50% | 7.50% |
| Saint-Vincent | 0465.771.630 | Belgium | 92.50% | 7.50% |
Name of subsidiary Registration nr Registered
AvH Growth Capital 0434.330.168 Belgium 100.00% 100.00% Sofinim Luxemburg 2003.2218.661 Luxembourg 100.00% 100.00%
Anfima 0426.265.213 Belgium 100.00% 100.00%
202118768G Singapore 100.00% Brinvest 0431.697.411 Belgium 100.00% 100.00% Profimolux 1992.2213.650 Luxembourg 100.00% 100.00%
(2) Agidens has sold its division Agidens Infra Automation (AIA) to the BESIX Group in the third quarter of 2021. (3) In order to follow up on investments in Asia, AvH has recently hired a first investment manager in Singapore and opened a local office there.
AvH Resources India U74300DL2001
Energy & Resources
AvH & Growth Capital
(1)
(2)
(2)
Agidens International
Agidens Infra Automation
Agidens Infra Automation BV
Biolectric Group
Subholdings AvH
(3)
AvH Singapore
(1)
office
Beneficial interest % 2021
PTC111685 India 100.00% 100.00%
0468.070.629 Belgium 84.98% 86.25% 15.02% 13.75%
0630.982.030 Belgium 86.25% 13.75%
856220024B01 The Netherlands 86.25% 13.75%
0422.609.402 Belgium 55.83% 60.00% 44.17% 40.00%
Agidens Life Sciences 0411.592.279 Belgium 84.98% 86.25% 15.02% 13.75%
Agidens Proces Automation 0465.624.744 Belgium 84.98% 86.25% 15.02% 13.75% Agidens Proces Automation BV 005469272B01 The Netherlands 84.98% 86.25% 15.02% 13.75% Agidens Life Sciences BV 850983411B01 The Netherlands 84.98% 86.25% 15.02% 13.75%
Agidens Inc 32.067.705.379 USA 84.98% 86.25% 15.02% 13.75% Agidens SAS 10.813.818.424 France 84.98% 86.25% 15.02% 13.75% Agidens GmbH 76301 Germany 84.98% 86.25% 15.02% 13.75% Agidens AG 539301 Switzerland 84.98% 86.25% 15.02% 13.75% Argus Technologies 0844.260.284 Belgium 84.98% 86.25% 15.02% 13.75% Baarbeek Immo 651.662.133 Belgium 84.98% 86.25% 15.02% 13.75%
Biolectric 0879.126.440 Belgium 55.83% 60.00% 44.17% 40.00% Biolectric Ltd UK 55.83% 60.00% 44.17% 40.00%
(1) The exercise of options (by the management) at Agidens and the entry of the management/new partner at Biolectric resulted in a decrease of the controlling interests by 1.26% and 4.2% respectively.
Beneficial interest % 2020
Minority interest % 2021
Minority interest % 2020
(1) On July 19, 2021, the extraordinary general meeting of Leasinvest approved the proposal to become an integrated real estate group through a business combination with Extensa. By bringing together both real estate players, a unique market position has been created, entitled to both recurring rental income from real estate investments, as well as, having a capital gain potential of development activities that prioritise authenticity and sustainability. In this context, it was also decided to relinquish the REIT status of Nextensa (previously Leasinvest Real Estate) and to convert the company into a public limited company. Upon the creation of Nextensa, AvH contributed 100% of the shares of Extensa and LREM for a joint value of 293.4 million euros and this in exchange for the issue of 4,075,458 new Leasinvest Real Estate shares to AvH. Subsequent to this transaction, Nextensa's capital (previously Leasinvest Real Estate) consists out of 10,002,102 issued shares, of which 5,853,817 shares (including 1,778,359 initial shares) are held by AvH, maintaining a controlling interest of 58.5 %. We refer to the annual report of Nextensa, a listed company, which contains the list of subsidiaries.
(2) In November, 2021 Anima acquired the real estate and operation of the residential care centre Saint-Vincent (53 beds) in Jumet.
| Name of subsidiary | Registration nr | Registered office |
Beneficial interest % 2021 |
Beneficial interest % 2020 |
Minority interest % 2021 |
Minority interest % 2020 |
|---|---|---|---|---|---|---|
| Energy & Resources | ||||||
| AvH Resources India | U74300DL2001 PTC111685 |
India | 100.00% | 100.00% | ||
| AvH & Growth Capital | ||||||
| AvH Growth Capital | 0434.330.168 | Belgium | 100.00% | 100.00% | ||
| Sofinim Luxemburg | 2003.2218.661 | Luxembourg | 100.00% | 100.00% | ||
| Agidens International (1) |
0468.070.629 | Belgium | 84.98% | 86.25% | 15.02% | 13.75% |
| Agidens Life Sciences | 0411.592.279 | Belgium | 84.98% | 86.25% | 15.02% | 13.75% |
| Agidens Infra Automation (2) |
0630.982.030 | Belgium | 86.25% | 13.75% | ||
| Agidens Proces Automation | 0465.624.744 | Belgium | 84.98% | 86.25% | 15.02% | 13.75% |
| Agidens Proces Automation BV | 005469272B01 | The Netherlands | 84.98% | 86.25% | 15.02% | 13.75% |
| Agidens Life Sciences BV | 850983411B01 | The Netherlands | 84.98% | 86.25% | 15.02% | 13.75% |
| Agidens Infra Automation BV (2) |
856220024B01 | The Netherlands | 86.25% | 13.75% | ||
| Agidens Inc | 32.067.705.379 | USA | 84.98% | 86.25% | 15.02% | 13.75% |
| Agidens SAS | 10.813.818.424 | France | 84.98% | 86.25% | 15.02% | 13.75% |
| Agidens GmbH | 76301 | Germany | 84.98% | 86.25% | 15.02% | 13.75% |
| Agidens AG | 539301 | Switzerland | 84.98% | 86.25% | 15.02% | 13.75% |
| Argus Technologies | 0844.260.284 | Belgium | 84.98% | 86.25% | 15.02% | 13.75% |
| Baarbeek Immo | 651.662.133 | Belgium | 84.98% | 86.25% | 15.02% | 13.75% |
| Biolectric Group (1) |
0422.609.402 | Belgium | 55.83% | 60.00% | 44.17% | 40.00% |
| Biolectric | 0879.126.440 | Belgium | 55.83% | 60.00% | 44.17% | 40.00% |
| Biolectric Ltd | UK | 55.83% | 60.00% | 44.17% | 40.00% | |
| Subholdings AvH | ||||||
| Anfima | 0426.265.213 | Belgium | 100.00% | 100.00% | ||
| AvH Singapore (3) |
202118768G | Singapore | 100.00% | |||
| Brinvest | 0431.697.411 | Belgium | 100.00% | 100.00% | ||
| Profimolux | 1992.2213.650 | Luxembourg | 100.00% | 100.00% |
(1) The exercise of options (by the management) at Agidens and the entry of the management/new partner at Biolectric resulted in a decrease of the controlling interests by 1.26% and 4.2% respectively.
(2) Agidens has sold its division Agidens Infra Automation (AIA) to the BESIX Group in the third quarter of 2021. (3) In order to follow up on investments in Asia, AvH has recently hired a first investment manager in Singapore and opened a local office there.
| (€ 1,000) Name of subsidiary | Registration nr | Registered office |
Beneficial interest % 2021 |
Minority interest % 2021 |
Total assets | Total liabilities |
Turnover | Net result |
|---|---|---|---|---|---|---|---|---|
| Marine Engineering & Contracting | ||||||||
| Rent-A-Port | ||||||||
| Infra Asia Investments (subgroup Rent-A-Port) (1) |
||||||||
| Euro Jetty (Hong Kong) | Hong Kong | 24.89% | 25.11% | 14,132 | 9 | 406 | 1,764 | |
| Deep C Green Energy (Hong Kong) | Hong Kong | 24.89% | 25.11% | 14,642 | 211 | 406 | 411 | |
| Deep C Green Energy (Vietnam) | Vietnam | 24.89% | 25.11% | 14,495 | 12,687 | 26,307 | 374 | |
| Euro Jetty (Vietnam) Company | Vietnam | 24.89% | 25.11% | 4,453 | 1,687 | 4,133 | 2,200 | |
| DC Russia | Vietnam | 24.89% | 25.11% | 23,141 | 4,368 | 0 | -680 | |
| Bac Tien Phong Industrial Zone | Vietnam | 24.89% | 25.11% | 61,965 | 19,010 | 11,739 | 5,074 | |
| Rent-A-Port Utilities (2) |
0846.410.221 | Belgium | ||||||
| Infra Asia Investment Fund | 0648.714.620 | Belgium | 40.53% | 9.47% | 32,182 | 30,787 | 0 | 17 |
| ESTOR-LUX | 0749.614.317 | Belgium | 24.32% | 5.68% | 9,689 | 7,792 | 432 | 158 |
| S Channel Management Limited (liquidated) | Cyprus | |||||||
| Private Banking | ||||||||
| Delen Private Bank (3) |
0453.076.211 | Belgium | 78.75% | 2,429,155 | 1,406,702 | 506,760 | 167,556 | |
| Real Estate & Senior Care | ||||||||
| Extensa Group (4) |
||||||||
| CBS Development | 0831.191.317 | Belgium | ||||||
| CBS-Invest | 0879.569.868 | Belgium | ||||||
| Grossfeld PAP SICAV-RAIF | 2005.2205.809 | Luxembourg | ||||||
| Grossfeld Immobilière | 2001.2234.458 | Luxembourg | ||||||
| NEIF 3 Kockelscheuer | 2019.2481.814 | Luxembourg | ||||||
| Darwin I | 2020.2460.950 | Luxembourg | ||||||
| Darwin II | 2020.2460.985 | Luxembourg | ||||||
| Banca II | 2020.2460.969 | Luxembourg | ||||||
| Les Jardins de Oisquercq | 0899.580.572 | Belgium | ||||||
| Energy & Resources | ||||||||
| SIPEF (USD 1.000) (5) |
0404.491.285 | Belgium | 35.13% | 991,765 | 264,436 | 416,053 | 93,749 | |
| Verdant Bioscience (USD 1.000) (6) |
Singapore | 42.00% | 33,665 | 22,475 | 3,319 | -2,514 | ||
| AvH & Growth Capital | ||||||||
| Amsteldijk Beheer | 33.080.456 | The Nether lands |
50.00% | 5,529 | 4,835 | 847 | -1,160 | |
| Manuchar (USD 1.000) (7) |
0407.045.751 | Belgium | 30.00% | 796,436 | 622,605 | 2,481,657 | 62,610 | |
| Turbo's Hoet Groep | 0881.774.936 | Belgium | 50.00% | 352,875 | 220,069 | 620,486 | 18,083 | |
| Telemond | 0893.552.617 | Belgium | 50.00% | 87,727 | 27,904 | 98,953 | 8,888 | |
| Subholdings AvH | ||||||||
| GIB (8) |
0404.869.783 | Belgium |
office
Beneficial interest % 2020
Euro Jetty (Hong Kong) Hong Kong 24.89% 25.11% 13,082 9 421 -71 Deep C Green Energy (Hong Kong) Hong Kong 24.89% 25.11% 7,256 197 421 -126 Deep C Green Energy (Vietnam) Vietnam 24.89% 25.11% 5,643 5,136 12,771 -362 Euro Jetty (Vietnam) Company Vietnam 24.89% 25.11% 4,865 2,678 7,072 1,873 DC Russia Vietnam 24.89% 25.11% 19,969 2,105 0 -426 Bac Tien Phong Industrial Zone Vietnam 24.89% 25.11% 35,639 1,183 0 -941 Rent-A-Port Utilities 0846.410.221 Belgium 40.53% 9.47% 1,616 1,941 3 -42 Infra Asia Investment Fund 0648.714.620 Belgium 40.53% 9.47% 32,047 31,912 14 16 ESTOR-LUX 0749.614.317 Belgium 24.32% 5.68% 4,650 2,911 0 -102 S Channel Management Limited (liquidated) Cyprus 40.53% 9.47% 0 0 0 3
Delen Private Bank 0453.076.211 Belgium 78.75% 2,053,679 1,113,402 412,422 131,387
CBS Development 0831.191.317 Belgium 50.00% 4,448 6,997 30 7 CBS-Invest 0879.569.868 Belgium 50.00% 8,288 2,043 355 -305 Grossfeld PAP SICAV-RAIF 2005.2205.809 Luxembourg 50.00% 109,058 110,634 890 40,384 Grossfeld Immobilière 2001.2234.458 Luxembourg 50.00% 56,358 57,381 179 717 NEIF 3 Kockelscheuer 2019.2481.814 Luxembourg 45.00% 30,748 19,467 0 -18 Darwin I 2020.2460.950 Luxembourg 50.00% 33,338 13,015 0 -15 Darwin II 2020.2460.985 Luxembourg 50.00% 21,720 16,681 0 -16 Banca II 2020.2460.969 Luxembourg 50.00% 63,022 37,854 0 -16 Les Jardins de Oisquercq 0899.580.572 Belgium 50.00% 3,393 5,232 0 -399
SIPEF (USD 1.000) 0404.491.285 Belgium 34.68% 946,641 307,953 274,027 14,122 Verdant Bioscience (USD 1.000) Singapore 42.00% 33,451 19,747 1,319 -2,645
Manuchar (USD 1.000) 0407.045.751 Belgium 30.00% 586,079 473,011 1,497,853 23,620 Turbo's Hoet Groep 0881.774.936 Belgium 50.00% 334,822 216,459 447,935 7,178 Telemond 0893.552.617 Belgium 50.00% 78,134 23,684 84,050 6,074
GIB 0404.869.783 Belgium 50.00% 91 52,813 0 -310
The Nether-
Minority interest % 2020
Total assets Total
lands 50.00% 3,325 1,271 666 188
liabilities Turnover Net result
(€ 1,000) Name of subsidiary Registration nr Registered
Marine Engineering & Contracting
Infra Asia Investments (subgroup Rent-A-Port)
Rent-A-Port
Private Banking
Extensa Group
Real Estate & Senior Care
Energy & Resources
AvH & Growth Capital
Subholdings AvH
Amsteldijk Beheer 33.080.456
(1) In December 2021, Rent-A-Port concluded an agreement to acquire an additional 32.6% stake in IAI, which will bring its total participation to 94%. The closing of the transaction is planned for the first quarter of 2022.
(2) In 2021, Rent-A-Port disposed of its participation in Rent-A-Port Utilities.
(3) FinAx holds a 78.75% stake in Delen Private Bank NV. The shareholder agreements between AvH and the Jacques Delen family, which holds a 21.25% stake through Promofi NV, include, among other things, agreements concerning representation on the board of directors and decision-making at the level of the board of directors and the shareholders' meeting. The special majority requirements specified for certain key decisions lead to joint control.
(4) Since the contribution of the Extensa shares to Leasinvest Real Estate on July 19, 2021, the jointly controlled subsidiaries of Extensa are included in the consolidation scope of Nextensa (see Note
2: Fully consolidated subsidiaries). (5) The shareholders' agreement between the Baron Bracht family and AvH results in joint control of SIPEF. AvH's stake in SIPEF increased from 34.68% to 35.13% in 2021. (6) AvH holds 42% in Verdant Bioscience, a strategic investment in line with its 35.13% interest in SIPEF. SIPEF holds a 38% interest in VBS.
(7) Early 2022, an agreement has been signed with Lone Star Funds for the sale of 100% of the share capital of Manuchar. In view of the announced sale of the participation in Manuchar, which is expected to be completed during the second quarter of 2022, this participation was already reclassified to 'Assets held for sale' at year-end 2021. (8) GIB was liquidated at the end of 2021.
| (€ 1,000) Name of subsidiary | Registration nr | Registered office |
Beneficial interest % 2020 |
Minority interest % 2020 |
Total assets | Total liabilities |
Turnover | Net result |
|---|---|---|---|---|---|---|---|---|
| Marine Engineering & Contracting | ||||||||
| Rent-A-Port | ||||||||
| Infra Asia Investments (subgroup Rent-A-Port) | ||||||||
| Euro Jetty (Hong Kong) | Hong Kong | 24.89% | 25.11% | 13,082 | 9 | 421 | -71 | |
| Deep C Green Energy (Hong Kong) | Hong Kong | 24.89% | 25.11% | 7,256 | 197 | 421 | -126 | |
| Deep C Green Energy (Vietnam) | Vietnam | 24.89% | 25.11% | 5,643 | 5,136 | 12,771 | -362 | |
| Euro Jetty (Vietnam) Company | Vietnam | 24.89% | 25.11% | 4,865 | 2,678 | 7,072 | 1,873 | |
| DC Russia | Vietnam | 24.89% | 25.11% | 19,969 | 2,105 | 0 | -426 | |
| Bac Tien Phong Industrial Zone | Vietnam | 24.89% | 25.11% | 35,639 | 1,183 | 0 | -941 | |
| Rent-A-Port Utilities | 0846.410.221 | Belgium | 40.53% | 9.47% | 1,616 | 1,941 | 3 | -42 |
| Infra Asia Investment Fund | 0648.714.620 | Belgium | 40.53% | 9.47% | 32,047 | 31,912 | 14 | 16 |
| ESTOR-LUX | 0749.614.317 | Belgium | 24.32% | 5.68% | 4,650 | 2,911 | 0 | -102 |
| S Channel Management Limited (liquidated) | Cyprus | 40.53% | 9.47% | 0 | 0 | 0 | 3 | |
| Private Banking | ||||||||
| Delen Private Bank | 0453.076.211 | Belgium | 78.75% | 2,053,679 | 1,113,402 | 412,422 | 131,387 | |
| Real Estate & Senior Care | ||||||||
| Extensa Group | ||||||||
| CBS Development | 0831.191.317 | Belgium | 50.00% | 4,448 | 6,997 | 30 | 7 | |
| CBS-Invest | 0879.569.868 | Belgium | 50.00% | 8,288 | 2,043 | 355 | -305 | |
| Grossfeld PAP SICAV-RAIF | 2005.2205.809 | Luxembourg | 50.00% | 109,058 | 110,634 | 890 | 40,384 | |
| Grossfeld Immobilière | 2001.2234.458 | Luxembourg | 50.00% | 56,358 | 57,381 | 179 | 717 | |
| NEIF 3 Kockelscheuer | 2019.2481.814 | Luxembourg | 45.00% | 30,748 | 19,467 | 0 | -18 | |
| Darwin I | 2020.2460.950 | Luxembourg | 50.00% | 33,338 | 13,015 | 0 | -15 | |
| Darwin II | 2020.2460.985 | Luxembourg | 50.00% | 21,720 | 16,681 | 0 | -16 | |
| Banca II | 2020.2460.969 | Luxembourg | 50.00% | 63,022 | 37,854 | 0 | -16 | |
| Les Jardins de Oisquercq | 0899.580.572 | Belgium | 50.00% | 3,393 | 5,232 | 0 | -399 | |
| Energy & Resources | ||||||||
| SIPEF (USD 1.000) | 0404.491.285 | Belgium | 34.68% | 946,641 | 307,953 | 274,027 | 14,122 | |
| Verdant Bioscience (USD 1.000) | Singapore | 42.00% | 33,451 | 19,747 | 1,319 | -2,645 | ||
| AvH & Growth Capital | ||||||||
| Amsteldijk Beheer | 33.080.456 | The Nether lands |
50.00% | 3,325 | 1,271 | 666 | 188 | |
| Manuchar (USD 1.000) | 0407.045.751 | Belgium | 30.00% | 586,079 | 473,011 | 1,497,853 | 23,620 | |
| Turbo's Hoet Groep | 0881.774.936 | Belgium | 50.00% | 334,822 | 216,459 | 447,935 | 7,178 | |
| Telemond | 0893.552.617 | Belgium | 50.00% | 78,134 | 23,684 | 84,050 | 6,074 | |
| Subholdings AvH | ||||||||
| GIB | 0404.869.783 | Belgium | 50.00% | 91 | 52,813 | 0 | -310 |
| (€ 1,000) Name of associated participating interest |
Registration nr | Registered office |
Beneficial interest % 2021 |
Minority interest % 2021 |
Total assets | Total liabilities |
Turnover | Net result |
|---|---|---|---|---|---|---|---|---|
| Marine Engineering & Contracting | ||||||||
| Green Offshore (1) |
||||||||
| Rentel | 0700.246.364 | Belgium | 10.13% | 2.37% | 933,616 | 837,698 | 138,307 | 29,698 |
| SeaMade | 0543.401.324 | Belgium | 7.09% | 1.66% | 1,373,451 | 1,322,510 | 145,762 | 12,220 |
| Otary RS | 0833.507.538 | Belgium | 10.13% | 2.37% | 84,142 | 1,551 | 10,254 | 18,605 |
| Otary BIS | 0842.251.889 | Belgium | 10.13% | 2.37% | 54,330 | 171 | 0 | 8,437 |
| Private Banking | ||||||||
| Bank Van Breda | ||||||||
| Informatica J.Van Breda & C° (2) |
0427.908.174 | Belgium | ||||||
| Energy & Resources | ||||||||
| Sagar Cements (INR million) | L26942AP19 81PLC002887 |
India | 21.85% | 32,605 | 19,840 | 15,128 | 1,278 | |
| AvH & Growth Capital | ||||||||
| Axe Investments | 419,822,730 | Belgium | 48.34% | 14,230 | 47 | 542 | -223 | |
| Financière EMG | 801.720.343 | France | 22.51% | 381,248 | 310,442 | 366,845 | 152 | |
| Mediahuis (3) |
439.849.666 | Belgium | 13.51% | 1,107,536 | 625,059 | 1,130,790 | 117,321 | |
| OM Partners | 428.328.442 | Belgium | 20.01% | 125,662 | 42,167 | 115,713 | 23,777 | |
| Van Moer Logistics (4) |
Belgium | 21.74% | 119,051 | 82,785 | 222,378 | 1,328 | ||
| Agidens International (5) |
||||||||
| Keersluis Limmel Maintenance BV (MTC) | 62.058.630 | The Netherlands | ||||||
| SAS van Vreeswijk (MTC van Beatrix) | 65.067.096 | The Netherlands |
(1) The stakes in the offshore wind farms Rentel and SeaMade (and the intermediate holdings Otary RS and Otary BIS) are held through Green Offshore, which is a 50/50 investment vehicle of AvH and CFE. AvH has a (transitive) participation of 10.13% in Rentel and 7.09% in SeaMade. When DEME's interests in Rentel and SeaMade are also taken into account, the (beneficial) interests of AvH amount to 21.9% and 15.3% respectively.
(2) Bank Van Breda disposed of its participation in Informatica J.Van Breda as part of the full internalisation of its IT infrastructure. (3) AvH has at the end of 2021 a 49.9% stake in Mediacore, the controlling shareholder (53.5%) in Mediahuis Partners. Mediahuis Partners has a controlling share of 50.57% in Mediahuis. The participation percentage of AvH in Mediahuis is therefore 13.51%.
(4) At the end of June 2021, AvH invested 12.5 million euros in a capital increase of Van Moer Logistics, thereby acquiring a participation of 21.7%.
(5) Agidens has sold its division Agidens Infra Automation (AIA) to the BESIX Group in the third quarter of 2021.
| (€ 1,000) Name of associated participating interest |
Registration nr | Registered office |
Beneficial interest % 2021 |
Reason for exclusion |
Total assets | Total liabilities |
Turnover | Net result |
|---|---|---|---|---|---|---|---|---|
| AvH & Growth Capital | ||||||||
| Bio Cap Invest (31-12-2020) | 0719 433 261 | Belgium | 40.00% | (1) | 1,881 | 0 | 0 | -2 |
| Société d'investissement Brabant Wallon (31-12-2020) | 0430.636.943 | Belgium | 25.00% | (1) | 65,599 | 54,664 | 586 | 300 |
| Pribinvest (31-12-2020) | 0107957 | Luxembourg | 78.75% | (1) | 4,339 | 992 | 0 | -43 |
| Transpalux | 0582.011.409 | France | (2) |
(1) Investment of negligible significance (valued at cost).
(2) The participation in Transpalux was disposed of at year-end 2021.
Referring to the organisation chart (page 79), the participations in Biotalys (12%), Indigo Diabetes (9%), Medikabazaar (10%), MRM Health (16%) and OncoDNA (10%), in view of the beneficial interest, are not consolidated but instead recognised under 'Non current financial assets' (see Note 12). The same applies to the interests in HealthQuad I Fund (36%), HealthQuad II Fund (10%) and Venturi Partners Fund I (20%) because of their typical fund structure.
L26942AP19
office
office
Beneficial interest % 2020
Rentel 0700.246.364 Belgium 10.13% 2.37% 1,007,559 943,473 152,870 59,923 SeaMade 0543.401.324 Belgium 7.09% 1.66% 1,378,017 1,367,578 49,488 44,529 Otary RS 0833.507.538 Belgium 10.13% 2.37% 83,747 2,839 11,208 33,933 Otary BIS 0842.251.889 Belgium 10.13% 2.37% 53,869 157 0 -12
Informatica J.Van Breda & C° 0427.908.174 Belgium 31.50% 8.50% 5,253 4,036 11,504 5
Axe Investments 419,822,730 Belgium 48.34% 14,520 113 568 -434 Financière EMG 801.720.343 France 22.51% 390,090 433,425 240,850 -44,690 Mediahuis 439.849.666 Belgium 13.51% 1,122,745 744,220 990,527 58,592 OM Partners (31-12-2019) 428.328.442 Belgium 20.01% 89,073 37,722 85,673 14,192
Keersluis Limmel Maintenance BV (MTC) 62.058.630 The Netherlands 43.12% 852 852 504 0 SAS van Vreeswijk (MTC van Beatrix) 65.067.096 The Netherlands 17.25% 946 592 4,197 354
Beneficial interest % 2020
Reason for
(1)
(1)
(1)
(2)
exclusion Total assets Total
Minority interest % 2020
81PLC002887 India 21.85% 23,032 22,916 12,572 1,374
Total assets Total
liabilities Turnover Net result
liabilities Turnover Net result
843 0 0 -7
64,492 53,337 551 2,860
4,371 980 0 -46
19,878 13,949 26,402 562
(€ 1,000) Name of associated participating
Marine Engineering & Contracting
Green Offshore
Private Banking Bank Van Breda
Energy & Resources
Sagar Cements (INR million)
AvH & Growth Capital
Agidens International
(€ 1,000) Name of associated participating
(1) Investment of negligible significance (valued at cost). (2) Unable to present audited figures on time.
AvH & Growth Capital
interest Registration nr Registered
Bio Cap Invest (31-12-2019) 0719 433 261 Belgium 40.00%
Nivelinvest (31-12-2019) 0430.636.943 Belgium 25.00%
Pribinvest (31-12-2019) 0107957 Luxembourg 78.75%
Transpalux 0582.011.409 France 45.02%
interest Registration nr Registered
| (€ 1,000) Name of associated participating interest |
Registration nr | Registered office |
Beneficial interest % 2020 |
Minority interest % 2020 |
Total assets | Total liabilities |
Turnover | Net result |
|---|---|---|---|---|---|---|---|---|
| Marine Engineering & Contracting | ||||||||
| Green Offshore | ||||||||
| Rentel | 0700.246.364 | Belgium | 10.13% | 2.37% | 1,007,559 | 943,473 | 152,870 | 59,923 |
| SeaMade | 0543.401.324 | Belgium | 7.09% | 1.66% | 1,378,017 | 1,367,578 | 49,488 | 44,529 |
| Otary RS | 0833.507.538 | Belgium | 10.13% | 2.37% | 83,747 | 2,839 | 11,208 | 33,933 |
| Otary BIS | 0842.251.889 | Belgium | 10.13% | 2.37% | 53,869 | 157 | 0 | -12 |
| Private Banking | ||||||||
| Bank Van Breda | ||||||||
| Informatica J.Van Breda & C° | 0427.908.174 | Belgium | 31.50% | 8.50% | 5,253 | 4,036 | 11,504 | 5 |
| Energy & Resources | ||||||||
| Sagar Cements (INR million) | L26942AP19 81PLC002887 |
India | 21.85% | 23,032 | 22,916 | 12,572 | 1,374 | |
| AvH & Growth Capital | ||||||||
| Axe Investments | 419,822,730 | Belgium | 48.34% | 14,520 | 113 | 568 | -434 | |
| Financière EMG | 801.720.343 | France | 22.51% | 390,090 | 433,425 | 240,850 | -44,690 | |
| Mediahuis | 439.849.666 | Belgium | 13.51% | 1,122,745 | 744,220 | 990,527 | 58,592 | |
| OM Partners (31-12-2019) | 428.328.442 | Belgium | 20.01% | 89,073 | 37,722 | 85,673 | 14,192 | |
| Agidens International | ||||||||
| Keersluis Limmel Maintenance BV (MTC) | 62.058.630 | The Netherlands | 43.12% | 852 | 852 | 504 | 0 | |
| SAS van Vreeswijk (MTC van Beatrix) | 65.067.096 | The Netherlands | 17.25% | 946 | 592 | 4,197 | 354 |
| (€ 1,000) Name of associated participating interest |
Registration nr | Registered office |
Beneficial interest % 2020 |
Reason for exclusion |
Total assets | Total liabilities |
Turnover | Net result |
|---|---|---|---|---|---|---|---|---|
| AvH & Growth Capital | ||||||||
| Bio Cap Invest (31-12-2019) | 0719 433 261 | Belgium | 40.00% | (1) | 843 | 0 | 0 | -7 |
| Nivelinvest (31-12-2019) | 0430.636.943 | Belgium | 25.00% | (1) | 64,492 | 53,337 | 551 | 2,860 |
| Pribinvest (31-12-2019) | 0107957 | Luxembourg | 78.75% | (1) | 4,371 | 980 | 0 | -46 |
| Transpalux | 0582.011.409 | France | 45.02% | (2) | 19,878 | 13,949 | 26,402 | 562 |
(1) Investment of negligible significance (valued at cost).
(2) Unable to present audited figures on time.
Note 4: Business combinations and disposals
On December 22, 2021, VMA NV, a wholly-owned subsidiary of the CFE group, increased its participation in VMA R. Robotics Sp. z o.o. from 51% to 100%. This company, which was integrated under the equity method, is now fully consolidated. In accordance with IFRS 3 Business combinations, the historical participation of 51% was remeasured at fair value through profit and loss.
On December 22, 2021, VMA NV, also acquired 100% of the shares of the companies Rolling Robotics Sp. z o.o., Rolling Robotics Sp. komandytowa, Power Automation Sp. z o.o. and Power Automation Sp. komandytowa. Those companies were fully consolidated. This business combination has no material effect on the financial statements of AvH.
Note 5: Assets and liabilities held for sale
pected to be completed during the second quarter of 2022.
• DEME's offshore installation vessel 'Thor'.
consisted of:
The assets held for sale amounted to 230.7 million euros at year-end 2021 and
• Three buildings of Nextensa, of which two (The Crescent and Monnet) have been
We refer to Note 6. Segment information for more details on those transactions.
sold in February 2022.
• The participation in Manuchar as a result of the announced sale, which is ex-
The evaluation of all the identifiable assets and liabilities obtained by this acquisition has been finalized. The market value of the identified assets and liabilities is shown below:
| (€ 1,000) | Rolling Robotics |
|---|---|
| Goodwill and intangible assets | 54 |
| Tangible assets | 64 |
| Inventory | 0 |
| Cash and cash equivaltents | 1,063 |
| Other assets | 1,468 |
| Total assets | 2,649 |
| Equity (group share) | 1,479 |
| Minority interests | 0 |
| Current and non-current financial debts | 0 |
| Other liabilities | 1,170 |
| Total equity and liabilities | 2,649 |
| Total assets | 2,649 |
| Total liabilities | -1,170 |
| Minority interests | 0 |
| Net assets (100%) | 1,479 |
| Remeasurement gain of 51% stake in VMA R. Robotics Sp.z o.o. | 379 |
| Goodwill (including remeasurement gain) | 2,203 |
| Purchase price | 3,303 |
The recognition of residual goodwill is justified by the fact that, through this acquisition, CFE is expanding its competencies in production line automation, particularly in the design and programming of automated productions.
At the end of 2021, Anima acquired the residential care centre Saint-Vincent in Jumet.
| (€ 1,000) | Agidens Infra |
|---|---|
| Goodwill and intangible assets | 0 |
| Tangible assets | 913 |
| Inventory | 8,847 |
| Cash and cash equivaltents | 481 |
| Other assets | 3,187 |
| Total assets | 13,429 |
| Equity (group share) | 875 |
| Minority interests | 0 |
| Current and non-current financial debts | 719 |
| Other liabilities | 11,835 |
| Total equity and liabilities | 13,429 |
| Total assets | 13,429 |
| Total liabilities | -12,554 |
| Minority interests | 0 |
| Net assets (100%) | 874 |
| Capital gain | 4,235 |
| Sales price | 5,110 |
Agidens has sold its division Agidens Infra Automation (AIA) to the BESIX Group in the third quarter of 2021. This transaction will not only strengthen AIA's market position, but will also clear the way for a thoroughgoing focus and investments in the remaining Agidens entities.
The assets held for sale amounted to 230.7 million euros at year-end 2021 and consisted of:
DEME (full consolidation 62.10%), CFE (full consolidation 62.10%), Rent-A-Port (full consolidation 81.05%) and Green Offshore (full consolidation 81.05%).
Segment 2
Delen Private Bank (equity method 78.75%), Bank Van Breda (full consolidation 78.75%) and FinAx (full consolidation 100%).
Segment 3
Extensa (full consolidation 100% H1 2021), Leasinvest Real Estate (full consolidation 30% H1 2021), Leasinvest Real Estate Management (full consolidation 100% H1 2021), Nextensa (full consolidation 58.5% as of H2 2021) and Anima (full consolidation 92.5%).
On July 19, 2021, the extraordinary general meeting of Leasinvest approved the proposal to become an integrated real estate group through a business combination with Extensa. By bringing together both real estate players, a unique market position has been created, entitled to both recurring rental income from real estate investments, as well as, having a capital gain potential of development activities that prioritise authenticity and sustainability. In this context, it was also decided to relinquish the REIT status of Nextensa (previously Leasinvest Real Estate) and to convert the company into a public limited company. Upon the creation of Nextensa, AvH contributed 100% of the shares of Extensa and LREM for a joint value of 293.4 million euros and this in exchange for the issue of 4,075,458 new Leasinvest Real Estate shares to AvH. Subsequent to this transaction, Nextensa's capital (previously Leasinvest Real Estate) consists out of 10,002,102 issued shares, of which 5,853,817 shares (including 1,778,359 initial shares) are held by AvH, maintaining a controlling interest of 58.5 %.
Segment 4
SIPEF (equity method 35.13%), Verdant Bioscience (equity method 42%), AvH India Resources (full consolidation 100%) and Sagar Cements (equity method 21.85%).
AvH's stake in SIPEF increased from 34.68% to 35.13% in 2021.
AvH India Resources holds no other participations than in Sagar Cements.
Note 6: Segment information – income statement 2021
Marine
Profit (loss) on assets/liabilities
Derivative financial instruments designated at fair value
(€ 1,000) Segment 1 Segment 2 Segment 3 Segment 4 Segment 5
Engineering & Contracting
Private Banking
Revenue 3,782,502 205,011 237,428 18 89,529 -2,114 4,312,374 Rendering of services 0 0 99,193 0 2,074 -1,988 99,279 Real estate revenue 106,300 0 119,195 0 0 225,495 Interest income - banking activities 0 103,801 0 0 0 103,801 Fees and commissions - banking activities 0 98,566 0 0 0 98,566 Revenue from construction contracts 3,580,181 0 0 0 84,328 3,664,508 Other operating revenue 96,021 2,644 19,041 18 3,128 -126 120,726 Operating expenses (-) -3,612,459 -122,400 -175,942 -58 -116,029 2,898 -4,023,991 Raw materials, consumables, services and subcontracted work (-) -2,518,605 -24,176 -80,876 -58 -53,125 2,898 -2,673,943 Interest expenses Bank J.Van Breda & C° (-) 0 -22,759 0 0 0 -22,759 Employee expenses (-) -697,784 -57,533 -75,769 0 -46,604 -877,690 Depreciation (-) -326,558 -7,220 -11,967 0 -4,808 -350,553 Impairment losses (-) -36,202 2,181 -793 0 -10,995 -45,810 Other operating expenses (-) -32,884 -12,483 -6,810 0 -510 0 -52,687 Provisions -425 -409 272 0 13 -550
designated at fair value through profit and loss 0 0 9,593 0 24,456 0 34,048 Financial assets - Fair value through P/L (FVPL) 0 0 16,621 0 24,456 41,077 Investment property 0 0 -7,029 0 0 -7,029 Profit (loss) on disposal of assets 26,003 492 4,984 0 3,221 0 34,699 Realised gain (loss) on intangible and tangible assets 6,071 492 581 0 39 7,182 Realised gain (loss) on investment property 0 0 4,403 0 0 4,403 Realised gain (loss) on financial fixed assets 19,931 0 0 0 3,019 22,951 Realised gain (loss) on other assets 0 0 0 0 163 163 Profit (loss) from operating activities 196,045 83,103 76,062 -40 1,176 784 357,130 Financial result -14,378 208 -15,317 7 3,037 -784 -27,227 Interest income 8,142 16 2,493 0 2,406 -1,116 11,941 Interest expenses (-) -18,778 -2 -15,514 0 -516 1,116 -33,694 (Un)realised foreign currency results 7,313 0 -87 4 -174 7,056 Other financial income (expenses) -11,055 193 -2,208 4 1,320 -784 -12,530
through profit and loss 0 376 5,642 0 0 6,018 Share of profit (loss) from equity accounted investments 23,615 131,950 20,724 30,232 48,669 255,191 Other non-operating income 0 0 0 0 548 548 Other non-operating expenses (-) 0 0 0 0 0 0 Profit (loss) before tax 205,282 215,636 87,111 30,199 53,430 0 591,659 Income taxes -45,293 -19,599 -13,674 0 -884 0 -79,449 Deferred taxes 13,700 -1,274 -7,685 0 882 5,624 Current taxes -58,993 -18,325 -5,989 0 -1,766 -85,073
Profit (loss) after tax from continuing operations 159,989 196,038 73,438 30,199 52,546 0 512,210 Profit (loss) after tax from discontinued operations 0 0 0 0 -150 -150 Profit (loss) of the period 159,989 196,038 73,438 30,199 52,396 0 512,060 Minority interests 60,943 12,936 30,744 222 402 105,246 Share of the group 99,046 183,102 42,694 29,978 51,994 406,814
Real Estate & Senior Care
Energy & Resources
AvH & Growth Capital
Eliminations between segments
Total 2021
The exercise of options (by the management) at Agidens and the entry of the management/new partner at Biolectric resulted in a decrease of the controlling interests by 1.26% and 4.2% respectively.
Early 2022, an agreement has been signed with Lone Star Funds for the sale of 100% of the share capital of Manuchar. In view of the announced sale of the participation in Manuchar, which is expected to be completed during the second quarter of 2022, this participation was already reclassified to 'Assets held for sale' at year-end 2021.
At the end of June 2021, AvH invested 12.5 million euros in a capital increase of Van Moer Logistics, thereby acquiring a participation of 21.7%. Van Moer is a leading logistics player and is totally committed to multimodal transport: inland shipping combined with rail and road transport.
Biotalys is quoted on Euronext Brussels as of 2021, July 2nd as the result of the raising of 52.8 million euros new capital through an initial public offering (IPO). In the context of this IPO, AvH invested an additional 4 million euros in Biotalys, which brings its participation to 13.04% (11.85% fully diluted).
HealthQuad (HQ I: AvH 36.3%, HQ II: AvH 10%) successfully completed in December 2021 the second closing of its second fund with more than 150 million USD committed funds from leading domestic and international institutional investors. AvH has earmarked 15 million USD for HealthQuad II. This sum will be invested over a period of 4 years. As a consequence, the stake in HQ II decreased to 10% (2020: 22.1%).
AvH subscribed in September 2021 to the Series C financing round (75 million USD or 64 million euros) of Medikabazaar. With an investment of 10 million euros, AvH increases its direct participation in Medikabazaar from 5.4% to 8.7%. AvH will have a beneficial interest of 10%, taking into account its participation in the Health-Quad I fund (AvH 36.3%) and the HealthQuad II fund (AvH 10%).
In June 2021, AvH committed to invest 20 million USD in Venturi Partners (AvH 20%) over a four-year period. The first closing of Venturi Partners Fund I, in which AvH is one of the anchor investors, was completed with 100 million USD in committed capital. Venturi Partners is a Singapore-based fund manager with a strong focus on the consumer industry in India and Southeast Asia.
Note 6: Segment information – income statement 2021
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | ||
|---|---|---|---|---|---|---|---|
| Marine | Private | Real Estate & | Energy & | AvH & | Eliminations | Total | |
| Engineering | Banking | Senior Care | Resources | Growth | between | 2021 | |
| Revenue | & Contracting 3,782,502 |
205,011 | 237,428 | 18 | Capital 89,529 |
segments -2,114 |
4,312,374 |
| Rendering of services | 0 | 0 | 99,193 | 0 | 2,074 | -1,988 | 99,279 |
| Real estate revenue | 106,300 | 0 | 119,195 | 0 | 0 | 225,495 | |
| Interest income - banking activities | 0 | 103,801 | 0 | 0 | 0 | 103,801 | |
| Fees and commissions - banking activities | 0 | 98,566 | 0 | 0 | 0 | 98,566 | |
| Revenue from construction contracts | 3,580,181 | 0 | 0 | 0 | 84,328 | 3,664,508 | |
| Other operating revenue | 96,021 | 2,644 | 19,041 | 18 | 3,128 | -126 | 120,726 |
| Operating expenses (-) | -3,612,459 | -122,400 | -175,942 | -58 | -116,029 | 2,898 | -4,023,991 |
| Raw materials, consumables, services and subcontracted work (-) | -2,518,605 | -24,176 | -80,876 | -58 | -53,125 | 2,898 | -2,673,943 |
| Interest expenses Bank J.Van Breda & C° (-) | 0 | -22,759 | 0 | 0 | 0 | -22,759 | |
| Employee expenses (-) | -697,784 | -57,533 | -75,769 | 0 | -46,604 | -877,690 | |
| Depreciation (-) | -326,558 | -7,220 | -11,967 | 0 | -4,808 | -350,553 | |
| Impairment losses (-) | -36,202 | 2,181 | -793 | 0 | -10,995 | -45,810 | |
| Other operating expenses (-) | -32,884 | -12,483 | -6,810 | 0 | -510 | 0 | -52,687 |
| Provisions | -425 | -409 | 272 | 0 | 13 | -550 | |
| Profit (loss) on assets/liabilities designated at fair value through profit and loss |
0 | 0 | 9,593 | 0 | 24,456 | 0 | 34,048 |
| Financial assets - Fair value through P/L (FVPL) | 0 | 0 | 16,621 | 0 | 24,456 | 41,077 | |
| Investment property | 0 | 0 | -7,029 | 0 | 0 | -7,029 | |
| Profit (loss) on disposal of assets | 26,003 | 492 | 4,984 | 0 | 3,221 | 0 | 34,699 |
| Realised gain (loss) on intangible and tangible assets | 6,071 | 492 | 581 | 0 | 39 | 7,182 | |
| Realised gain (loss) on investment property | 0 | 0 | 4,403 | 0 | 0 | 4,403 | |
| Realised gain (loss) on financial fixed assets | 19,931 | 0 | 0 | 0 | 3,019 | 22,951 | |
| Realised gain (loss) on other assets | 0 | 0 | 0 | 0 | 163 | 163 | |
| Profit (loss) from operating activities | 196,045 | 83,103 | 76,062 | -40 | 1,176 | 784 | 357,130 |
| Financial result | -14,378 | 208 | -15,317 | 7 | 3,037 | -784 | -27,227 |
| Interest income | 8,142 | 16 | 2,493 | 0 | 2,406 | -1,116 | 11,941 |
| Interest expenses (-) | -18,778 | -2 | -15,514 | 0 | -516 | 1,116 | -33,694 |
| (Un)realised foreign currency results | 7,313 | 0 | -87 | 4 | -174 | 7,056 | |
| Other financial income (expenses) | -11,055 | 193 | -2,208 | 4 | 1,320 | -784 | -12,530 |
| Derivative financial instruments designated at fair value through profit and loss |
0 | 376 | 5,642 | 0 | 0 | 6,018 | |
| Share of profit (loss) from equity accounted investments | 23,615 | 131,950 | 20,724 | 30,232 | 48,669 | 255,191 | |
| Other non-operating income | 0 | 0 | 0 | 0 | 548 | 548 | |
| Other non-operating expenses (-) | 0 | 0 | 0 | 0 | 0 | 0 | |
| Profit (loss) before tax | 205,282 | 215,636 | 87,111 | 30,199 | 53,430 | 0 | 591,659 |
| Income taxes | -45,293 | -19,599 | -13,674 | 0 | -884 | 0 | -79,449 |
| Deferred taxes | 13,700 | -1,274 | -7,685 | 0 | 882 | 5,624 | |
| Current taxes | -58,993 | -18,325 | -5,989 | 0 | -1,766 | -85,073 | |
| Profit (loss) after tax from continuing operations | 159,989 | 196,038 | 73,438 | 30,199 | 52,546 | 0 | 512,210 |
| Profit (loss) after tax from discontinued operations | 0 | 0 | 0 | 0 | -150 | -150 | |
| Profit (loss) of the period | 159,989 | 196,038 | 73,438 | 30,199 | 52,396 | 0 | 512,060 |
| Minority interests | |||||||
| 60,943 | 12,936 | 30,744 | 222 | 402 | 105,246 |
There were only minor changes in AvH's consolidation scope in 2021 (see note 6 of this report): AvH Growth Capital acquired a 21.74% participation in Van Moer Logistics that is accounted for using the equity method, and in the third quarter of 2021 Leasinvest Real Estate and Extensa (both fully consolidated) merged into the new integrated real estate group Nextensa, which is also fully consolidated. The comparison of the 2021 income statement with that of the previous year is therefore not distorted by significant changes in the composition of the AvH group.
In 2021, AvH realised a group profit of 406.8 million euros, which is 177.0 million euros (+77%) more than the previous year. This substantial increase is due to a vigorous increase in the profit from operating activities (+133.1 million euros) and from equity-accounted investments (+75.9 million euros), supplemented by an improvement of the financial result by 46.5 million euros. These higher results, however, led to an increase in income taxes of 32.7 million euros, as well as an increase of the minority interests in the result by 57.4 million euros.
The revenue increased by 10% in 2021 to 4,312.4 million euros (2020: 3,910.3 million euros). This means that AvH realised more revenues even than in 2019, a year that was not yet adversely affected by the corona pandemic.
The solid growth in revenue compared to 2020 was generated primarily by "Marine Engineering & Contracting", where DEME and CFE respectively reported 314.8 million euros (+14%) and 123.6 million euros (+14%) in additional project revenues. The increase at DEME in 2021 was situated for the most part in the dredging and infra-activities. CFE reported growth in 2021 mainly in the multitechnics (+19%) and construction (+13%, mainly in Poland and Luxembourg) segments.
"Marine Engineering & Contracting" contributed 96.0 million euros to the other operating revenue in 2021. At DEME, this item includes oa. 15.0 million euros compensation received for the (late) delivery of the 'Spartacus', the world's most powerful cutter suction dredger. At CFE, the other operating revenue amounted to 43.7 million euros and includes rental income, rebilling and other payments received.
The strong commercial performance of Bank Van Breda is reflected in a solid increase of the assets invested by clients and the resulting commissions. Increased lending to liberal professionals and entrepreneurs account for a limited yet positive increase in interest income.
Although Anima still experienced a disruption of its activity in 2021 from resurgences of the corona pandemic, its occupancy rate began to recover in the second half of the year. In combination with a limited growth of its network to 2,567 beds (+1%), Anima was able to increase its revenue to 106.1 million euros (+5%). Thanks to the upturn in residential property sales and rental income from the assets that Nextensa obtained from Extensa and from Leasinvest Real Estate, Nextensa contributed a total of 131.3 million euros to the revenue of the AvH group.
The project revenue in "Growth Capital" comes from the fully consolidated participations Biolectric and Agidens. Agidens sold its Agidens Infra branch during 2021, which resulted in a decrease of turnover.
In comparison with the 402.1 million euros higher revenue, the operating expenses increased by 250.9 million euros (+7%). This increase is most marked in employee expenses (+7%), followed by raw materials and consumables, services and subcontracted work with a 6% increase.
Impairment losses of 45.8 million euros were charged to profit and loss for 2021 (2020: 9.6 million euros), including 25.5 million euros by DEME on two older cutter suction dredgers, 9.6 million euros on trade receivables at CFE and DEME, and 11.0 million euros on financial fixed assets at AvH.
In the "Private Banking" segment, the operating expenses at Bank Van Breda increased on balance by only 2.4 million euros, whereas 20.6 million euros additional revenue was reported. Although the reversal of 2.2 million euros of earlier impairment losses had a positive impact, this mainly illustrates the bank's tight rein on costs, with a cost-income ratio that decreased further from 56.6% in 2020 to 55.1% in 2021.
participations, as well as the contributions of certain participations held by fully consolidated entities. Delen Private Bank made a record contribution of 132.0 million euros to the group result (+28.5 million euros compared to 2020). The "Growth Capital" participations also evolved successfully in 2021, which is reflected in a substantially higher profit contribution of 48.7 million euros (an increase of 37.3 million euros) thanks to, among others, Mediahuis, Manuchar and higher profit. As in previous years, it should be pointed out that the profit contribution from the equity-accounted investments is a net contribution: the taxes borne by those entities are not visible, since these contributions from equity-accounted investments are reported on the basis of the net result (i.e. after tax) of the entities in question. After adjustment for these equity-accounted investments, the total tax expense of 79.4 million euros represents a tax rate of 23.6%.
The income taxes amounted to 79.4 million euros for the full year 2021. That is 32.7 million euros more than the previous year and is in line with the group's
Turbo's Hoet Group, which each realised record results in 2021.
Difficult working conditions as a result of resurgences of the corona pandemic in 2021, in combination with an albeit limited capacity expansion, caused Anima's operating expenses to increase to 96.9 million euros. This increase of 5.1 million euros compared to the previous year is to a large extent explained by the employee expenses that increased by 4.0 million euros.
The total depreciation cost amounted to 350.6 million euros, remaining on the same level as in 2020. DEME accounts for 304.8 million euros of that amount, which is also virtually unchanged relative to the previous year. DEME's substantial investments in 2021 did not lead to a material increase of the depreciation cost in 2021, which is explained by the pro rata temporis depreciation of vessels that were brought into service during the course of the year (2021: 'Spartacus', 'Groene Wind' and 2020: 'Scheldt River', 'Thames River') and the accelerated depreciation of certain vessels in 2020.
Assets/liabilities designated at fair value made a positive contribution of 34.0 million euros in 2021, compared to a negative contribution of 3.8 million euros in 2020. Nextensa accounted for 9.6 million euros of that amount in 2021. This is the balance of, on the one hand, the impact of the increase in the share price of Retail Estates to 71.4 euros at year-end 2021 (2020: 59.1 euros), resulting in a positive impact of 16.6 million euros (group share: 6.1 million euros), and on the other hand 7.0 million euros in negative fair value adjustments on Nextensa's investment property portfolio. In AvH's Growth Capital portfolio, the participating interest in Biotalys is valued at share price as of its IPO in 2021, resulting in an upward value adjustment of 13.0 million euros. The application of a "fair value" approach to the other financial fixed assets from that portfolio led to an additional positive result of 11.5 million euros, thanks among other things to the positive value development of Medikabazaar, where a new capital round took place in 2021 at a markedly higher valuation, and the positive value development of AvH's limited investment portfolio.
In 2021, the AvH group realised capital gains of 34.7 million euros, which is considerably less than the 90.7 million euros capital gains realised in 2020. The figure for 2020 was strongly influenced by the disposal by DEME of its 12.5% interest in the German offshore wind farm Merkur, which yielded a capital gain of 63.9 million euros. As a matter of fact, that same transaction earned DEME an additional capital gain of 12.2 million euros in 2021. Together with the gain on the disposal of some vessels (including the 'Goliath' and the 'Thornton'), this explains most of the 16.2 million euros capital gains reported by DEME. CFE realised 9.7 million euros capital gains in 2021, such as on the sale of (participations in) real estate developments. In "AvH & Growth Capital", Agidens realised a capital gain of 4.2 million euros on the disposal of its Infra activity, while AvH recorded a limited negative result on the disposal of some minor participations.
The net interest expenses of the group decreased by 4.1 million euros over the full year 2021. DEME even reported an improvement of 5.2 million euros thanks to a further reduction of its net debt position by 96.4 million euros in 2021.
The foreign currency results and other financial expenses netted a loss of 5.4 million euros in 2021, compared to a loss of 47.9 million euros in 2020. The greatest improvement (20.5 million euros) was realised in "Real Estate & Senior Care". In 2020, Leasinvest Real Estate had incurred a loss of 20.3 million euros on the termination of a number of interest hedges. The appreciation of several foreign currencies against the euro earned DEME a total of 6.1 million euros in exchange gains, instead of losses in the previous year.
The derivatives measured at fair value made a positive contribution of 6.0 million euros in 2021, as opposed to a negative fair value adjustment of 5.2 million euros in 2020. Nextensa in particular is benefiting from the increasing market value of hedging instruments that protect it against an increase of long-term interest rates.
As was already the case in previous years, the share of profit (loss) from
equity-accounted investments makes a substantial contribution to AvH's group profit. This item comprises the (net) profit contribution of AvH for its share in a.o. Delen Private Bank, SIPEF, Sagar Cements and most of the Growth Capital participations, as well as the contributions of certain participations held by fully consolidated entities. Delen Private Bank made a record contribution of 132.0 million euros to the group result (+28.5 million euros compared to 2020). The "Growth Capital" participations also evolved successfully in 2021, which is reflected in a substantially higher profit contribution of 48.7 million euros (an increase of 37.3 million euros) thanks to, among others, Mediahuis, Manuchar and Turbo's Hoet Group, which each realised record results in 2021.
The income taxes amounted to 79.4 million euros for the full year 2021. That is 32.7 million euros more than the previous year and is in line with the group's higher profit. As in previous years, it should be pointed out that the profit contribution from the equity-accounted investments is a net contribution: the taxes borne by those entities are not visible, since these contributions from equity-accounted investments are reported on the basis of the net result (i.e. after tax) of the entities in question. After adjustment for these equity-accounted investments, the total tax expense of 79.4 million euros represents a tax rate of 23.6%.
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | ||
|---|---|---|---|---|---|---|---|
| Marine Engineering & Contracting |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
AvH & Growth Capital |
Eliminations between segments |
Total 2021 |
|
| I. Non-current assets Intangible assets |
3,306,744 116,186 |
5,659,635 722 |
1,678,291 32,291 |
288,169 0 |
388,042 192 |
-18,976 | 11,301,905 149,391 |
| Goodwill | 174,019 | 134,247 | 7,836 | 0 | 11,727 | 327,829 | |
| Tangible assets | 2,464,061 | 54,113 | 214,463 | 0 | 30,208 | 2,762,846 | |
| Land and buildings | 172,474 | 44,965 | 188,134 | 0 | 21,011 | 426,584 | |
| Plant, machinery and equipment | 1,934,994 | 1,694 | 3,742 | 0 | 3,780 | 1,944,209 | |
| Furniture and vehicles | 40,796 | 5,199 | 4,236 | 0 | 4,821 | 55,051 | |
| Other tangible assets | 212 | 511 | 5,827 | 0 | 458 | 7,009 | |
| Assets under construction | 315,585 | 1,745 | 12,524 | 0 | 139 | 329,992 | |
| Investment property | 0 | 0 | 1,267,150 | 0 | 0 | 1,267,150 | |
| Participations accounted for using the equity method | 267,220 | 805,182 | 44,287 | 288,169 | 242,338 | 1,647,196 | |
| Non-current financial assets | 141,434 | 2,050 | 110,470 | 0 | 101,058 | -18,976 | 336,038 |
| Financial assets : shares - Fair value through P/L (FVPL) | 6,890 | 0 | 97,215 | 0 | 73,245 | 177,351 | |
| Receivables and warranties | 134,544 | 2,050 | 13,255 | 0 | 27,813 | -18,976 | 158,687 |
| Non-current hedging instruments | 613 | 519 | 684 | 0 | 0 | 1,816 | |
| Deferred tax assets | 143,210 | 3,441 | 1,110 | 0 | 2,519 | 150,279 | |
| Banks - receivables from credit institutions and clients after one year |
0 | 4,659,360 | 0 | 0 | 0 | 4,659,360 | |
| Banks - loans and receivables to clients | 0 | 4,634,354 | 0 | 0 | 0 | 4,634,354 | |
| Banks - changes in fair value of the hedged credit portfolio | 0 | 25,007 | 0 | 0 | 0 | 25,007 | |
| II. Current assets | 2,167,320 | 3,068,501 | 347,088 | 652 | 119,244 | -2,362 | 5,700,443 |
| Inventories | 261,938 | 0 | 113,231 | 0 | 1,049 | 376,218 | |
| Amounts due from customers under construction contracts | 412,240 | 0 | 63,448 | 0 | 2,811 | 478,499 | |
| Investments | 2 | 527,792 | 0 | 0 | 48,187 | 575,982 | |
| Financial assets : shares - Fair value through P/L (FVPL) | 2 | 0 | 0 | 0 | 48,187 | 48,190 | |
| Financial assets : bonds - Fair value through OCI (FVOCI) | 0 | 507,529 | 0 | 0 | 0 | 507,529 | |
| Financial assets : shares - Fair value through OCI (FVOCI) | 0 | 259 | 0 | 0 | 0 | 259 | |
| Financial assets - at amortised cost | 0 | 20,005 | 0 | 0 | 0 | 20,005 | |
| Current hedging instruments | 4,080 | 49 | 0 | 0 | 0 | 4,129 | |
| Amounts receivable within one year | 655,358 | 3,771 | 90,977 | 76 | 26,779 | -1,919 | 775,043 |
| Trade debtors | 570,349 | 56 | 39,665 | 0 | 19,810 | -1,169 | 628,710 |
| Other receivables | 85,009 | 3,716 | 51,312 | 76 | 6,970 | -750 | 146,332 |
| Current tax receivables | 36,238 | 1,895 | 4,111 | 0 | 351 | 42,595 | |
| Banks - receivables from credit institutions and clients within one year |
0 | 2,477,238 | 0 | 0 | 0 | 2,477,238 | |
| Banks - loans and advances to banks | 0 | 138,014 | 0 | 0 | 0 | 138,014 | |
| Banks - loans and receivables to clients | 0 | 1,113,898 | 0 | 0 | 0 | 1,113,898 | |
| Banks - changes in fair value of the hedged credit portfolio | 0 | 698 | 0 | 0 | 0 | 698 | |
| Banks - cash balances with central banks | 0 | 1,224,628 | 0 | 0 | 0 | 1,224,628 | |
| Cash and cash equivalents | 726,526 | 45,362 | 73,327 | 576 | 37,938 | 883,730 | |
| Deferred charges, accrued income and other current assets | 70,938 | 12,393 | 1,993 | 0 | 2,129 | -443 | 87,010 |
| III. Assets held for sale Total assets |
32,456 5,506,520 |
0 8,728,136 |
141,259 2,166,638 |
0 288,822 |
56,963 564,249 |
-21,338 | 230,679 17,233,026 |
Note 6: Segment information – equity and liabilities 2021
(€ 1,000) Segment 1 Segment 2 Segment 3 Segment 4 Segment 5
Marine Engineering & Contracting
Private Banking
I. Total equity 2,027,218 1,592,550 852,585 288,816 473,834 5,235,002 Shareholders' equity - group share 1,238,409 1,450,856 513,092 288,816 466,055 3,957,228 Issued capital 0 0 0 0 113,907 113,907 Share capital 0 0 0 0 2,295 2,295 Share premium 0 0 0 0 111,612 111,612 Consolidated reserves 1,301,088 1,447,897 518,993 277,807 397,232 3,943,016 Revaluation reserves -62,678 2,959 -5,901 11,009 -11,833 -66,445 Financial assets : bonds - Fair value through OCI (FVOCI) 0 1,620 0 0 0 1,620 Financial assets : shares - Fair value through OCI (FVOCI) 0 126 0 0 0 126 Hedging reserves -24,778 0 -6,080 -194 2 -31,050 Actuarial gains (losses) defined benefit pension plans -26,068 -1,238 0 -1,469 4,317 -24,458 Translation differences -11,832 2,451 179 12,672 -16,152 -12,682 Treasury shares (-) 0 0 0 0 -33,251 -33,251 Minority interests 788,808 141,694 339,494 0 7,778 1,277,774 II. Non-current liabilities 1,001,586 749,813 790,873 0 14,617 -18,976 2,537,913 Provisions 36,002 6,756 1,659 0 732 45,149 Pension liabilities 77,183 4,224 16 0 316 81,739 Deferred tax liabilities 101,775 0 58,982 0 1,093 161,849 Financial debts 721,091 5,673 700,141 0 11,970 -18,976 1,419,899 Bank loans 502,059 0 514,708 0 8,806 1,025,574 Bonds 30,612 0 140,734 0 0 171,345 Subordinated loans 61,625 0 0 0 0 61,625 Lease debts 97,729 5,673 42,948 0 3,163 149,514 Other financial debts 29,065 0 1,751 0 0 -18,976 11,841 Non-current hedging instruments 26,868 26,452 20,714 0 0 74,034 Other amounts payable 38,669 22,062 9,361 0 507 70,598 Banks - debts to credit institutions, clients & securities 0 684,646 0 0 0 684,646 Banks - deposits from credit institutions 0 0 0 0 0 0 Banks - deposits from clients 0 644,663 0 0 0 644,663 Banks - debt certificates including bonds 0 39,983 0 0 0 39,983 III. Current liabilities 2,477,716 6,385,773 523,180 6 75,799 -2,362 9,460,112 Provisions 29,789 46 5,572 0 262 35,670 Pension liabilities 0 298 8 0 0 305 Financial debts 529,567 2,516 383,659 0 46,727 -750 961,720 Bank loans 367,426 0 157,362 0 2,341 527,129 Bonds 29,899 0 44,920 0 0 74,819 Subordinated loans 33,527 0 0 0 0 33,527 Lease debts 29,646 2,516 2,393 0 1,643 36,198 Other financial debts 69,070 0 178,983 0 42,744 -750 290,047 Current hedging instruments 14,080 2,234 0 0 0 16,315 Amounts due to customers under construction contracts 333,773 0 0 0 8,110 341,883 Other amounts payable within one year 1,451,567 21,240 73,864 2 19,185 -1,169 1,564,689 Trade payables 1,095,776 43 43,226 2 7,235 -1,169 1,145,112 Advances received 101,067 0 13 0 0 101,080 Amounts payable regarding remuneration and social security 183,285 12,865 13,434 0 10,501 220,085 Other amounts payable 71,439 8,332 17,191 0 1,449 98,411 Current tax payables 92,391 7 15,846 3 949 109,196 Banks - debts to credit institutions, clients & securities 0 6,354,225 0 0 0 6,354,225 Banks - deposits from credit institutions 0 425,353 0 0 0 425,353 Banks - deposits from clients 0 5,723,461 0 0 0 5,723,461 Banks - debt certificates including bonds 0 205,412 0 0 0 205,412 Accrued charges and deferred income 26,549 5,206 44,231 0 565 -443 76,108 IV. Liabilities held for sale 0 0 0 0 0 0 Total equity and liabilities 5,506,520 8,728,136 2,166,638 288,822 564,249 -21,338 17,233,026
Real Estate & Senior Care
Energy & Resources
AvH & Growth Capital
Eliminations between segments
Total 2021
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | ||
|---|---|---|---|---|---|---|---|
| Segment information - pro forma turnover | Marine Engineering & Contracting |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
AvH & Growth Capital |
Eliminations between segments |
Total 2021 |
| Turnover EU member states | 2,370,921 | 522,262 | 218,387 | 51,767 | 633,176 | -1,988 | 3,794,525 |
| Other European countries | 609,197 | 75,724 | 0 | 4,021 | 111,032 | 799,975 | |
| Rest of the world | 706,362 | 107,334 | 611,664 | 1,425,361 | |||
| Total | 3,686,480 | 597,986 | 218,387 | 163,122 | 1,355,872 | -1,988 | 6,019,860 |
The pro forma turnover comprises the turnover of all participations held by the AvH group, and therefore deviates from the turnover as reported in the legal IFRS consolidation drawn up on the basis of the consolidation scope reported in Note 2 and 3. In this pro forma presentation, all (exclusive) control interests are incorporated in full and the other interests proportionally.
Note 6: Segment information – equity and liabilities 2021
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | ||
|---|---|---|---|---|---|---|---|
| Marine Engineering |
Private | Real Estate & | Energy & | AvH & Growth |
Eliminations between |
Total | |
| & Contracting | Banking | Senior Care | Resources | Capital | segments | 2021 | |
| I. Total equity | 2,027,218 | 1,592,550 | 852,585 | 288,816 | 473,834 | 5,235,002 | |
| Shareholders' equity - group share | 1,238,409 | 1,450,856 | 513,092 | 288,816 | 466,055 | 3,957,228 | |
| Issued capital | 0 | 0 | 0 | 0 | 113,907 | 113,907 | |
| Share capital | 0 | 0 | 0 | 0 | 2,295 | 2,295 | |
| Share premium | 0 | 0 | 0 | 0 | 111,612 | 111,612 | |
| Consolidated reserves | 1,301,088 | 1,447,897 | 518,993 | 277,807 | 397,232 | 3,943,016 | |
| Revaluation reserves | -62,678 | 2,959 | -5,901 | 11,009 | -11,833 | -66,445 | |
| Financial assets : bonds - Fair value through OCI (FVOCI) | 0 | 1,620 | 0 | 0 | 0 | 1,620 | |
| Financial assets : shares - Fair value through OCI (FVOCI) | 0 | 126 | 0 | 0 | 0 | 126 | |
| Hedging reserves | -24,778 | 0 | -6,080 | -194 | 2 | -31,050 | |
| Actuarial gains (losses) defined benefit pension plans | -26,068 | -1,238 | 0 | -1,469 | 4,317 | -24,458 | |
| Translation differences | -11,832 | 2,451 | 179 | 12,672 | -16,152 | -12,682 | |
| Treasury shares (-) | 0 | 0 | 0 | 0 | -33,251 | -33,251 | |
| Minority interests | 788,808 | 141,694 | 339,494 | 0 | 7,778 | 1,277,774 | |
| II. Non-current liabilities | 1,001,586 | 749,813 | 790,873 | 0 | 14,617 | -18,976 | 2,537,913 |
| Provisions | 36,002 | 6,756 | 1,659 | 0 | 732 | 45,149 | |
| Pension liabilities | 77,183 | 4,224 | 16 | 0 | 316 | 81,739 | |
| Deferred tax liabilities | 101,775 | 0 | 58,982 | 0 | 1,093 | 161,849 | |
| Financial debts | 721,091 | 5,673 | 700,141 | 0 | 11,970 | -18,976 | 1,419,899 |
| Bank loans | 502,059 | 0 | 514,708 | 0 | 8,806 | 1,025,574 | |
| Bonds | 30,612 | 0 | 140,734 | 0 | 0 | 171,345 | |
| Subordinated loans | 61,625 | 0 | 0 | 0 | 0 | 61,625 | |
| Lease debts | |||||||
| Other financial debts | 97,729 | 5,673 | 42,948 | 0 | 3,163 | 149,514 | |
| 29,065 | 0 | 1,751 | 0 | 0 | -18,976 | 11,841 | |
| Non-current hedging instruments | 26,868 | 26,452 | 20,714 | 0 | 0 | 74,034 | |
| Other amounts payable | 38,669 | 22,062 | 9,361 | 0 | 507 | 70,598 | |
| Banks - debts to credit institutions, clients & securities | 0 | 684,646 | 0 | 0 | 0 | 684,646 | |
| Banks - deposits from credit institutions | 0 | 0 | 0 | 0 | 0 | 0 | |
| Banks - deposits from clients | 0 | 644,663 | 0 | 0 | 0 | 644,663 | |
| Banks - debt certificates including bonds | 0 | 39,983 | 0 | 0 | 0 | 39,983 | |
| III. Current liabilities | 2,477,716 | 6,385,773 | 523,180 | 6 | 75,799 | -2,362 | 9,460,112 |
| Provisions | 29,789 | 46 | 5,572 | 0 | 262 | 35,670 | |
| Pension liabilities | 0 | 298 | 8 | 0 | 0 | 305 | |
| Financial debts | 529,567 | 2,516 | 383,659 | 0 | 46,727 | -750 | 961,720 |
| Bank loans | 367,426 | 0 | 157,362 | 0 | 2,341 | 527,129 | |
| Bonds | 29,899 | 0 | 44,920 | 0 | 0 | 74,819 | |
| Subordinated loans | 33,527 | 0 | 0 | 0 | 0 | 33,527 | |
| Lease debts | 29,646 | 2,516 | 2,393 | 0 | 1,643 | 36,198 | |
| Other financial debts | 69,070 | 0 | 178,983 | 0 | 42,744 | -750 | 290,047 |
| Current hedging instruments | |||||||
| Amounts due to customers under construction contracts | 14,080 | 2,234 | 0 | 0 | 0 | 16,315 | |
| 333,773 | 0 | 0 | 0 | 8,110 | 341,883 | ||
| Other amounts payable within one year | 1,451,567 | 21,240 | 73,864 | 2 | 19,185 | -1,169 | 1,564,689 |
| Trade payables | 1,095,776 | 43 | 43,226 | 2 | 7,235 | -1,169 | 1,145,112 |
| Advances received | 101,067 | 0 | 13 | 0 | 0 | 101,080 | |
| Amounts payable regarding remuneration and social security | 183,285 | 12,865 | 13,434 | 0 | 10,501 | 220,085 | |
| Other amounts payable | 71,439 | 8,332 | 17,191 | 0 | 1,449 | 98,411 | |
| Current tax payables | 92,391 | 7 | 15,846 | 3 | 949 | 109,196 | |
| Banks - debts to credit institutions, clients & securities | 0 | 6,354,225 | 0 | 0 | 0 | 6,354,225 | |
| Banks - deposits from credit institutions | 0 | 425,353 | 0 | 0 | 0 | 425,353 | |
| Banks - deposits from clients | 0 | 5,723,461 | 0 | 0 | 0 | 5,723,461 | |
| Banks - debt certificates including bonds | 0 | 205,412 | 0 | 0 | 0 | 205,412 | |
| Accrued charges and deferred income | 26,549 | 5,206 | 44,231 | 0 | 565 | -443 | 76,108 |
| IV. Liabilities held for sale | 0 | 0 | 0 | 0 | 0 | 0 | |
| Total equity and liabilities | 5,506,520 | 8,728,136 | 2,166,638 | 288,822 | 564,249 | -21,338 | 17,233,026 |
The consolidated balance sheet total of AvH increased further in 2021 to 17,233.0 million euros, which is 1,004.3 million euros higher (+6%) than at yearend 2020. The "Private Banking" (+644.9 million euros), "Marine Engineering & Contracting" (+164.6 million euros) and "AvH & Growth Capital" (+85.6 million euros) segments account for most of this increase.
As was already mentioned in previous years, the full consolidation of the 78.75% participation in Bank Van Breda has a considerable impact on both the size and the composition of the total balance sheet. Due to its specific banking activity, Bank Van Breda has a significantly larger balance sheet total than the other companies of the group. The full consolidation of Bank Van Breda accounts for 7,792 million euros (45%) of the balance sheet total of the AvH group. Moreover Bank Van Breda has a distinct balance sheet structure that is adapted to and structured according to its activities. Although Bank Van Breda is one of the best capitalised financial institutions in Belgium, it clearly has different balance sheet ratios than the other participations of the AvH group. The balance sheet captions of Bank Van Breda are therefore grouped under separate items for an easier understanding of the consolidated balance sheet.
Bank Van Breda's strong commercial performance in 2021 led to a substantial increase of the entrusted assets. The client deposits increased by 8% (+461 million euros) in 2021, compared to a 6% increase of the loan portfolio to 5,748.2 million euros. In 2021, Bank Van Breda drew an additional 100 million euros from the ECB's TLTRO programme, which encourages banks to provide loans to businesses and consumers.
Bank Van Breda's cash balances with central banks increased to 1,224.6 million euros (+232.8 million euros), while its investment portfolio increased to 527.8 million euros (+32.6 million euros).
The intangible assets (+1.6 million euros) and goodwill (+1.9 million euros) remained virtually unchanged in AvH's consolidated balance sheet relative to yearend 2020.
The tangible assets amounted to 2,762.8 million euros at December 31, 2021, a slight decrease by 62.7 million euros compared to the previous year. Nevertheless, DEME continued its investment programme unabated in 2021 and invested 282.0 million euros. The cutter suction dredger 'Spartacus' and the maintenance vessel 'Groene Wind' were brought into service in 2021. On balance, however, DEME's tangible assets decreased as a result of depreciation (ordinary depreciation and impairment losses) and of the reclassification of the offshore installation vessel 'Thor' to 'Assets held for sale'.
The decrease of investment property by 146.9 million euros is explained by the inclusion of three buildings in the item 'Assets held for sale'. Two buildings (The Crescent and Monnet) have meanwhile been sold in February 2022.
The participations accounted for using the equity method comprise the interests in jointly controlled participations or in participations in which no controlling interest is held. This is the case amongst others. with Delen Private Bank, the offshore wind farms Rentel, SeaMade and C-Power, SIPEF, Sagar Cements, as well as most of the participations in the "Growth Capital" segment of AvH's portfolio. The increase in the 'Participations accounted for using the equity method' by 191.1 million euros is explained by AvH's 255.2 million euros share in the profits of those participations, less the dividends that those participations pay to AvH. Furthermore, in 2021 AvH Growth Capital acquired a new participation in Van Moer Logistics. In view of the announced sale of the participation in Manuchar, which is expected to be completed during the second quarter of 2022, this participation was already reclassified to 'Assets held for sale' at year-end 2021.
Note 6: Segment information – cash flow statement 2021
Reclassification 'Profit (loss) on disposal of assets'
Dividends from participations accounted for
Profit (loss) on assets/liabilities designated at
Decrease (increase) of receivables from credit institutions
Increase (decrease) of debts to credit institutions,
Financial operations
Non-cash adjustments
(€ 1,000) Segment 1 Segment 2 Segment 3 Segment 4 Segment 5
Marine Engineering & Contracting
Private Banking
I. Cash and cash equivalents - opening balance 778,444 17,670 34,372 370 11,552 0 842,408 Profit (loss) from operating activities 196,045 83,103 76,062 -40 1,176 784 357,130
to cash flow from divestments -26,003 -492 -4,984 0 -3,221 -34,699
using the equity method 23,474 78,810 0 259 9,954 112,496 Other non-operating income (expenses) 0 0 0 0 548 548 Income taxes (paid) -52,717 -18,325 -5,989 0 -1,766 -78,797
Depreciation 326,558 7,220 11,967 0 4,808 350,553 Impairment losses 36,202 -2,129 793 0 10,995 45,861 Share based payment 0 4,115 -339 0 1,121 4,896
fair value through profit and loss 0 0 -9,593 0 -24,456 -34,048 (Decrease) increase of provisions 1,706 -5,681 -280 0 -13 -4,268 Other non-cash expenses (income) 562 844 0 0 -209 1,197 Cash flow 505,828 147,465 67,637 219 -1,062 784 720,869 Decrease (increase) of working capital -6,250 15,046 45,427 -46 9,100 -2,400 60,876 Decrease (increase) of inventories and construction contracts -3,574 0 16,081 0 6,288 18,796 Decrease (increase) of amounts receivable -108,191 -84,816 41,752 -45 7,553 81,000 -62,748
and clients (banks) 0 -538,081 0 0 0 -538,081 Increase (decrease) of liabilities (other than financial debts) 109,259 85,057 2,858 -1 -4,697 -83,400 109,076
clients & securities (banks) 0 555,645 0 0 0 555,645 Decrease (increase) other -3,744 -2,760 -15,264 0 -44 -21,812 Cash flow from operating activities 499,577 162,511 113,065 172 8,038 -1,616 781,745 Investments -339,715 -200,989 -55,459 -2,338 -39,796 769 -637,527 Acquisition of intangible and tangible assets -299,310 -4,001 -13,333 0 -2,374 -319,018 Acquisition of investment property 0 0 -36,479 0 0 -36,479 Acquisition of financial fixed assets (business combinations included) -22,150 0 -5,881 -2,338 -36,154 -66,523 Cash acquired through business combinations 953 0 235 0 0 1,187 New amounts receivable -19,207 -419 0 0 -1,202 769 -20,059 Acquisition of investments 0 -196,569 0 0 -66 -196,635 Divestments 53,712 157,143 28,834 0 28,192 -1,676 266,205 Disposal of intangible and tangible assets 31,817 963 1,848 0 60 34,687 Disposal of investment property 0 0 26,987 0 0 26,987 Disposal of financial fixed assets (business disposals included) 8,740 426 0 0 19,002 28,169 Cash disposed of through business disposals -35 0 0 0 -481 -517 Reimbursements of amounts receivable 13,190 0 0 0 1,678 -1,676 13,192 Disposal of investments 0 155,753 0 0 7,934 163,687 Cash flow from investing activities -286,003 -43,846 -26,624 -2,338 -11,604 -907 -371,322
Dividends received 0 1,124 6,082 0 1,234 8,441 Interest received 8,142 16 2,493 0 2,406 -1,116 11,941 Interest paid -17,498 -62 -15,691 0 -516 1,116 -32,651 Other financial income (costs) -4,181 -1 -8,377 7 -7 -784 -13,343 Decrease (increase) of treasury shares 0 0 0 0 -3,132 -3,132 Increase of financial debts 94,243 0 111,070 0 97,268 -84,150 218,432 (Decrease) of financial debts -326,766 -5,964 -112,074 0 -90,485 87,457 -447,831 (Investments) and divestments in controlling interests 589 0 0 0 585 1,174 Dividends paid by AvH 0 0 0 0 -77,890 -77,890 Dividends paid intra group -15,721 -83,600 -9,336 0 108,657 0 Dividends paid to minority interests -11,363 -2,486 -21,717 0 -82 -35,649 Cash flow from financial activities -272,554 -90,973 -47,551 7 38,039 2,523 -370,508 II. Net increase (decrease) in cash and cash equivalents -58,979 27,692 38,890 -2,159 34,473 0 39,915 Transfer between segments 5,750 0 0 2,338 -8,088 0 Impact of exchange rate changes on cash and cash equivalents 1,311 0 65 27 1 1,406 III. Cash and cash equivalents - ending balance 726,526 45,362 73,327 576 37,938 0 883,730
Real Estate & Senior Care
Energy & Resources
AvH & Growth Capital
Eliminations between segments
Total 2021
Of the increase in 'Financial assets: shares - fair value through P&L' in the "Real Estate & Senior Care" segment, 16.6 million euros is accounted for by the increase in the market value (stock market price) of the Retail Estates shares owned by Nextensa. The increase at "AvH & Growth Capital" is primarily explained by the additional investments in a.o. the Venturi and HealthQuad funds, Medikabazaar, Biotalys and MRM Health, and by the remeasurement of the non-consolidated participations at market value (Biotalys) or valuations of recent capital rounds (Medikabazaar).
Despite the higher level of activity in 2021, the changes in the items 'Inventories', 'Amounts receivable within one year' and the net amount of 'Amounts due from/to customers under construction contracts' and 'Trade payables' remain on balance fairly limited. This illustrates the efforts that the subsidiaries have made to keep their net working capital requirements under control.
Cash and cash equivalents increased by 41.3 million euros in 2021 to 883.7 million euros, of which 726.5 million euros relates to the "Marine Engineering & Contracting" segment. This position should obviously be seen in combination with financial debts on the liabilities side. The favourable business situation did in fact allow DEME to improve its net financial position by 96.4 million euros.
The evolution of the equity is explained in the Note Statement of changes in consolidated equity.
Long-term provisions remain virtually unchanged (45.1 million euros). This figure is composed of provisions that were constituted by certain participations themselves, of provisions for participations of which the equity method value has become negative, as well as a contingent liability provision of 12.5 million euros for risks identified in 2013 upon the acquisition of control over CFE. In 2021, this 'contingent liability' provision was reduced by 2.5 million euros following the extinction of the underlying risk.
The long-term financial debts amounted to 1,419.9 million euros and the shortterm debts came to 961.7 million euros at year-end 2021. This means a substantial decrease by 177.7 million euros in 2021, of which 189.7 million euros at DEME.
Note 6: Segment information – cash flow statement 2021
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | ||
|---|---|---|---|---|---|---|---|
| Marine Engineering & Contracting |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
AvH & Growth Capital |
Eliminations between segments |
Total 2021 |
|
| I. Cash and cash equivalents - opening balance | 778,444 | 17,670 | 34,372 | 370 | 11,552 | 0 | 842,408 |
| Profit (loss) from operating activities | 196,045 | 83,103 | 76,062 | -40 | 1,176 | 784 | 357,130 |
| Reclassification 'Profit (loss) on disposal of assets' | -26,003 | -492 | -4,984 | 0 | -3,221 | -34,699 | |
| to cash flow from divestments Dividends from participations accounted for |
23,474 | 78,810 | 0 | 259 | 9,954 | 112,496 | |
| using the equity method Other non-operating income (expenses) |
0 | 0 | 0 | 0 | 548 | 548 | |
| Income taxes (paid) | -52,717 | -18,325 | -5,989 | 0 | -1,766 | -78,797 | |
| Non-cash adjustments | |||||||
| Depreciation | 326,558 | 7,220 | 11,967 | 0 | 4,808 | 350,553 | |
| Impairment losses | 36,202 | -2,129 | 793 | 0 | 10,995 | 45,861 | |
| Share based payment | 0 | 4,115 | -339 | 0 | 1,121 | 4,896 | |
| Profit (loss) on assets/liabilities designated at fair value through profit and loss |
0 | 0 | -9,593 | 0 | -24,456 | -34,048 | |
| (Decrease) increase of provisions | 1,706 | -5,681 | -280 | 0 | -13 | -4,268 | |
| Other non-cash expenses (income) | 562 | 844 | 0 | 0 | -209 | 1,197 | |
| Cash flow | 505,828 | 147,465 | 67,637 | 219 | -1,062 | 784 | 720,869 |
| Decrease (increase) of working capital | -6,250 | 15,046 | 45,427 | -46 | 9,100 | -2,400 | 60,876 |
| Decrease (increase) of inventories and construction contracts | -3,574 | 0 | 16,081 | 0 | 6,288 | 18,796 | |
| Decrease (increase) of amounts receivable | -108,191 | -84,816 | 41,752 | -45 | 7,553 | 81,000 | -62,748 |
| Decrease (increase) of receivables from credit institutions and clients (banks) |
0 | -538,081 | 0 | 0 | 0 | -538,081 | |
| Increase (decrease) of liabilities (other than financial debts) | 109,259 | 85,057 | 2,858 | -1 | -4,697 | -83,400 | 109,076 |
| Increase (decrease) of debts to credit institutions, clients & securities (banks) |
0 | 555,645 | 0 | 0 | 0 | 555,645 | |
| Decrease (increase) other | -3,744 | -2,760 | -15,264 | 0 | -44 | -21,812 | |
| Cash flow from operating activities | 499,577 | 162,511 | 113,065 | 172 | 8,038 | -1,616 | 781,745 |
| Investments | -339,715 | -200,989 | -55,459 | -2,338 | -39,796 | 769 | -637,527 |
| Acquisition of intangible and tangible assets | -299,310 | -4,001 | -13,333 | 0 | -2,374 | -319,018 | |
| Acquisition of investment property | 0 | 0 | -36,479 | 0 | 0 | -36,479 | |
| Acquisition of financial fixed assets (business combinations included) | -22,150 | 0 | -5,881 | -2,338 | -36,154 | -66,523 | |
| Cash acquired through business combinations | 953 | 0 | 235 | 0 | 0 | 1,187 | |
| New amounts receivable | -19,207 | -419 | 0 | 0 | -1,202 | 769 | -20,059 |
| Acquisition of investments | 0 | -196,569 | 0 | 0 | -66 | -196,635 | |
| Divestments | 53,712 | 157,143 | 28,834 | 0 | 28,192 | -1,676 | 266,205 |
| Disposal of intangible and tangible assets | 31,817 | 963 | 1,848 | 0 | 60 | 34,687 | |
| Disposal of investment property | 0 | 0 | 26,987 | 0 | 0 | 26,987 | |
| Disposal of financial fixed assets (business disposals included) | 8,740 | 426 | 0 | 0 | 19,002 | 28,169 | |
| Cash disposed of through business disposals | -35 | 0 | 0 | 0 | -481 | -517 | |
| Reimbursements of amounts receivable | 13,190 | 0 | 0 | 0 | 1,678 | -1,676 | 13,192 |
| Disposal of investments | 0 | 155,753 | 0 | 0 | 7,934 | 163,687 | |
| Cash flow from investing activities Financial operations |
-286,003 | -43,846 | -26,624 | -2,338 | -11,604 | -907 | -371,322 |
| Dividends received | 0 | 1,124 | 6,082 | 0 | 1,234 | 8,441 | |
| Interest received | 8,142 | 16 | 2,493 | 0 | 2,406 | -1,116 | 11,941 |
| Interest paid | -17,498 | -62 | -15,691 | 0 | -516 | 1,116 | -32,651 |
| Other financial income (costs) | -4,181 | -1 | -8,377 | 7 | -7 | -784 | -13,343 |
| Decrease (increase) of treasury shares | 0 | 0 | 0 | 0 | -3,132 | -3,132 | |
| Increase of financial debts | 94,243 | 0 | 111,070 | 0 | 97,268 | -84,150 | 218,432 |
| (Decrease) of financial debts | -326,766 | -5,964 | -112,074 | 0 | -90,485 | 87,457 | -447,831 |
| (Investments) and divestments in controlling interests | 589 | 0 | 0 | 0 | 585 | 1,174 | |
| Dividends paid by AvH | 0 | 0 | 0 | 0 | -77,890 | -77,890 | |
| Dividends paid intra group | -15,721 | -83,600 | -9,336 | 0 | 108,657 | 0 | |
| Dividends paid to minority interests | -11,363 | -2,486 | -21,717 | 0 | -82 | -35,649 | |
| Cash flow from financial activities | -272,554 | -90,973 | -47,551 | 7 | 38,039 | 2,523 | -370,508 |
| II. Net increase (decrease) in cash and cash equivalents | -58,979 | 27,692 | 38,890 | -2,159 | 34,473 | 0 | 39,915 |
| Transfer between segments | 5,750 | 0 | 0 | 2,338 | -8,088 | 0 | |
| Impact of exchange rate changes on cash and cash equivalents | 1,311 | 0 | 65 | 27 | 1 | 1,406 | |
| III. Cash and cash equivalents - ending balance | 726,526 | 45,362 | 73,327 | 576 | 37,938 | 0 | 883,730 |
The consolidated cash flow of AvH amounted to 720.9 million euros, an increase of 252.4 million euros compared to the previous year (+53.9%).
Of this increase, 133.1 million euros is accounted for by the increase in profit from operating activities, which demonstrates the solid recovery of the operating profits in 2021 after the corona pandemic-afflicted year 2020. Moreover, the share in this figure of 'profit on disposal of assets' of 34.7 million euros, which is reclassified to cash flow from investing activities, was lower than in 2020 (90.7 million euros), as described in the comments on the income statement.
In 2021, AvH received 112.5 million euros worth of dividends from participations accounted for using the equity method. The strong increase compared to the figure of the previous financial year (38.0 million euros) is for the most part explained by the instructions from the ECB to the banks in the European Union (and adopted by the NBB) to protect their shareholders' equity by not paying dividends in 2020. Accordingly, Delen Private Bank did not pay any dividend in 2020, as opposed to 78.8 million euros (AvH share) in 2021. In "Marine Engineering & Contracting", DEME and CFE received 10.5 million euros and 7.9 million euros worth of dividends respectively from equity-accounted participations. AvH received a total of 10.0 million euros in dividends in 2021 from several participations in "Growth Capital" and "Energy & Resources".
Under the non-cash adjustments, depreciation and impairment losses remain the most important items. Although they have a negative impact on the reported result, they do not represent a cash expense. At 350.6 million euros, the total depreciation cost in 2021 was virtually the same as the previous year, with DEME accounting for the bulk of that amount (304.8 million euros). Impairment losses were higher in 2021, increasing to 45.9 million euros, of which 29.0 million euros reported by DEME, 7.2 million euros by CFE, and the rest by AvH & Subholdings. Bank Van Breda was able to reverse 2.2 million euros of earlier impairment losses, where in 2020 specific provisions for expected credit losses had to be constituted to allow for the potential impact of COVID-19 on the bank's loan portfolio.
The result from profits/losses on assets/liabilities designated at fair value is also taken out of the cash flow. In 2021, this revaluation had a positive impact of 34.0 million euros on the result for the financial year, as opposed to a negative impact of 3.8 million euros in 2020.
Bank Van Breda respectively used and released 5.7 million euros in provisions following the end of a discussion regarding VAT and the full internalisation of its IT infrastructure.
In 2021, the working capital decreased by 60.9 million euros, of which 15.0 million euros arises from balance sheet movements at Bank Van Breda. The working capital decreased in every segment of the AvH group, with the exception of "Marine Engineering & Contracting" due to the high level of activity in the fourth quarter.
Thanks to this 60.9 million euros lower demand of working capital on the group's cash resources, the total cash flow from operating activities stood at a particularly solid level of 781.7 million euros.
At 319.0 million euros, the group's investments in tangible and intangible assets remained high in 2021 too. As usual, the bulk of these investments is situated at DEME, which invested 282.0 million euros in the modernisation and expansion of its fleet, and includes 65.7 million euros for dry-docking and repair costs to extend the life of the vessels in question. In accordance with IAS16, those costs are capitalised on the balance sheet. Anima invested 10.9 million euros, of which 7.9 million euros in the new-build residence under construction on the Tour & Taxis site.
Evolution of the financial debts (cash & non-cash)
Other adjustments
Other investments
(€ 1,000)
Financial debts at 31-12-2020 2,559,350 Changes in Cashflow statement -229,398
Evolution of the cash position of the AvH group 2017 – 2021 (1)
€ Millions 2021 2020 2019 2018 2017 Treasury shares 46.0 39.6 40.8 34.7 35.5
The 36.5 million euros invested in investment property in 2021 relate entirely to Nextensa, of which 13,4 million euros is attributable to investments in various buildings owned on the Tour & Taxis site.
In 2021, the group acquired 66.5 million euros worth of financial fixed assets. "Marine Engineering & Contracting" accounts for 22.2 million euros of that amount, and includes DEME's investment in the Taiwanese joint venture CDWE, which will be engaged on various Taiwanese offshore wind projects and is building the installation vessel 'Green Jade' for that purpose. In 2021, AvH invested in a.o. Van Moer Logistics (12.5 million euros), Medikabazaar (10.1 million euros), Biotalys (4.0 million euros), MRM Health, as well as in the HealthQuad and Venturi funds.
The acquisition of 196.6 million euros worth of investments by Bank Van Breda during the course of 2021 should be seen in conjunction with a disposal of investments of 155.8 million euros, resulting from transactions as part of the bank's ALM policy.
In 2021, 266.2 million euros was divested. However, the divestments only amount to 110.5 million euros if the disposals situated in the portfolio of Bank Van Breda are disregarded. This figure of 110.5 million euros is considerably lower than the comparable figure of 213.3 million euros in 2020 (which a.o. included the sale by DEME of its stake in the German offshore wind farm Merkur). Also in 2021, 13.2 million euros worth of loan repayments were received in "Marine Engineering & Contracting", for the most part from the SeaMade, Rentel and C-Power wind farms. In the "Real Estate & Senior Care" segment, Nextensa sold a unit on Brixton Business Park, as well as the Diekirch Match property. In "Growth Capital", Agidens completed the sale of its Infra division, while AvH sold some minor participations.
In the cash flow from financial activities, the dividend of 6.1 million euros that Nextensa received from Retail Estates represents the largest component of dividends received.
The decreasing net debt position of the group companies (and of DEME in particular) explains the reduction of the (net) interest paid relative to the previous year. The decrease of other financial costs is explained by positive exchange differences, as well as by the termination in 2020 by Leasinvest Real Estate of certain interest rate hedges, which resulted in a cash loss of 20.3 million euros.
AvH paid its shareholders a dividend of 77.9 million euros in 2021. The dividends paid to minority interests related primarily to dividends paid to the minority shareholders of Leasinvest Real Estate, CFE and Bank Van Breda.
| (€ 1,000) | |
|---|---|
| Financial debts at 31-12-2020 | 2,559,350 |
| Changes in Cashflow statement | -229,398 |
| Other adjustments | |
| - Changes in consolidation scope - acquisitions | 0 |
| - Changes in consolidation scope - divestments | -578 |
| - IFRS 16 Leases | 51,225 |
| - Impact of exchange rates | 915 |
| - Others | 105 |
| Financial debts at 31-12-2021 | 2,381,618 |
| € Millions | 2021 | 2020 | 2019 | 2018 | 2017 |
|---|---|---|---|---|---|
| Treasury shares | 46.0 | 39.6 | 40.8 | 34.7 | 35.5 |
| Other investments | |||||
| - Portfolio shares | 48.2 | 51.2 | 55.7 | 37.2 | 40.0 |
| - Term deposits | 6.0 | 0.0 | 155.9 | 23.9 | 1.3 |
| Cash | 20.3 | 8.1 | 27.0 | 31.2 | 49.7 |
| Financial debts (commercial paper) | -42.7 | -31.0 | -12.0 | -24.0 | -46.2 |
| Net cash position | 77.7 | 68.0 | 267.4 | 102.9 | 80.2 |
(1) Includes treasury shares, the cash and financial debts to credit institutions and to financial markets of the consolidated subholdings recorded in the segment 'AvH & Growth Capital' and the cash of FinAx/Finaxis. To the extent that the treasury shares are held in portfolio to cover outstanding option obligations, the value of the treasury shares is matched to those obligations.
Note 6: Segment information – income statement 2020
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | ||
|---|---|---|---|---|---|---|---|
| Marine Engineering & Contracting |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
AvH & Growth Capital |
Eliminations between segments |
Total 2020 |
|
| Revenue | 3,413,486 | 184,440 | 207,424 | 9 | 106,945 | -2,056 | 3,910,250 |
| Rendering of services | 0 | 0 | 95,819 | 0 | 1,966 | -1,906 | 95,880 |
| Real estate revenue | 131,105 | 0 | 95,363 | 0 | 0 | 226,468 | |
| Interest income - banking activities | 0 | 102,803 | 0 | 0 | 0 | 102,803 | |
| Fees and commissions - banking activities | 0 | 77,857 | 0 | 0 | 0 | 77,857 | |
| Revenue from construction contracts | 3,163,831 | 0 | 0 | 0 | 100,277 | 3,264,108 | |
| Other operating revenue | 118,550 | 3,780 | 16,242 | 9 | 4,702 | -150 | 143,134 |
| Operating expenses (-) | -3,394,235 | -119,974 | -142,824 | -96 | -118,756 | 2,839 | -3,773,047 |
| Raw materials, consumables, services and subcontracted work (-) | -2,391,094 | -25,452 | -50,848 | -96 | -67,358 | 2,839 | -2,532,009 |
| Interest expenses Bank J.Van Breda & C° (-) | 0 | -22,710 | 0 | 0 | 0 | -22,710 | |
| Employee expenses (-) | -652,373 | -47,396 | -71,731 | 0 | -45,089 | -816,589 | |
| Depreciation (-) | -326,888 | -7,054 | -11,511 | 0 | -5,319 | -350,772 | |
| Impairment losses (-) | -1,397 | -5,488 | -2,613 | 0 | -94 | -9,592 | |
| Other operating expenses (-) | -21,597 | -10,884 | -6,684 | 0 | -631 | 0 | -39,797 |
| Provisions | -887 | -990 | 563 | 0 | -264 | -1,579 | |
| Profit (loss) on assets/liabilities designated at fair value through profit and loss |
0 | 0 | -2,116 | 0 | -1,689 | 0 | -3,805 |
| Financial assets - Fair value through P/L (FVPL) | 0 | 0 | -33,513 | 0 | -1,689 | -35,201 | |
| Investment property | 0 | 0 | 31,396 | 0 | 0 | 31,396 | |
| Profit (loss) on disposal of assets | 83,941 | -18 | 3,170 | 0 | 3,573 | 0 | 90,666 |
| Realised gain (loss) on intangible and tangible assets | 12,023 | 0 | 143 | 0 | 5 | 12,172 | |
| Realised gain (loss) on investment property | 0 | 0 | 2,211 | 0 | 0 | 2,211 | |
| Realised gain (loss) on financial fixed assets | 71,918 | 0 | 816 | 0 | 3,103 | 75,837 | |
| Realised gain (loss) on other assets | 0 | -18 | 0 | 0 | 464 | 446 | |
| Profit (loss) from operating activities | 103,192 | 64,448 | 65,654 | -87 | -9,927 | 783 | 224,063 |
| Financial result | -41,646 | -8 | -33,580 | -35 | 2,333 | -783 | -73,718 |
| Interest income | 7,712 | 0 | 5,183 | 0 | 1,926 | -1,084 | 13,737 |
| Interest expenses (-) | -24,109 | -7 | -15,956 | 0 | -588 | 1,084 | -39,576 |
| (Un)realised foreign currency results | -16,485 | 0 | -90 | -34 | -89 | -16,698 | |
| Other financial income (expenses) | -8,765 | 0 | -22,716 | -1 | 1,083 | -783 | -31,182 |
| Derivative financial instruments designated at fair value through profit and loss |
0 | 136 | -5,378 | 0 | 0 | -5,242 | |
| Share of profit (loss) from equity accounted investments | 37,229 | 103,469 | 20,165 | 7,045 | 11,345 | 179,253 | |
| Other non-operating income | 0 | 0 | 0 | 0 | 0 | 0 | |
| Other non-operating expenses (-) | 0 | 0 | 0 | 0 | 0 | 0 | |
| Profit (loss) before tax | 98,775 | 168,045 | 46,861 | 6,923 | 3,752 | 0 | 324,356 |
| Income taxes | -24,051 | -17,270 | -4,104 | 0 | -1,317 | 0 | -46,742 |
| Deferred taxes | 35,462 | 1,461 | 7,527 | 0 | 243 | 44,693 | |
| Current taxes | -59,512 | -18,731 | -11,632 | 0 | -1,560 | -91,435 | |
| Profit (loss) after tax from continuing operations | 74,724 | 150,775 | 42,757 | 6,923 | 2,434 | 0 | 277,614 |
| Profit (loss) after tax from discontinued operations | 0 | 0 | 0 | 0 | 0 | 0 | |
| Profit (loss) of the period | 74,724 | 150,775 | 42,757 | 6,923 | 2,434 | 0 | 277,614 |
| Minority interests | 28,033 | 9,461 | 10,094 | 107 | 128 | 47,823 | |
| Share of the group | 46,691 | 141,315 | 32,662 | 6,817 | 2,306 | 229,791 | |
Note 6: Segment information – cash flow statement 2020
Reclassification 'Profit (loss) on disposal of assets'
Dividends from participations accounted for
Profit (loss) on assets/liabilities designated at
Decrease (increase) of receivables from credit institutions
Increase (decrease) of debts to credit institutions,
Financial operations
Non-cash adjustments
(€ 1,000) Segment 1 Segment 2 Segment 3 Segment 4 Segment 5
Marine Engineering & Contracting
Private Banking
I. Cash and cash equivalents - opening balance 644,971 18,270 41,008 220 183,517 0 887,985 Profit (loss) from operating activities 103,192 64,448 65,654 -87 -9,927 783 224,063
to cash flow from divestments -83,941 18 -3,170 0 -3,573 -90,666
using the equity method 33,692 0 972 293 3,085 38,042 Other non-operating income (expenses) 0 0 0 0 0 0 Income taxes (paid) -38,518 -18,731 -11,632 0 -1,560 -70,441
Depreciation 326,888 7,054 11,511 0 5,319 350,772 Impairment losses 1,397 5,548 2,613 0 94 9,652 Share based payment 0 -3,600 8 0 1,026 -2,566
fair value through profit and loss 0 0 2,116 0 1,689 3,805 (Decrease) increase of provisions 1,641 438 -201 0 264 2,142 Other non-cash expenses (income) 2,073 1,736 -253 0 155 3,711 Cash flow 346,422 56,911 67,618 207 -3,427 783 468,514 Decrease (increase) of working capital 122,575 16,868 -8,648 -26 -16,118 3,918 118,570 Decrease (increase) of inventories and construction contracts 82,174 0 -17,793 0 3,619 68,001 Decrease (increase) of amounts receivable 99,472 -145 13,836 -20 -19,383 3,918 97,678
and clients (banks) 0 -746,754 0 0 0 -746,754 Increase (decrease) of liabilities (other than financial debts) -79,757 -3,343 -2,156 -6 -654 -85,915
clients & securities (banks) 0 769,629 0 0 0 769,629 Decrease (increase) other 20,686 -2,519 -2,536 0 300 15,931 Cash flow from operating activities 468,997 73,779 58,970 181 -19,545 4,701 587,084 Investments -374,310 -247,496 -61,699 -22,203 -78,957 4,088 -780,577 Acquisition of intangible and tangible assets -215,955 -3,810 -12,906 0 -3,928 -236,598 Acquisition of investment property 0 0 -46,388 0 0 -46,388 Acquisition of financial fixed assets (business combinations included) -144,739 0 -2,786 -22,203 -70,749 -240,476 Cash acquired through business combinations 1,878 0 396 0 0 2,274 New amounts receivable -15,494 -309 -15 0 -4,118 4,088 -15,849 Acquisition of investments 0 -243,377 0 0 -162 -243,539 Divestments 162,625 171,964 39,007 0 12,015 -315 385,295 Disposal of intangible and tangible assets 20,664 0 399 0 7 21,071 Disposal of investment property 0 0 35,404 0 0 35,404 Disposal of financial fixed assets (business disposals included) 131,727 0 3,197 0 6,433 141,357 Cash disposed of through business disposals 0 0 0 0 0 0 Reimbursements of amounts receivable 10,234 0 7 0 315 -315 10,240 Disposal of investments 0 171,964 0 0 5,259 177,223 Cash flow from investing activities -211,685 -75,532 -22,692 -22,203 -66,942 3,773 -395,282
Dividends received 124 880 5,946 0 889 7,838 Interest received 7,712 0 3,099 0 1,926 -1,084 11,654 Interest paid -23,791 -62 -15,956 0 -588 1,084 -39,313 Other financial income (costs) -25,399 0 -28,753 -35 106 -783 -54,864 Decrease (increase) of treasury shares 0 0 0 0 -1,635 -1,635 Increase of financial debts 225,384 3,150 195,145 0 20,642 -7,691 436,630 (Decrease) of financial debts -297,836 -2,706 -154,015 0 -5,588 0 -460,145 (Investments) and divestments in controlling interests 801 0 0 0 -18,631 -17,830 Dividends paid by AvH 0 0 0 0 -76,813 -76,813 Dividends paid intra group -4,150 0 -12,343 0 16,493 0 Dividends paid to minority interests 0 -108 -36,126 0 0 -36,234 Cash flow from financial activities -117,155 1,153 -43,004 -35 -63,198 -8,474 -230,712 II. Net increase (decrease) in cash and cash equivalents 140,157 -599 -6,726 -22,057 -149,685 0 -38,910 Transfer between segments 0 0 0 22,271 -22,271 0 Impact of exchange rate changes on cash and cash equivalents -6,684 0 90 -65 -9 -6,667 III. Cash and cash equivalents - ending balance 778,444 17,670 34,372 370 11,552 0 842,408
Real Estate & Senior Care
Energy & Resources
AvH & Growth Capital
Eliminations between segments
Total 2020
Note 6: Segment information – cash flow statement 2020
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | ||
|---|---|---|---|---|---|---|---|
| Marine Engineering & Contracting |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
AvH & Growth Capital |
Eliminations between segments |
Total 2020 |
|
| I. Cash and cash equivalents - opening balance | 644,971 | 18,270 | 41,008 | 220 | 183,517 | 0 | 887,985 |
| Profit (loss) from operating activities | 103,192 | 64,448 | 65,654 | -87 | -9,927 | 783 | 224,063 |
| Reclassification 'Profit (loss) on disposal of assets' to cash flow from divestments |
-83,941 | 18 | -3,170 | 0 | -3,573 | -90,666 | |
| Dividends from participations accounted for using the equity method |
33,692 | 0 | 972 | 293 | 3,085 | 38,042 | |
| Other non-operating income (expenses) | 0 | 0 | 0 | 0 | 0 | 0 | |
| Income taxes (paid) | -38,518 | -18,731 | -11,632 | 0 | -1,560 | -70,441 | |
| Non-cash adjustments | |||||||
| Depreciation | 326,888 | 7,054 | 11,511 | 0 | 5,319 | 350,772 | |
| Impairment losses | 1,397 | 5,548 | 2,613 | 0 | 94 | 9,652 | |
| Share based payment | 0 | -3,600 | 8 | 0 | 1,026 | -2,566 | |
| Profit (loss) on assets/liabilities designated at fair value through profit and loss |
0 | 0 | 2,116 | 0 | 1,689 | 3,805 | |
| (Decrease) increase of provisions | 1,641 | 438 | -201 | 0 | 264 | 2,142 | |
| Other non-cash expenses (income) | 2,073 | 1,736 | -253 | 0 | 155 | 3,711 | |
| Cash flow | 346,422 | 56,911 | 67,618 | 207 | -3,427 | 783 | 468,514 |
| Decrease (increase) of working capital | 122,575 | 16,868 | -8,648 | -26 | -16,118 | 3,918 | 118,570 |
| Decrease (increase) of inventories and construction contracts | 82,174 | 0 | -17,793 | 0 | 3,619 | 68,001 | |
| Decrease (increase) of amounts receivable | 99,472 | -145 | 13,836 | -20 | -19,383 | 3,918 | 97,678 |
| Decrease (increase) of receivables from credit institutions and clients (banks) |
0 | -746,754 | 0 | 0 | 0 | -746,754 | |
| Increase (decrease) of liabilities (other than financial debts) | -79,757 | -3,343 | -2,156 | -6 | -654 | -85,915 | |
| Increase (decrease) of debts to credit institutions, clients & securities (banks) |
0 | 769,629 | 0 | 0 | 0 | 769,629 | |
| Decrease (increase) other | 20,686 | -2,519 | -2,536 | 0 | 300 | 15,931 | |
| Cash flow from operating activities | 468,997 | 73,779 | 58,970 | 181 | -19,545 | 4,701 | 587,084 |
| Investments | -374,310 | -247,496 | -61,699 | -22,203 | -78,957 | 4,088 | -780,577 |
| Acquisition of intangible and tangible assets | -215,955 | -3,810 | -12,906 | 0 | -3,928 | -236,598 | |
| Acquisition of investment property | 0 | 0 | -46,388 | 0 | 0 | -46,388 | |
| Acquisition of financial fixed assets (business combinations included) | -144,739 | 0 | -2,786 | -22,203 | -70,749 | -240,476 | |
| Cash acquired through business combinations | 1,878 | 0 | 396 | 0 | 0 | 2,274 | |
| New amounts receivable | -15,494 | -309 | -15 | 0 | -4,118 | 4,088 | -15,849 |
| Acquisition of investments | 0 | -243,377 | 0 | 0 | -162 | -243,539 | |
| Divestments | 162,625 | 171,964 | 39,007 | 0 | 12,015 | -315 | 385,295 |
| Disposal of intangible and tangible assets | 20,664 | 0 | 399 | 0 | 7 | 21,071 | |
| Disposal of investment property | 0 | 0 | 35,404 | 0 | 0 | 35,404 | |
| Disposal of financial fixed assets (business disposals included) | 131,727 | 0 | 3,197 | 0 | 6,433 | 141,357 | |
| Cash disposed of through business disposals | 0 | 0 | 0 | 0 | 0 | 0 | |
| Reimbursements of amounts receivable | 10,234 | 0 | 7 | 0 | 315 | -315 | 10,240 |
| Disposal of investments | 0 | 171,964 | 0 | 0 | 5,259 | 177,223 | |
| Cash flow from investing activities | -211,685 | -75,532 | -22,692 | -22,203 | -66,942 | 3,773 | -395,282 |
| Financial operations | |||||||
| Dividends received | 124 | 880 | 5,946 | 0 | 889 | 7,838 | |
| Interest received | 7,712 | 0 | 3,099 | 0 | 1,926 | -1,084 | 11,654 |
| Interest paid | -23,791 | -62 | -15,956 | 0 | -588 | 1,084 | -39,313 |
| Other financial income (costs) | -25,399 | 0 | -28,753 | -35 | 106 | -783 | -54,864 |
| Decrease (increase) of treasury shares | 0 | 0 | 0 | 0 | -1,635 | -1,635 | |
| Increase of financial debts | 225,384 | 3,150 | 195,145 | 0 | 20,642 | -7,691 | 436,630 |
| (Decrease) of financial debts | -297,836 | -2,706 | -154,015 | 0 | -5,588 | 0 | -460,145 |
| (Investments) and divestments in controlling interests | 801 | 0 | 0 | 0 | -18,631 | -17,830 | |
| Dividends paid by AvH | 0 | 0 | 0 | 0 | -76,813 | -76,813 | |
| Dividends paid intra group | -4,150 | 0 | -12,343 | 0 | 16,493 | 0 | |
| Dividends paid to minority interests | 0 | -108 | -36,126 | 0 | 0 | -36,234 | |
| Cash flow from financial activities | -117,155 | 1,153 | -43,004 | -35 | -63,198 | -8,474 | -230,712 |
| II. Net increase (decrease) in cash and cash equivalents | 140,157 | -599 | -6,726 | -22,057 | -149,685 | 0 | -38,910 |
| Transfer between segments | 0 | 0 | 0 | 22,271 | -22,271 | 0 | |
| Impact of exchange rate changes on cash and cash equivalents | -6,684 | 0 | 90 | -65 | -9 | -6,667 | |
| III. Cash and cash equivalents - ending balance | 778,444 | 17,670 | 34,372 | 370 | 11,552 | 0 | 842,408 |
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | ||
|---|---|---|---|---|---|---|---|
| Marine | Private | Real Estate & | Energy & | AvH & | Eliminations | Total | |
| Engineering & Contracting |
Banking | Senior Care | Resources | Growth Capital |
between segments |
2020 | |
| I. Non-current assets | 3,278,940 | 5,311,972 | 1,794,612 | 242,598 | 344,631 | -19,883 | 10,952,870 |
| Intangible assets | 115,359 | 1,092 | 31,199 | 0 | 112 | 147,762 | |
| Goodwill | 172,127 | 134,247 | 7,836 | 0 | 11,727 | 325,937 | |
| Tangible assets | 2,530,484 | 51,725 | 211,848 | 0 | 31,495 | 2,825,552 | |
| Land and buildings | 154,867 | 43,863 | 195,081 | 0 | 21,604 | 415,415 | |
| Plant, machinery and equipment | 1,826,029 | 2,001 | 4,888 | 0 | 2,505 | 1,835,423 | |
| Furniture and vehicles | 39,529 | 3,564 | 4,367 | 0 | 6,064 | 53,525 | |
| Other tangible assets | 263 | 690 | 3,274 | 0 | 509 | 4,736 | |
| Assets under construction | 509,797 | 1,607 | 4,238 | 0 | 812 | 516,454 | |
| Investment property | 0 | 0 | 1,414,057 | 0 | 0 | 1,414,057 | |
| Participations accounted for using the equity method | 221,680 | 740,957 | 31,447 | 242,598 | 219,388 | 1,456,070 | |
| Non-current financial assets | 108,731 | 1,631 | 90,440 | 0 | 79,493 | -19,883 | 260,413 |
| Financial assets : shares - Fair value through P/L (FVPL) | 6,682 | 0 | 79,863 | 0 | 44,845 | 131,391 | |
| Receivables and warranties | 102,049 | 1,631 | 10,577 | 0 | 34,648 | -19,883 | 129,022 |
| Non-current hedging instruments | 3,222 | 23 | 33 | 0 | 0 | 3,279 | |
| Deferred tax assets Banks - receivables from credit |
127,335 | 2,935 | 7,752 | 0 | 2,417 | 140,439 | |
| institutions and clients after one year | 0 | 4,379,362 | 0 | 0 | 0 | 4,379,362 | |
| Banks - loans and receivables to clients | 0 | 4,327,706 | 0 | 0 | 0 | 4,327,706 | |
| Banks - changes in fair value of the hedged credit portfolio | 0 | 51,656 | 0 | 0 | 0 | 51,656 | |
| II. Current assets | 2,061,320 | 2,771,230 | 311,528 | 400 | 134,031 | -4,509 | 5,274,000 |
| Inventories | 268,621 | 0 | 112,589 | 0 | 1,241 | 382,451 | |
| Amounts due from customers under construction contracts | 309,201 | 0 | 82,266 | 0 | 8,567 | 400,034 | |
| Investments | 3 | 495,167 | 0 | 0 | 51,152 | 546,322 | |
| Financial assets : shares - Fair value through P/L (FVPL) | 3 | 0 | 0 | 0 | 51,152 | 51,155 | |
| Financial assets : bonds - Fair value through OCI (FVOCI) | 0 | 474,991 | 0 | 0 | 0 | 474,991 | |
| Financial assets : shares - Fair value through OCI (FVOCI) | 0 | 173 | 0 | 0 | 0 | 173 | |
| Financial assets - at amortised cost | 0 | 20,003 | 0 | 0 | 0 | 20,003 | |
| Current hedging instruments | 7,831 | 568 | 0 | 0 | 0 | 8,399 | |
| Amounts receivable within one year | 631,881 | 4,243 | 74,575 | 31 | 58,744 | -4,306 | 765,168 |
| Trade debtors | 566,962 | 44 | 24,589 | 0 | 26,369 | -1,156 | 616,808 |
| Other receivables | 64,919 | 4,199 | 49,987 | 31 | 32,376 | -3,150 | 148,361 |
| Current tax receivables | 31,082 | 7 | 2,846 | 0 | 619 | 34,554 | |
| Banks - receivables from credit | 0 | 2,242,735 | 0 | 0 | 0 | 2,242,735 | |
| institutions and clients within one year | |||||||
| Banks - loans and advances to banks | 0 | 163,712 | 0 | 0 | 0 | 163,712 | |
| Banks - loans and receivables to clients | 0 | 1,086,948 | 0 | 0 | 0 | 1,086,948 | |
| Banks - changes in fair value of the hedged credit portfolio | 0 | 269 | 0 | 0 | 0 | 269 | |
| Banks - cash balances with central banks Cash and cash equivalents |
0 778,444 |
991,806 17,670 |
0 34,372 |
0 370 |
0 11,552 |
991,806 842,408 |
|
| Deferred charges, accrued income and other current assets | 34,258 | 10,839 | 4,880 | 0 | 2,156 | -203 | 51,930 |
| III. Assets held for sale | 1,675 | 0 | 199 | 0 | 0 | 1,874 | |
| Total assets | 5,341,935 | 8,083,202 | 2,106,339 | 242,998 | 478,662 | -24,392 | 16,228,744 |
Note 6: Segment information – equity and liabilities 2020
(€ 1,000) Segment 1 Segment 2 Segment 3 Segment 4 Segment 5
Marine Engineering & Contracting
Private Banking
I. Total equity 1,853,790 1,482,597 810,871 242,991 391,919 4,782,169 Shareholders' equity - group share 1,127,078 1,352,094 454,284 242,991 385,592 3,562,038 Issued capital 0 0 0 0 113,907 113,907 Share capital 0 0 0 0 2,295 2,295 Share premium 0 0 0 0 111,612 111,612 Consolidated reserves 1,211,989 1,347,724 460,848 250,265 321,447 3,592,273 Revaluation reserves -84,911 4,371 -6,564 -7,274 -18,393 -112,772 Financial assets : bonds - Fair value through OCI (FVOCI) 0 6,614 0 0 0 6,614 Financial assets : shares - Fair value through OCI (FVOCI) 0 45 0 0 0 45 Hedging reserves -38,881 0 -6,804 -391 -4 -46,080 Actuarial gains (losses) defined benefit pension plans -25,948 -2,289 0 -1,305 2,306 -27,236 Translation differences -20,082 1 240 -5,578 -20,696 -46,115 Treasury shares (-) 0 0 0 0 -31,370 -31,370 Minority interests 726,712 130,503 356,588 0 6,328 1,220,131 II. Non-current liabilities 1,263,655 1,190,170 969,928 0 10,914 -19,883 3,414,785 Provisions 31,179 11,997 2,209 0 790 46,175 Pension liabilities 76,686 6,017 32 0 516 83,250 Deferred tax liabilities 97,417 0 60,877 0 1,483 159,777 Financial debts 1,015,773 3,226 862,584 0 7,785 -19,883 1,869,486 Bank loans 758,435 0 632,460 0 4,713 1,395,608 Bonds 58,151 0 183,783 0 0 241,934 Subordinated loans 44,677 0 0 0 4 44,680 Lease debts 87,449 3,226 44,350 0 3,068 138,093 Other financial debts 67,062 0 1,992 0 0 -19,883 49,170 Non-current hedging instruments 10,095 53,015 34,213 0 0 97,324 Other amounts payable 32,506 9,854 10,012 0 341 52,713 Banks - debts to credit institutions, clients & securities 0 1,106,061 0 0 0 1,106,061 Banks - deposits from credit institutions 0 298,417 0 0 0 298,417 Banks - deposits from clients 0 767,701 0 0 0 767,701 Banks - debt certificates including bonds 0 39,943 0 0 0 39,943 III. Current liabilities 2,224,491 5,410,434 325,540 7 75,828 -4,509 8,031,790 Provisions 31,602 44 6,217 0 220 38,083 Pension liabilities 0 342 0 0 0 342 Financial debts 424,300 5,218 221,234 0 42,262 -3,150 689,864 Bank loans 213,566 0 96,955 0 9,250 319,771 Bonds 0 0 0 0 0 0 Subordinated loans 20,967 0 0 0 7 20,974 Lease debts 27,556 2,068 2,308 0 2,007 33,939 Other financial debts 162,211 3,150 121,971 0 30,998 -3,150 315,181 Current hedging instruments 7,750 1,164 0 0 0 8,914 Amounts due to customers under construction contracts 301,202 0 0 0 7,990 309,192 Other amounts payable within one year 1,341,450 19,464 71,010 4 23,250 -1,156 1,454,021 Trade payables 1,032,361 29 48,702 3 12,887 -1,156 1,092,826 Advances received 60,582 0 61 0 0 60,643 Amounts payable regarding remuneration and social security 177,090 10,201 10,098 0 9,642 207,031 Other amounts payable 71,418 9,234 12,148 0 720 93,521 Current tax payables 82,456 1,099 9,952 3 1,385 94,895 Banks - debts to credit institutions, clients & securities 0 5,378,292 0 0 0 5,378,292 Banks - deposits from credit institutions 0 28,875 0 0 0 28,875 Banks - deposits from clients 0 5,139,401 0 0 0 5,139,401 Banks - debt certificates including bonds 0 210,016 0 0 0 210,016 Accrued charges and deferred income 35,731 4,811 17,126 0 722 -203 58,187 IV. Liabilities held for sale 0 0 0 0 0 0 Total equity and liabilities 5,341,935 8,083,202 2,106,339 242,998 478,662 -24,392 16,228,744
Real Estate & Senior Care
Energy & Resources
AvH & Growth Capital
Eliminations between segments
Total 2020
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | ||
|---|---|---|---|---|---|---|---|
| Segment information - pro forma turnover | Marine Engineering & Contracting |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
AvH & Growth Capital |
Eliminations between segments |
Total 2020 |
| Turnover EU member states | 2,229,480 | 437,017 | 191,183 | 32,446 | 504,246 | -1,906 | 3,392,467 |
| Other European countries | 602,209 | 66,774 | 758 | 63,458 | 733,199 | ||
| Rest of the world | 463,247 | 80,959 | 374,922 | 919,128 | |||
| Total | 3,294,936 | 503,792 | 191,183 | 114,163 | 1,045,856 | -1,906 | 5,044,794 |
The pro forma turnover comprises the turnover of all participations held by the AvH group, and therefore deviates from the turnover as reported in the legal IFRS consolidation drawn up on the basis of the consolidation scope reported in Note 2 and 3. In this pro forma presentation, all (exclusive) control interests are incorporated in full and the other interests proportionally.
Note 6: Segment information – equity and liabilities 2020
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | ||
|---|---|---|---|---|---|---|---|
| Marine Engineering & Contracting |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
AvH & Growth Capital |
Eliminations between segments |
Total 2020 |
|
| I. Total equity | 1,853,790 | 1,482,597 | 810,871 | 242,991 | 391,919 | 4,782,169 | |
| Shareholders' equity - group share | 1,127,078 | 1,352,094 | 454,284 | 242,991 | 385,592 | 3,562,038 | |
| Issued capital | 0 | 0 | 0 | 0 | 113,907 | 113,907 | |
| Share capital | 0 | 0 | 0 | 0 | 2,295 | 2,295 | |
| Share premium | 0 | 0 | 0 | 0 | 111,612 | 111,612 | |
| Consolidated reserves | 1,211,989 | 1,347,724 | 460,848 | 250,265 | 321,447 | 3,592,273 | |
| Revaluation reserves | -84,911 | 4,371 | -6,564 | -7,274 | -18,393 | -112,772 | |
| Financial assets : bonds - Fair value through OCI (FVOCI) | 0 | 6,614 | 0 | 0 | 0 | 6,614 | |
| Financial assets : shares - Fair value through OCI (FVOCI) | 0 | 45 | 0 | 0 | 0 | 45 | |
| Hedging reserves | -38,881 | 0 | -6,804 | -391 | -4 | -46,080 | |
| Actuarial gains (losses) defined benefit pension plans | -25,948 | -2,289 | 0 | -1,305 | 2,306 | -27,236 | |
| Translation differences | -20,082 | 1 | 240 | -5,578 | -20,696 | -46,115 | |
| Treasury shares (-) | 0 | 0 | 0 | 0 | -31,370 | -31,370 | |
| Minority interests | 726,712 | 130,503 | 356,588 | 0 | 6,328 | 1,220,131 | |
| II. Non-current liabilities | 1,263,655 | 1,190,170 | 969,928 | 0 | 10,914 | -19,883 | 3,414,785 |
| Provisions | 31,179 | 11,997 | 2,209 | 0 | 790 | 46,175 | |
| Pension liabilities | 76,686 | 6,017 | 32 | 0 | 516 | 83,250 | |
| Deferred tax liabilities | 97,417 | 0 | 60,877 | 0 | 1,483 | 159,777 | |
| Financial debts | 1,015,773 | 3,226 | 862,584 | 0 | 7,785 | -19,883 | 1,869,486 |
| Bank loans | 758,435 | 0 | 632,460 | 0 | 4,713 | 1,395,608 | |
| Bonds | 58,151 | 0 | 183,783 | 0 | 0 | 241,934 | |
| Subordinated loans | 44,677 | 0 | 0 | 0 | 4 | 44,680 | |
| Lease debts | 87,449 | 3,226 | 44,350 | 0 | 3,068 | 138,093 | |
| Other financial debts | 67,062 | 0 | 1,992 | 0 | 0 | -19,883 | 49,170 |
| Non-current hedging instruments | 10,095 | 53,015 | 34,213 | 0 | 0 | 97,324 | |
| Other amounts payable | 32,506 | 9,854 | 10,012 | 0 | 341 | 52,713 | |
| Banks - debts to credit institutions, clients & securities | 0 | 1,106,061 | 0 | 0 | 0 | 1,106,061 | |
| Banks - deposits from credit institutions | 0 | 298,417 | 0 | 0 | 0 | 298,417 | |
| Banks - deposits from clients | 0 | 767,701 | 0 | 0 | 0 | 767,701 | |
| Banks - debt certificates including bonds | 0 | 39,943 | 0 | 0 | 0 | 39,943 | |
| III. Current liabilities | 2,224,491 | 5,410,434 | 325,540 | 7 | 75,828 | -4,509 | 8,031,790 |
| Provisions | 31,602 | 44 | 6,217 | 0 | 220 | 38,083 | |
| Pension liabilities | 0 | 342 | 0 | 0 | 0 | 342 | |
| Financial debts | 424,300 | 5,218 | 221,234 | 0 | 42,262 | -3,150 | 689,864 |
| Bank loans | 213,566 | 0 | 96,955 | 0 | 9,250 | 319,771 | |
| Bonds | 0 | 0 | 0 | 0 | 0 | 0 | |
| Subordinated loans | 20,967 | 0 | 0 | 0 | 7 | 20,974 | |
| Lease debts | 27,556 | 2,068 | 2,308 | 0 | 2,007 | 33,939 | |
| Other financial debts | 162,211 | 3,150 | 121,971 | 0 | 30,998 | -3,150 | 315,181 |
| Current hedging instruments | 7,750 | 1,164 | 0 | 0 | 0 | 8,914 | |
| Amounts due to customers under construction contracts | 301,202 | 0 | 0 | 0 | 7,990 | 309,192 | |
| Other amounts payable within one year Trade payables |
1,341,450 | 19,464 | 71,010 | 4 | 23,250 | -1,156 | 1,454,021 |
| Advances received | 1,032,361 60,582 |
29 0 |
48,702 61 |
3 0 |
12,887 0 |
-1,156 | 1,092,826 60,643 |
| Amounts payable regarding remuneration and social security | 177,090 | 10,201 | 10,098 | 0 | 9,642 | 207,031 | |
| Other amounts payable | 71,418 | 9,234 | 12,148 | 0 | 720 | 93,521 | |
| Current tax payables | 82,456 | 1,099 | 9,952 | 3 | 1,385 | 94,895 | |
| Banks - debts to credit institutions, clients & securities | 0 | 5,378,292 | 0 | 0 | 0 | 5,378,292 | |
| Banks - deposits from credit institutions | 0 | 28,875 | 0 | 0 | 0 | 28,875 | |
| Banks - deposits from clients | 0 | 5,139,401 | 0 | 0 | 0 | 5,139,401 | |
| Banks - debt certificates including bonds | 0 | 210,016 | 0 | 0 | 0 | 210,016 | |
| Accrued charges and deferred income | 35,731 | 4,811 | 17,126 | 0 | 722 | -203 | 58,187 |
| IV. Liabilities held for sale | 0 | 0 | 0 | 0 | 0 | 0 | |
| Total equity and liabilities | 5,341,935 | 8,083,202 | 2,106,339 | 242,998 | 478,662 | -24,392 | 16,228,744 |
| (€ 1,000) | Develop ment costs |
Concessions, patents & licences |
Goodwill | Software | Other intangible assets |
Advance payments |
Total |
|---|---|---|---|---|---|---|---|
| Movements in intangible assets - financial year 2020 |
|||||||
| Intangible assets, opening balance | 319 | 4,732 | 27,621 | 3,479 | 90,547 | 204 | 126,902 |
| Gross amount | 4,920 | 28,710 | 27,621 | 31,527 | 100,406 | 204 | 193,388 |
| Cumulative depreciation & impairment (-) | -4,601 | -23,978 | 0 | -28,048 | -9,859 | 0 | -66,486 |
| Investments | 385 | 3,166 | 0 | 1,008 | 69 | 127 | 4,756 |
| Additions through business combinations | 0 | 19,252 | 1,065 | 0 | 0 | 0 | 20,317 |
| Disposals (-) | 0 | -188 | 0 | -2 | 0 | 0 | -191 |
| Disposals through business disposals (-) | 0 | 0 | 0 | 0 | -11 | 0 | -11 |
| Depreciations & Impairments (-) | -663 | -1,746 | 0 | -1,581 | -401 | 0 | -4,390 |
| Foreign currency exchange increase (decrease) | 0 | -1 | 0 | -49 | -362 | 0 | -412 |
| Transfer from (to) other items | 0 | 779 | 0 | 4 | 8 | 0 | 790 |
| Other increase (decrease) | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Intangible assets, ending balance | 41 | 25,994 | 28,686 | 2,859 | 89,851 | 331 | 147,762 |
| Gross amount | 5,112 | 50,712 | 28,686 | 32,378 | 99,184 | 331 | 216,403 |
| Cumulative depreciation & impairment (-) | -5,071 | -24,718 | 0 | -29,519 | -9,333 | 0 | -68,641 |
| Movements in intangible assets - financial year 2021 |
|||||||
| Intangible assets, opening balance | 41 | 25,994 | 28,686 | 2,859 | 89,851 | 331 | 147,762 |
| Gross amount | 5,112 | 50,712 | 28,686 | 32,378 | 99,184 | 331 | 216,403 |
| Cumulative depreciation & impairment (-) | -5,071 | -24,718 | 0 | -29,519 | -9,333 | 0 | -68,641 |
| Investments | 65 | 1,696 | 0 | 1,299 | 388 | 326 | 3,775 |
| Additions through business combinations | 0 | 0 | 1,395 | 0 | 54 | 0 | 1,449 |
| Disposals (-) | 0 | 0 | 0 | -8 | 0 | 0 | -7 |
| Disposals through business disposals (-) | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Depreciations & Impairments (-) | -30 | -3,296 | -268 | -1,559 | -838 | 0 | -5,989 |
| Foreign currency exchange increase (decrease) | -1 | 2 | 0 | 15 | 308 | 0 | 324 |
| Transfer from (to) other items | 0 | -1,308 | 0 | 0 | 3,391 | 0 | 2,082 |
| Other increase (decrease) | 2 | -3 | 0 | -4 | 0 | 0 | -4 |
| Intangible assets, ending balance | 78 | 23,085 | 29,814 | 2,603 | 93,155 | 657 | 149,391 |
| Gross amount | 5,264 | 49,179 | 29,814 | 26,171 | 103,966 | 657 | 215,051 |
| Cumulative depreciation & impairment (-) | -5,186 | -26,095 | 0 | -23,568 | -10,811 | 0 | -65,660 |
The intangible assets increased in 2021 by 1.6 million euros to 149.4 million euros. The main movements concern investments in licences and software, the depreciation cost, the reclassification from tangible assets and the goodwill from the acquisition by Anima of the residential care centre Saint-Vincent in Jumet. We refer to Note 4 Business Combinations and Disposals for more details.
The intangible assets consist of 15.2 million euros of trade names and 69.3 million euros of databases which were reported in the consolidated balance sheet at yearend 2013 following the acquisition of control over DEME. These intangible assets are not amortised (indefinite life) and are included in the annual impairment test performed on the goodwill following the acquisition of control over DEME (at the end of 2013, see Note 8. Goodwill).
Note 8: Goodwill
combinations.
(end of 2019).
Movements in goodwill
Additions through business combinations relate entirely to the acquisition by CFE of the Polish companies of the Rolling Robotics group at year-end 2021. The goodwill on the acquisition of the residential care centre Saint-Vincent (by Anima) was almost entirely allocated to the intangible assets. We refer to Note 4. Business
On balance, the goodwill is mainly attributable to FinAx, DEME (following the acquisition of control at year-end 2013), Biolectric Group and to the subsidiaries held by DEME, CFE and Anima. It should be pointed out that this does not include the goodwill (clients) of 228.0 million euros in the consolidated balance sheet of Delen Private Bank, as Delen Private Bank is recognized according to the equity method. This goodwill mainly results from the acquisition of Capital & Finance in 2007, JM Finn in 2011, and to a limited extent Oyens & Van Eeghen (end of 2015) and Nobel
(1,000) 2021 2020
Goodwill, opening balance 325,937 331,550 Gross amount - fully consolidated participations 349,582 349,660 Cumulative impairment losses - fully consolidated participations (-) -23,646 -18,110
Additions through business combinations 2,203 14 Disposals through business disposals (-) 0 0 Impairments through profit and loss (-) -311 -5,536 Other increase (decrease) 0 -92 Goodwill, ending balance 327,829 325,937 Gross amount - fully consolidated participations 351,785 349,582 Cumulative impairment losses - fully consolidated participations (-) -23,956 -23,646
AvH subjects the goodwill on its balance sheet to an impairment test in case of impairment indications and at least annually. This means the goodwill that is reported as such in the consolidated balance sheet under the item 'Goodwill', as well as the goodwill that is contained in the item 'Participations accounted for using the equity method'. Each group company of AvH is treated as a distinct cash generating unit (CGU). As part of the impairment test, a fair value is determined for each CGU on the basis of publicly available market valuations (broker reports, market price of listed companies or recent transactions). If after this first step on the basis of a fair value approach it turns out that additional justification is required, a value in use will also be determined from the perspective of AvH based on a discounted cash flow (DCF) model or market multiples. If, after this second step, still no adequate justification can be given for the goodwill in the balance sheet,
an 'impairment' will be recognized.
The other intangible assets arise from the acquisitions of Anima and of software developments at Bank Van Breda. On the acquisition by DEME in 2020 of the Dutch firm SPT Offshore, part of the value was attributed to the special environmentally friendly suction pile technology which can be used to secure both fixed and floating structures to the seabed.
| (1,000) | 2021 | 2020 |
|---|---|---|
| Movements in goodwill | ||
| Goodwill, opening balance | 325,937 | 331,550 |
| Gross amount - fully consolidated participations | 349,582 | 349,660 |
| Cumulative impairment losses - fully consolidated participations (-) | -23,646 | -18,110 |
| Additions through business combinations | 2,203 | 14 |
| Disposals through business disposals (-) | 0 | 0 |
| Impairments through profit and loss (-) | -311 | -5,536 |
| Other increase (decrease) | 0 | -92 |
| Goodwill, ending balance | 327,829 | 325,937 |
| Gross amount - fully consolidated participations | 351,785 | 349,582 |
| Cumulative impairment losses - fully consolidated participations (-) | -23,956 | -23,646 |
Additions through business combinations relate entirely to the acquisition by CFE of the Polish companies of the Rolling Robotics group at year-end 2021. The goodwill on the acquisition of the residential care centre Saint-Vincent (by Anima) was almost entirely allocated to the intangible assets. We refer to Note 4. Business combinations.
On balance, the goodwill is mainly attributable to FinAx, DEME (following the acquisition of control at year-end 2013), Biolectric Group and to the subsidiaries held by DEME, CFE and Anima. It should be pointed out that this does not include the goodwill (clients) of 228.0 million euros in the consolidated balance sheet of Delen Private Bank, as Delen Private Bank is recognized according to the equity method. This goodwill mainly results from the acquisition of Capital & Finance in 2007, JM Finn in 2011, and to a limited extent Oyens & Van Eeghen (end of 2015) and Nobel (end of 2019).
AvH subjects the goodwill on its balance sheet to an impairment test in case of impairment indications and at least annually. This means the goodwill that is reported as such in the consolidated balance sheet under the item 'Goodwill', as well as the goodwill that is contained in the item 'Participations accounted for using the equity method'. Each group company of AvH is treated as a distinct cash generating unit (CGU). As part of the impairment test, a fair value is determined for each CGU on the basis of publicly available market valuations (broker reports, market price of listed companies or recent transactions). If after this first step on the basis of a fair value approach it turns out that additional justification is required, a value in use will also be determined from the perspective of AvH based on a discounted cash flow (DCF) model or market multiples. If, after this second step, still no adequate justification can be given for the goodwill in the balance sheet, an 'impairment' will be recognized.
| (€ 1,000) | Land and buildings |
Plant, machinery and equipment |
Furniture and vehicles |
Other tangible assets |
Assets under construction & advance payments |
Total 2020 |
|---|---|---|---|---|---|---|
| I. Movements in tangible assets - financial year 2020 |
||||||
| Tangible assets, opening balance | 403,032 | 1,899,461 | 53,457 | 5,245 | 547,971 | 2,909,167 |
| Gross amount | 548,677 | 4,126,733 | 140,622 | 15,994 | 547,971 | 5,379,997 |
| Cumulative depreciation & impairment (-) | -145,645 | -2,227,272 | -87,164 | -10,749 | 0 | -2,470,831 |
| Impact IFRS changes | 0 | 0 | 0 | 0 | 0 | 0 |
| Investments | 42,742 | 99,315 | 23,931 | 489 | 108,134 | 274,611 |
| Additions through business combinations | 4,341 | 4,039 | 457 | 0 | 1,071 | 9,908 |
| Disposals (-) | -5,198 | -1,685 | -2,447 | -18 | -4,935 | -14,282 |
| Disposals through business disposals (-) | 0 | -119 | 0 | 0 | -128 | -247 |
| Depreciation & impairment (-) | -33,119 | -288,320 | -23,939 | -1,027 | 0 | -346,406 |
| Foreign currency exchange increase (decrease) | -1,467 | -4,052 | -209 | -1 | -327 | -6,057 |
| Transfer from (to) other items | 5,084 | 126,784 | 2,275 | 49 | -135,334 | -1,141 |
| Other increase (decrease) | 0 | 0 | 0 | 0 | 0 | 0 |
| Tangible assets, ending balance | 415,415 | 1,835,423 | 53,525 | 4,736 | 516,454 | 2,825,552 |
| Gross amount | 592,112 | 4,221,775 | 151,275 | 14,993 | 516,454 | 5,496,608 |
| Cumulative depreciation & impairment (-) | -176,696 | -2,386,353 | -97,750 | -10,257 | 0 | -2,671,056 |
| II. Other information | ||||||
| Leases | ||||||
| Net carrying amount of tangible assets under lease | 121,572 | 7,922 | 36,364 | 165,858 | ||
| Tangible assets acquired under lease | 26,599 | 4,817 | 17,655 | 49,070 |
| (€ 1,000) | Land and buildings |
Plant, machinery and equipment |
Furniture and vehicles |
Other tangible assets |
Assets under construction & advance payments |
Total 2021 |
|---|---|---|---|---|---|---|
| I. Movements in tangible assets - financial year 2021 |
||||||
| Tangible assets, opening balance | 415,415 | 1,835,423 | 53,525 | 4,736 | 516,454 | 2,825,552 |
| Gross amount | 592,112 | 4,221,775 | 151,275 | 14,993 | 516,454 | 5,496,608 |
| Cumulative depreciation & impairment (-) | -176,696 | -2,386,353 | -97,750 | -10,257 | 0 | -2,671,056 |
| Impact IFRS changes | 0 | 0 | 0 | 0 | 0 | 0 |
| Investments | 48,327 | 153,489 | 29,869 | 1,604 | 139,473 | 372,761 |
| Additions through business combinations | 1,985 | 141 | 52 | 0 | 0 | 2,178 |
| Disposals (-) | -9,021 | -24,508 | -664 | 84 | -348 | -34,457 |
| Disposals through business disposals (-) | 0 | -106 | -803 | -4 | 0 | -913 |
| Depreciation & impairment (-) | -34,055 | -311,057 | -25,340 | -822 | 0 | -371,273 |
| Foreign currency exchange increase (decrease) | 1,266 | 2,504 | 88 | -1 | 404 | 4,262 |
| Transfer from (to) other items | 2,667 | 288,323 | -1,675 | 1,412 | -325,991 | -35,263 |
| Other increase (decrease) | 0 | 0 | 0 | 0 | 0 | 0 |
| Tangible assets, ending balance | 426,584 | 1,944,209 | 55,051 | 7,009 | 329,992 | 2,762,846 |
| Gross amount | 624,902 | 4,504,531 | 158,421 | 18,604 | 329,992 | 5,636,450 |
| Cumulative depreciation & impairment (-) | -198,318 | -2,560,322 | -103,370 | -11,595 | 0 | -2,873,604 |
| II. Other information | ||||||
| Leases | ||||||
| Net carrying amount of tangible assets under lease | 130,674 | 9,919 | 38,696 | 179,290 | ||
| Tangible assets acquired under lease | 31,788 | 4,377 | 23,396 | 59,561 |
The tangible assets amounted to 2,762.8 million euros at December 31, 2021, a slight decrease by 62.7 million euros compared to the previous year. The main assets in use are the fleet of DEME (76%), the real estate of the residential care centres of Anima (8%), and for the rest the offices, machinery and vehicle fleets of CFE, Bank Van Breda, Rent-A-Port, Nextensa, Agidens, Biolectric and AvH.
The assets under construction (330 million euros) primarily include vessels under construction at DEME (such as the installation vessel 'Orion' which is expected to be delivered in the first half of 2022) and the new-build residence of Anima on the Tour & Taxis site.
DEME continued its investment programme unabated in 2021 and invested 282.0 million euros. The cutter suction dredger 'Spartacus' and the maintenance vessel 'Groene Wind' were brought into service in 2021. On balance, DEME's tangible assets decreased as a result of depreciation (ordinary depreciation and impairment losses) and of the reclassification of the offshore installation vessel 'Thor' to 'Assets held for sale'. At December 31, 2021, DEME has commitments for a remaining amount of 251.7 million euros for assets under construction to be completed, mainly related to the vessel 'Orion' and the upgrades of the vessels 'Viking Neptun' and 'Sea Installer'. Anima invested 10.9 million euros, of which 7.9 million euros in the new-build residence under construction on the Tour & Taxis site.
that amount, which is also virtually unchanged relative to the previous year. DEME's substantial investments in 2021 did not lead to a material increase of the depreciation cost in 2021, which is explained by the pro rata temporis depreciation of vessels that were brought into service during the course of the year (2021: 'Spartacus', 'Groene Wind' and 2020: 'Scheldt River', 'Thames River') and the ac-
The impairment losses of 26.4 million euros are attributable for 25.5 million euros to DEME's cutter suction dredgers 'Al Mahaar' and 'Al Jarraf', following the low
Assets held for
sale Total
celerated depreciation of certain vessels in 2020.
Leased buildings Development
projects
anticipated utilization rates.
Investment property, opening balance 1,124,702 211,391 444 1,336,537 Gross amount 1,124,702 211,391 444 1,336,537
Investments 27,394 18,995 0 46,388 Additions through business combinations 0 0 0 0 Disposals (-) -16,118 0 -244 -16,363 Disposals through business disposals (-) 0 0 0 0 Gains (losses) from fair value adjustments 32,168 -772 0 31,396 Transfer from (to) other items 190,160 -184,859 0 5,300 Other increase (decrease) 11,017 -20 0 10,997 Investment property, ending balance 1,369,323 44,734 199 1,414,256 Gross amount 1,369,323 44,734 199 1,414,256
Investment property, opening balance 1,369,323 44,734 199 1,414,256 Gross amount 1,369,323 44,734 199 1,414,256
Investments 30,578 5,902 0 36,479 Additions through business combinations 0 0 0 0 Disposals (-) -22,584 0 -97 -22,680 Disposals through business disposals (-) 0 0 0 0 Gains (losses) from fair value adjustments -4,509 -2,520 0 -7,029 Transfer from (to) other items -132,840 -7,929 141,157 388 Other increase (decrease) -13,005 0 0 -13,005 Investment property, ending balance 1,226,963 40,187 141,259 1,408,409 Gross amount 1,226,963 40,187 141,259 1,408,409
The total depreciation cost of the tangible assets amounted to 344.8 million euros, remaining on the same level as in 2020. DEME accounts for 301.4 million euros of
I. Movement in investment property at fair value - financial year 2020
I. Movement in investment property at fair value - financial year 2021
Note 10: Investment property at fair value
(€ 1,000)
DEME continued its investment programme unabated in 2021 and invested 282.0 million euros. The cutter suction dredger 'Spartacus' and the maintenance vessel 'Groene Wind' were brought into service in 2021. On balance, DEME's tangible assets decreased as a result of depreciation (ordinary depreciation and impairment losses) and of the reclassification of the offshore installation vessel 'Thor' to 'Assets held for sale'. At December 31, 2021, DEME has commitments for a remaining amount of 251.7 million euros for assets under construction to be completed, mainly related to the vessel 'Orion' and the upgrades of the vessels 'Viking Neptun' and 'Sea Installer'. Anima invested 10.9 million euros, of which 7.9 million euros in the new-build residence under construction on the Tour & Taxis site.
The total depreciation cost of the tangible assets amounted to 344.8 million euros, remaining on the same level as in 2020. DEME accounts for 301.4 million euros of
| Note 10: | Investment property at fair value | |
|---|---|---|
| ---------- | -- | ----------------------------------- |
that amount, which is also virtually unchanged relative to the previous year. DEME's substantial investments in 2021 did not lead to a material increase of the depreciation cost in 2021, which is explained by the pro rata temporis depreciation of vessels that were brought into service during the course of the year (2021: 'Spartacus', 'Groene Wind' and 2020: 'Scheldt River', 'Thames River') and the accelerated depreciation of certain vessels in 2020.
The impairment losses of 26.4 million euros are attributable for 25.5 million euros to DEME's cutter suction dredgers 'Al Mahaar' and 'Al Jarraf', following the low anticipated utilization rates.
| (€ 1,000) | Leased buildings | Development projects |
Assets held for sale |
Total |
|---|---|---|---|---|
| I. Movement in investment property at fair value - financial year 2020 | ||||
| Investment property, opening balance | 1,124,702 | 211,391 | 444 | 1,336,537 |
| Gross amount | 1,124,702 | 211,391 | 444 | 1,336,537 |
| Investments | 27,394 | 18,995 | 0 | 46,388 |
| Additions through business combinations | 0 | 0 | 0 | 0 |
| Disposals (-) | -16,118 | 0 | -244 | -16,363 |
| Disposals through business disposals (-) | 0 | 0 | 0 | 0 |
| Gains (losses) from fair value adjustments | 32,168 | -772 | 0 | 31,396 |
| Transfer from (to) other items | 190,160 | -184,859 | 0 | 5,300 |
| Other increase (decrease) | 11,017 | -20 | 0 | 10,997 |
| Investment property, ending balance | 1,369,323 | 44,734 | 199 | 1,414,256 |
| Gross amount | 1,369,323 | 44,734 | 199 | 1,414,256 |
| I. Movement in investment property at fair value - financial year 2021 | ||||
| Investment property, opening balance | 1,369,323 | 44,734 | 199 | 1,414,256 |
| Gross amount | 1,369,323 | 44,734 | 199 | 1,414,256 |
| Investments | 30,578 | 5,902 | 0 | 36,479 |
| Additions through business combinations | 0 | 0 | 0 | 0 |
| Disposals (-) | -22,584 | 0 | -97 | -22,680 |
| Disposals through business disposals (-) | 0 | 0 | 0 | 0 |
| Gains (losses) from fair value adjustments | -4,509 | -2,520 | 0 | -7,029 |
| Transfer from (to) other items | -132,840 | -7,929 | 141,157 | 388 |
| Other increase (decrease) | -13,005 | 0 | 0 | -13,005 |
| Investment property, ending balance | 1,226,963 | 40,187 | 141,259 | 1,408,409 |
| Gross amount | 1,226,963 | 40,187 | 141,259 | 1,408,409 |
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Breakdown of real estate revenue in the income statement | ||
| Sale of land parcels | 0 | 1,464 |
| Rental income | 69,127 | 68,742 |
| Other real estate revenue (a.o. real estate promotion revenues) | 156,368 | 156,263 |
| 225,495 | 226,468 | |
| Key figures - buildings in portfolio Nextensa (excluding development projects) | ||
| Rental yield (%) | 5.20% | 5.63% |
| Occupancy rate (%) | 89.09% | 91.62% |
On July 19, 2021 AvH created an integrated real estate group by bringing together its controlling interests in the real estate players Leasinvest Real Estate and Extensa (We refer to Note 6. Segment information for more details). This combination of the two real estate players creates a unique market position through the combination of recurring rental income from real estate investments with the capital gain potential of development activities that prioritise authenticity and sustainability. This transaction has no impact on the presentation of the investment property in AvH's consolidated balance sheet as both controlling interests were already fully consolidated.
Nextensa invested 36.5 million euros, of which 13.4 million euros is attributable to investments in several buildings owned on the Tour & Taxis site. The extension of the Knauf shopping centre in Schmiede, the repositioning/renovation of the EBBC business park (Moonar) and the construction of the Monteco office building account for the remaining balance.
Nextensa accounted for 7.0 million euros in negative fair value adjustments on its investment property portfolio, primarily attributable to the Knauf shopping centres which were still feeling the impact of the Covid pandemic.
In 2021, the remaining semi-industrial buildings of the Brixton Business Park and a non-strategic supermarket in Diekirch (Luxembourg) were sold. This resulted in a capital gain of 4.4 million euros.
Nextensa's strategy is aimed at aligning the portfolio to the new investment criteria. In this connection, sales agreements with conditions precedent were also signed for three other buildings, more particularly The Crescent (Anderlecht, Belgium), Monnet 4 (Kirchberg, Luxembourg) and Titanium (Cloche d'Or, Luxembourg). These buildings were reclassified to the item 'Assets held for sale'. Two buildings (The Crescent and Monnet) have meanwhile been sold in February 2022. Furthermore, Anima owns a number of smaller properties held for sale.
Nextensa uses the following methods to define the fair value according to IFRS 13:
• Net present value of estimated rental income
The fair value is the result of the yield applied on the estimated rental value (capitalisation method or market approach) corrected by the net present value of the difference between the current rent and the estimated rental value at the valuation date, and this, for the period till the next break possibility of the current rental contracts.
The DCF method consists in defining the present value of the future cash flows. The future rental income is estimated on the basis of the existing contractual rents and the real estate market outlook for each building in the following periods. Moreover, the future maintenance costs are also estimated and taken into account. The actualisation rate applied takes into account the risk premium for the object defined by the market. The obtained value is also compared to the market on the basis of the definition of the residual land value.
Asset class
Retail Grand Duchy of Lux-
Offices Grand Duchy of Lux-
Fair value 2021 (€ 1,000)
embourg & Belgium 370,170 348,800 Actualization of
embourg 283,280 280,120 Actualization of
Offices Belgium 436,610 259,230 Actualization of
Total 1,407,919 1,141,190
Nextensa's investment portfolio was valued at 1.4 billion euros on December 31, 2021. To Leasinvest's original portfolio of approximately 1.1 billion euros were added the historic buildings on the Tour & Taxis site from the former Extensa portfolio. Those properties include Gare Maritime, Maison de la Poste, the Sheds, Hôtel des Douanes and the (underground) car parks on the site. As a result of this addi-
Participations accounted for using the equity method
Note 11: Participations accounted for using the equity method
Fair value 2020 (€ 1,000)
Retail Austria 185,369 181,050 DCF (discounted a) Average weighted estimated
Valuation
rental income b) Average weighted estimated
terminal value after 10y
rental income b) Average weighted estimated
rental income b) Average weighted estimated
Other 132,490 71,990 DCF (discounted a) Estimated rental value spread a) [2.24 €/m² - 7.30 € /m²] a) [4.76 €/m² - 8.14 € /m²] cash flow or net b) Average weighted estimated
estimated
estimated
technique Important input data 31/12/2021 Min-Max
(weighted average)
a) Estimated rental value spread a) [0.34 €/m² - 17.61 € /m²] a) [9.34 €/m² - 18.04 € /m²]
rental value b) [11.26 € /m²] b) [12.53 € /m²] c) Capitalization rate spread c) [1.77% - 7.58%] c) [5.29% - 7.84%] d) Weighted average cap. rate d) [6.61%] d) [6.70%] e) Remaining duration e) 2.72 years e) 3.65 years f) Number m² f) 170 731 m² f) 153 245 m²
rental value a) [12.32 €/m²] a) [11.84 €/m²]
d) Remaining duration d) 4.49 years d) 5.07 years e) Number m² e) 69 533 m² e) 69 533 m²
rental value b) [22.99 €/m²] b) [25.60 €/m²] c) Capitalization rate spread c) [3.75% - 6.10%] c) [3.75% - 6.25%] d) Weighted average cap. rate d) [4.91%] d) [5.36%] e) Remaining duration e) 2.40 years e) 2.96 years f) Number m² f) 45 433 m² f) 41 306 m²
rental value b) [12.37 €/m²] b) [13.02 €/m²] c) Capitalization rate spread c) [3.60% - 8.75%] c) [3.75% - 8.75%] d) Weighted average cap. rate d) [4.56%] d) [5.46%] e) Remaining duration e) 6.76 years e) 5.58 years f) Number m² f) 132 455 m² f) 87 590 m²
rental value b) [2.24 € /m²] b) [6.46 € /m²]
f) Number m² f) 47 057 m² f) 32 748 m²
tion, the share of Belgium in the portfolio increased to 42%. Nevertheless, Luxembourg remains the biggest market with 45%, while Austria represents 13%. According to type of properties, the portfolio comprises 51% offices and 39% retail. The remaining 10% represents 'Other' real estate, such as car parks and real estate
present value of c) Average discount rate c) 5.02% c) 5.61% cash-flows at d) Economic life d) 30 years d) 30 years discount rate) e) Remaining duration e) 2.35 years e) 2.35 years
for events.
(€ 1,000) 2021 2020
Marine Engineering & Contracting 267,220 221,680 Private Banking 805,182 740,957 Real Estate & Senior Care 44,287 31,447 Energy & Resources 288,169 242,598 AvH & Growth Capital 242,338 219,388 Total 1,647,196 1,456,070
a) Estimated rental value spread a) [10.09 €/m² - 27.98 €/m²] a) [8.33 €/m² - 27.52 €/m²]
estimated a) Estimated rental value spread a) [16.52 €/m² - 40.28 € /m²] a) [12.49 €/m² - 49.81 € /m²]
cash flow) b) Capitalization rate spread b) [5.20% - 5.80%] b) [4.97% - 5.90%] c) Capitalization rate calculation c) [5.46%] c) [5.44%]
31/12/2020 Min-Max (weighted average)
Buildings to renovate or in the course of renovation, or planned projects are valued based on the value after renovation, under deduction of the amount for the remainder of the work to be carried out, including costs, interests, vacancy and risk premium.
Assets and liabilities valued at fair value after their initial booking can be presented in three levels (1-3):
The investment properties of Nextensa fall under level 3. The valuations at the end of 2021 were carried out by external parties: Cushman & Wakefield, Stadim (Belux) and Oerag (Austria). The table below provides an overview of the valuation techniques applied per asset class.
| Asset class | Fair value 2021 (€ 1,000) |
Fair value 2020 (€ 1,000) |
Valuation technique |
Important input data | 31/12/2021 Min-Max (weighted average) |
31/12/2020 Min-Max (weighted average) |
|---|---|---|---|---|---|---|
| Retail Grand Duchy of Lux embourg & Belgium |
370,170 | 348,800 | Actualization of estimated rental income |
a) Estimated rental value spread b) Average weighted estimated rental value c) Capitalization rate spread d) Weighted average cap. rate e) Remaining duration f) Number m² |
a) [0.34 €/m² - 17.61 € /m²] b) [11.26 € /m²] c) [1.77% - 7.58%] d) [6.61%] e) 2.72 years f) 170 731 m² |
a) [9.34 €/m² - 18.04 € /m²] b) [12.53 € /m²] c) [5.29% - 7.84%] d) [6.70%] e) 3.65 years f) 153 245 m² |
| Retail Austria | 185,369 | 181,050 | DCF (discounted cash flow) |
a) Average weighted estimated rental value b) Capitalization rate spread c) Capitalization rate calculation terminal value after 10y d) Remaining duration e) Number m² |
a) [12.32 €/m²] b) [5.20% - 5.80%] c) [5.46%] d) 4.49 years e) 69 533 m² |
a) [11.84 €/m²] b) [4.97% - 5.90%] c) [5.44%] d) 5.07 years e) 69 533 m² |
| Offices Grand Duchy of Lux embourg |
283,280 | 280,120 | Actualization of estimated rental income |
a) Estimated rental value spread b) Average weighted estimated rental value c) Capitalization rate spread d) Weighted average cap. rate e) Remaining duration f) Number m² |
a) [16.52 €/m² - 40.28 € /m²] b) [22.99 €/m²] c) [3.75% - 6.10%] d) [4.91%] e) 2.40 years f) 45 433 m² |
a) [12.49 €/m² - 49.81 € /m²] b) [25.60 €/m²] c) [3.75% - 6.25%] d) [5.36%] e) 2.96 years f) 41 306 m² |
| Offices Belgium | 436,610 | 259,230 | Actualization of estimated rental income |
a) Estimated rental value spread b) Average weighted estimated rental value c) Capitalization rate spread d) Weighted average cap. rate e) Remaining duration f) Number m² |
a) [10.09 €/m² - 27.98 €/m²] b) [12.37 €/m²] c) [3.60% - 8.75%] d) [4.56%] e) 6.76 years f) 132 455 m² |
a) [8.33 €/m² - 27.52 €/m²] b) [13.02 €/m²] c) [3.75% - 8.75%] d) [5.46%] e) 5.58 years f) 87 590 m² |
| Other | 132,490 | 71,990 | DCF (discounted cash flow or net present value of cash-flows at discount rate) |
a) Estimated rental value spread b) Average weighted estimated rental value c) Average discount rate d) Economic life e) Remaining duration f) Number m² |
a) [2.24 €/m² - 7.30 € /m²] b) [2.24 € /m²] c) 5.02% d) 30 years e) 2.35 years f) 47 057 m² |
a) [4.76 €/m² - 8.14 € /m²] b) [6.46 € /m²] c) 5.61% d) 30 years e) 2.35 years f) 32 748 m² |
| Total | 1,407,919 | 1,141,190 |
Nextensa's investment portfolio was valued at 1.4 billion euros on December 31, 2021. To Leasinvest's original portfolio of approximately 1.1 billion euros were added the historic buildings on the Tour & Taxis site from the former Extensa portfolio. Those properties include Gare Maritime, Maison de la Poste, the Sheds, Hôtel des Douanes and the (underground) car parks on the site. As a result of this addition, the share of Belgium in the portfolio increased to 42%. Nevertheless, Luxembourg remains the biggest market with 45%, while Austria represents 13%. According to type of properties, the portfolio comprises 51% offices and 39% retail. The remaining 10% represents 'Other' real estate, such as car parks and real estate for events.
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Participations accounted for using the equity method | ||
| Marine Engineering & Contracting | 267,220 | 221,680 |
| Private Banking | 805,182 | 740,957 |
| Real Estate & Senior Care | 44,287 | 31,447 |
| Energy & Resources | 288,169 | 242,598 |
| AvH & Growth Capital | 242,338 | 219,388 |
| Total | 1,647,196 | 1,456,070 |
| (€ 1,000) | Equity value | Goodwill allocated |
Total 2021 | Total 2020 | |
|---|---|---|---|---|---|
| Movements in participations accounted for using the equity method | |||||
| Participations accounted for using the equity method: opening balance | 1,347,679 | 108,390 | 1,456,070 | 1,202,477 | |
| Additions | 20,897 | 4,832 | 25,729 | 147,924 | |
| Additions through business combinations | 0 | 0 | 0 | 0 | |
| Disposals (-) | -4,051 | 0 | -4,051 | -4,953 | |
| Disposals through business disposals (-) | 139 | 0 | 139 | 0 | |
| Share of profit (loss) from equity accounted investments | 255,191 | 0 | 255,191 | 179,253 | |
| Impairments through profit and loss | 0 | 0 | 0 | 0 | |
| Foreign currency exchange increase (decrease) | 35,118 | 0 | 35,118 | -43,066 | |
| Impact of dividends distributed by the participations (-) | -111,962 | -536 | -112,497 | -38,040 | |
| Transfers (to) from other items | -26,135 | -9,370 | -35,505 | 21,585 | |
| Other increase (decrease) | 27,182 | -179 | 27,003 | -9,111 | |
| Participations accounted for using the equity method: ending balance | 1,544,058 | 103,138 | 1,647,196 | 1,456,070 |
The participations accounted for using the equity method comprise the interests in jointly controlled participations or in participations in which no controlling interest is held. This is the case amongst others with Delen Private Bank, the offshore wind farms Rentel, SeaMade and C-Power, SIPEF, Sagar Cements, as well as most of the participations in the "Growth Capital" segment of AvH's portfolio. The increase in the 'Participations accounted for using the equity method' by 191.1 million euros is explained by AvH's 255.2 million euros share in the profits of those participations, less the dividends that those participations pay to AvH. Furthermore, in 2021 AvH Growth Capital acquired a new participation in Van Moer Logistics. In view of the announced sale of the participation in Manuchar, which is expected to be completed during the second quarter of 2022, this participation was already reclassified to 'Assets held for sale' at year-end 2021.
During the past year 2021, the group invested 25.7 million euros:
The disposals essentially relate to the sale by CFE of a number of property developments that were held in partnership with other parties. The disposal through business disposals relates to the sale by Agidens of the Agidens Infra Automation division.
As was already the case in previous years, the share of profit (loss) from equityaccounted investments makes a substantial contribution to AvH's group profit. This item comprises the (net) profit contribution of AvH for its share in a.o. Delen Private Bank, SIPEF, Sagar Cements and most of the Growth Capital participations, as well as the contributions of certain participations held by fully consolidated entities. Delen Private Bank made a record contribution of 132.0 million euros to the group result (+28.5 million euros compared to 2020). The "Growth Capital" participations also evolved successfully in 2021, which is reflected in a substantially higher profit contribution of 48.7 million euros (an increase of 37.3 million euros) thanks to, among others, Mediahuis, Manuchar and Turbo's Hoet Group, which each realised record results in 2021.
In 2021, AvH received 112.5 million euros worth of dividends from participations accounted for using the equity method. The strong increase compared to the figure of the previous financial year (38.0 million euros) is for the most part explained by the instructions from the ECB to the banks in the European Union (and adopted by the NBB) to protect their shareholders' equity by not paying dividends in 2020. Accordingly, Delen Private Bank did not pay any dividend in 2020, as opposed to 78.8 million euros (AvH share) in 2021. In "Marine Engineering & Contracting", DEME and CFE received 10.5 million euros and 7.9 million euros worth of dividends respectively from equity-accounted participations. AvH received a total of 10.0 million euros in dividends in 2021 from several participations in "Growth Capital" and "Energy & Resources".
CDWE Taiwan, Deeprock and GEM/EMW, as well as the real estate and PPP projects set up by CFE together with partners and port-related partnerships at Rent-
Note 12: Financial assets and liabilities
(€ 1,000) Fair value Book value
Financial assets : shares - Fair value through P/L (FVPL) 225,541 182,546 225,541 182,546 Financial assets : bonds - Fair value through OCI (FVOCI) 507,529 474,991 507,529 474,991 Financial assets : shares - Fair value through OCI (FVOCI) 259 173 259 173 Financial assets - at amortised cost 20,005 20,003 20,005 20,003
Financial fixed assets - receivables and warranties 158,687 129,022 158,687 129,022 Other receivables 146,332 148,361 146,332 148,361 Trade debtors 628,710 616,808 628,710 616,808 Cash and cash equivalents 883,730 842,408 883,730 842,408 Banks - receivables from credit institutions & clients 7,504,969 7,057,378 7,136,598 6,622,097 Hedging instruments 5,945 11,678 5,945 11,678
(€ 1,000) Fair value Book value
Bank loans 1,571,234 1,722,838 1,552,702 1,715,379 Bonds 218,017 244,769 246,164 241,934 Surbordinated loans 97,344 66,714 95,152 65,655 Lease debts 235,689 172,129 185,712 172,031 Other financial debts 301,887 364,351 301,887 364,351
Trade payables 1,145,112 1,092,826 1,145,112 1,092,826 Advances received 101,080 60,643 101,080 60,643 Amounts payable regarding remuneration and social security 220,085 207,031 220,085 207,031 Other amounts payable 98,411 93,521 98,411 93,521 Banks - debts to credit institutions, clients & securities 0 6,517,445 7,038,871 6,484,353 Hedging instruments 90,348 106,237 90,348 106,237
(€ 1,000) 2021 2020
Financial assets : shares - Fair value through P/L (FVPL) 173,254 52,287 136,814 45,732
Financial assets : shares - Fair value through OCI (FVOCI) 259 173
Banks - receivables from credit institutions & clients 1,362,479 6,142,490 1,155,432 5,901,946
Financial assets - at amortised cost 20,005 20,003
Hedging instruments 5,945 11,678
Bank loans 1,571,727 1,722,838 Bonds 29,899 219,061 29,794 214,975 Surbordinated loans 97,344 66,714 Lease debts 185,713 172,129 Banks - debts to credit institutions, clients & securities 7,059,336 6,517,445 Hedging instruments 90,348 106,237
Financial assets : bonds - Fair value through OCI (FVOCI) 507,529 474,991
2021 2020 2021 2020
2021 2020 2021 2020
Level 1 Level 2 Level 3 Level 1 Level 2 Level 3
A-Port.
Financial assets
Receivables and cash
Financial liabilities
Financial debts
Other debts
Financial assets
Receivables and cash
Financial liabilities
Financial debts
Financial liabilities valued at amortised cost
The 'Transfer from (to) other items' is primarily explained by the reclassification of the Manuchar participation to 'Assets held for sale' as a result of the announced sale.
The 'Other increase (decrease)' item reflects movements in the equity of the participations, with the positive fair value evolution in 2021 of the cash flow hedges at the participations of DEME and Green Offshore in the Rentel and SeaMade offshore wind farms, having the greatest impact. Other movements in the equity of the participations include a.o. the eliminations of results on sales of treasury shares, the impact of the buy-out of minority interests, and the impact of the measurement of the purchase obligation resting on certain shares.
AvH applies the equity method to the jointly controlled subsidiaries Delen Private Bank (78.75%), SIPEF (35.1%), Verdant Bioscience (42%), Amsteldijk Beheer (50%), Manuchar (30.0%, reclassed to 'Assets held for sale'), Turbo's Hoet Groep (50%) and Telemond (50%). This balance sheet item also comprises the associated interests in Sagar Cements (21.9%), Axe Investments (48.3%), Financière EMG (22.5%), Mediahuis (13.5%), OM Partners (20%) and Van Moer Logistics (21.7%). For a more detailed description of the changes in the scope, see Note 6. Segment information.
Some of the group companies mentioned above are listed on the stock market. If the interests in SIPEF and Sagar Cements were to be valued at the market price at year-end 2021 those companies would represent stock market values of 211.5 million euros and 82.1 million euros respectively. If the stock market value at the end of the year was lower than the consolidated equity method value, other elements were considered in the assessment as to whether an impairment was necessary. This was not the case at the end of 2021.
The full consolidation of CFE, DEME, Rent-A-Port and Green Offshore gives rise to the recognition of their jointly controlled subsidiaries and associated participating interests for a total amount of 267.2 million euros, the main interests being those of DEME in C-Power (6.5%), of DEME/Green Offshore in Rentel (18.9% and 12.5% respectively) and in SeaMade (13.2% and 8.75% respectively), of DEME in
CDWE Taiwan, Deeprock and GEM/EMW, as well as the real estate and PPP projects set up by CFE together with partners and port-related partnerships at Rent-A-Port.
Note 12: Financial assets and liabilities
| (€ 1,000) | Fair value | Book value | |||
|---|---|---|---|---|---|
| 2021 2020 |
2021 | 2020 | |||
| Financial assets | |||||
| Financial assets : shares - Fair value through P/L (FVPL) | 225,541 | 182,546 | 225,541 | 182,546 | |
| Financial assets : bonds - Fair value through OCI (FVOCI) | 507,529 | 474,991 | 507,529 | 474,991 | |
| Financial assets : shares - Fair value through OCI (FVOCI) | 259 | 173 | 259 | 173 | |
| Financial assets - at amortised cost | 20,005 | 20,003 | 20,005 | 20,003 | |
| Receivables and cash | |||||
| Financial fixed assets - receivables and warranties | 158,687 | 129,022 | 158,687 | 129,022 | |
| Other receivables | 146,332 | 148,361 | 146,332 | 148,361 | |
| Trade debtors | 628,710 | 616,808 | 628,710 | 616,808 | |
| Cash and cash equivalents | 883,730 | 842,408 | 883,730 | 842,408 | |
| Banks - receivables from credit institutions & clients | 7,504,969 | 7,057,378 | 7,136,598 | 6,622,097 | |
| Hedging instruments | 5,945 | 11,678 | 5,945 | 11,678 |
| (€ 1,000) | Fair value | Book value | |||
|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | ||
| Financial liabilities | |||||
| Financial liabilities valued at amortised cost | |||||
| Financial debts | |||||
| Bank loans | 1,571,234 | 1,722,838 | 1,552,702 | 1,715,379 | |
| Bonds | 218,017 | 244,769 | 246,164 | 241,934 | |
| Surbordinated loans | 97,344 | 66,714 | 95,152 | 65,655 | |
| Lease debts | 235,689 | 172,129 | 185,712 | 172,031 | |
| Other financial debts | 301,887 | 364,351 | 301,887 | 364,351 | |
| Other debts | |||||
| Trade payables | 1,145,112 | 1,092,826 | 1,145,112 | 1,092,826 | |
| Advances received | 101,080 | 60,643 | 101,080 | 60,643 | |
| Amounts payable regarding remuneration and social security | 220,085 | 207,031 | 220,085 | 207,031 | |
| Other amounts payable | 98,411 | 93,521 | 98,411 | 93,521 | |
| Banks - debts to credit institutions, clients & securities | 0 | 6,517,445 | 7,038,871 | 6,484,353 | |
| Hedging instruments | 90,348 | 106,237 | 90,348 | 106,237 |
| (€ 1,000) | 2021 | 2020 | ||||
|---|---|---|---|---|---|---|
| Level 1 | Level 2 | Level 3 | Level 1 | Level 2 | Level 3 | |
| Financial assets | ||||||
| Financial assets : shares - Fair value through P/L (FVPL) | 173,254 | 52,287 | 136,814 | 45,732 | ||
| Financial assets : bonds - Fair value through OCI (FVOCI) | 507,529 | 474,991 | ||||
| Financial assets : shares - Fair value through OCI (FVOCI) | 259 | 173 | ||||
| Financial assets - at amortised cost | 20,005 | 20,003 | ||||
| Receivables and cash | ||||||
| Banks - receivables from credit institutions & clients | 1,362,479 | 6,142,490 | 1,155,432 | 5,901,946 | ||
| Hedging instruments | 5,945 | 11,678 | ||||
| Financial liabilities | ||||||
| Financial debts | ||||||
| Bank loans | 1,571,727 | 1,722,838 | ||||
| Bonds | 29,899 | 219,061 | 29,794 | 214,975 | ||
| Surbordinated loans | 97,344 | 66,714 | ||||
| Lease debts | 185,713 | 172,129 | ||||
| Banks - debts to credit institutions, clients & securities | 7,059,336 | 6,517,445 | ||||
| Hedging instruments | 90,348 | 106,237 |
The fair values must be classified in three levels according to the valuation hierarchy of IFRS 13, depending on the type of input used for the valuation of financial instruments:
We find the following financial assets and liabilities in level 2:
We find the following financial assets in level 3:
The fair value of the securities in the investment portfolio of the Group is determined on the basis of the listing on the public market (level 1). The same applies to the bond issued by BPI. The bonds issued by Nextensa and Rent-A-Port are reported under level 2.
The above table gives no fair value information for financial assets and liabilities that are not measured at fair value, such as receivables and warranties, other receivables and payables, trade receivables and trade payables, advance payments, amounts payable regarding remuneration and social security, and cash and cash equivalents, since their carrying amount is a reasonable approximation of their fair value.
(€ 1,000) Segment 1 Segment 2 Segment 3 Segment 4 Segment 5
(€ 1,000) Segment 1 Segment 2 Segment 3 Segment 4 Segment 5
Marine Engineering &Contracting
Accumulated impairments
Accumulated impairments
Marine Engineering & Contracting
sheet item 'Construction contracts' (Note 14).
• Financial fixed assets: receivables and warranties: loans granted to participating interests include a.o. financing granted by DEME and Green Offshore to their respective participating interests active in the development/operation of the Rentel and SeaMade wind farms, and by CFE to real estate project companies. • Trade receivables in this segment account for 91% of total trade receivables. Overdue receivables in contracting mainly relate to settlements and additional charges, but which still have to be included in the budgets or are to be covered by an overall agreement. CFE and DEME have a number of negotiations and/or procedures pending. Expected losses on construction contracts are adequately provided for through impairments on construction contracts, recorded in the balance
CFE values its financial fixed assets in conformity with the expected credit loss model. As such, the discounted effect of estimated losses, in case a debtor would default on its obligations, is reflected in its book value. The sale of the participation in CFE Chad resulted in the derecognition of the fully impaired receivables.
Marine Engineering &Contracting
Private Banking
Financial fixed assets - receivables and warranties 102,049 1,631 10,577 0 34,648 -19,883 129,022 Other receivables 64,919 4,199 49,987 31 32,376 -3,150 148,361 Trade debtors 566,962 44 24,589 0 26,369 -1,156 616,808 Total (net - accumulated impairments included) 733,930 5,874 85,153 31 93,392 -24,189 894,190 % 82% 1% 10% 0% 10% -3% 100% not expired 580,124 5,874 77,478 31 88,690 -24,189 728,008 expired < 30 d 20,721 0 5,084 0 2,846 0 28,651 expired < 60 d 43,122 0 346 0 1,538 0 45,006 expired < 120 d 17,982 0 525 0 113 0 18,620 expired > 120 d 71,981 0 1,719 0 205 0 73,905 Total (net - accumulated impairments included) 733,930 5,874 85,153 31 93,392 -24,189 894,190 % 82% 1% 10% 0% 10% -3% 100%
Financial fixed assets - receivables and warranties (impairments) -7,479 0 0 0 0 0 -7,479 Other receivables (impairments) 0 0 -41 0 -8,711 0 -8,752 Trade debtors (impairments) -67,046 0 -1,053 0 -110 0 -68,209
Financial fixed assets - receivables and warranties 134,544 2,050 13,255 0 27,813 -18,976 158,687 Other receivables 85,009 3,716 51,312 76 6,970 -750 146,332 Trade debtors 570,349 56 39,665 0 19,810 -1,169 628,710 Total (net - accumulated impairments included) 789,902 5,822 104,232 76 54,592 -20,895 933,729 % 85% 1% 11% 0% 6% -2% 100% not expired 662,973 5,822 100,964 76 51,712 -20,895 800,652 expired < 30 d 29,707 0 657 0 2,121 0 32,484 expired < 60 d 19,093 0 1,838 0 248 0 21,179 expired < 120 d 17,968 0 674 0 304 0 18,945 expired > 120 d 60,162 0 100 0 207 0 60,469 Total (net - accumulated impairments included) 789,902 5,822 104,232 76 54,592 -20,895 933,729 % 85% 1% 11% 0% 6% -2% 100%
Financial fixed assets - receivables and warranties (impairments) -4,724 0 0 0 -10,985 0 -15,709 Other receivables (impairments) -117 0 -43 0 -1,981 0 -2,140 Trade debtors (impairments) -41,042 0 -1,905 0 -94 0 -43,041
Private Banking Real Estate & Senior Care
those industrial zones:
Private Banking
credit risk is fairly limited here.
Real Estate & Senior Care
estate project companies.
Real Estate & Senior Care
Energy & Resources
-74,525 0 -1,094 0 -8,821 0 -84,439
Energy & Resources
-45,883 0 -1,948 0 -13,059 0 -60,890
the risks and rewards of the land use rights are transferred.
The turnover of Rent-A-Port, primarily active in Vietnam, derives from (i) the sale of acquired rights over developed sites (industrial zones), (ii) the provision of utilities (electricity and water) and (iii) of maintenance and management services in
• The compensation for the sale of acquired rights over developed sites, usually varying from 40 to 50 years, is largely paid in advance (80% to 100%) by the customers of the Rent-A-Port group. Once the land is delivered to the customer,
• The charges for the provision of utilities, maintenance and management services are invoiced on a monthly basis, and given the wide spread of customers, the
We refer to Note 13 for more details regarding the credit risk of Bank Van Breda.
• The other receivables relate to the advances that Nextensa grants to its real
• Referring to the above description of the credit risk management, under normal circumstances the impairments on trade receivables are limited at Nextensa. Rent reductions that are granted exceptionally in times of economic crisis, such
AvH & Growth Capital
Eliminations between segments
Total 2021
AvH & Growth Capital
Eliminations between segments
Total 2020
Both CFE and DEME have set up procedures to limit the risk of their trade receivables. To limit the credit risk, both participations constantly monitor their outstanding trade receivables and adjust their positions if necessary. For the purposes of major foreign contracts, for instance, DEME regularly uses the services of the Credendo Group insofar as the country concerned qualifies for this service and the risk can be covered by credit insurance. A large part of the consolidated turnover is realized through public or semi-public sector customers. The level of counterparty risk is limited by the large number of customers. For large-scale infrastructure contracts, DEME is dependent on the ability of customers to obtain financing and can, if necessary, help to organize project financing. Although the credit risk cannot be ruled out altogether, it is still limited. Moreover, as a worldwide player, DEME is exposed to political risks and negative developments that may manifest themselves at the macroeconomic level.
The credit risk of Rent-A-Port, primarily active in Vietnam, is limited by advances received on the sale of acquired rights over developed sites (industrial zones) and by the monthly invoicing and the wide spread of customers when providing utilities, maintenance and management services in those industrial zones.
For the credit risk regarding the loan portfolio of Bank Van Breda we refer to the credit risk policy as described in note 13.
Nextensa aims at a good spread both in terms of the number of tenants and the sectors in which these tenants are active in order to limit the risk of bad debts and bankruptcies by tenants. Furthermore, the solvency of the tenants is screened on a regular basis by an external rating agency, and long-term lease agreements are sought to ensure a recurrent rental income flow and increase the duration of the lease agreements. In the real estate development activity an extensive analysis of the related technical, legal and financial risks is made, prior to the signing of a new project.
Anima has a limited credit risk. Most residents pay by direct debit. Rents are billed in advance and debtors are closely monitored. Government grants are an important source of income.
Agidens manages its debtor risk in accordance with the relevant policy, procedures and checks that have been set out by the group. Outstanding receivables are periodically monitored, and large-scale projects are generally covered by bank or other similar guarantees. The same applies to Biolectric.
In the AvH & Growth Capital segment the group invests for the long term in a limited number of companies with international growth potential. The diversified character of these investments contributes to a balanced spread of the economic and financial risks. Furthermore, AvH usually finances these investments with shareholders' equity.
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | ||
|---|---|---|---|---|---|---|---|
| Marine Engineering &Contracting |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
AvH & Growth Capital |
Eliminations between segments |
Total 2020 | |
| Financial fixed assets - receivables and warranties | 102,049 | 1,631 | 10,577 | 0 | 34,648 | -19,883 | 129,022 |
| Other receivables | 64,919 | 4,199 | 49,987 | 31 | 32,376 | -3,150 | 148,361 |
| Trade debtors | 566,962 | 44 | 24,589 | 0 | 26,369 | -1,156 | 616,808 |
| Total (net - accumulated impairments included) | 733,930 | 5,874 | 85,153 | 31 | 93,392 | -24,189 | 894,190 |
| % | 82% | 1% | 10% | 0% | 10% | -3% | 100% |
| not expired | 580,124 | 5,874 | 77,478 | 31 | 88,690 | -24,189 | 728,008 |
| expired < 30 d expired < 60 d |
20,721 43,122 |
0 0 |
5,084 346 |
0 0 |
2,846 1,538 |
0 0 |
28,651 45,006 |
| expired < 120 d expired > 120 d |
17,982 71,981 |
0 0 |
525 1,719 |
0 0 |
113 205 |
0 0 |
18,620 73,905 |
| Total (net - accumulated impairments included) | 733,930 | 5,874 | 85,153 | 31 | 93,392 | -24,189 | 894,190 |
| % | 82% | 1% | 10% | 0% | 10% | -3% | 100% |
| Accumulated impairments | |||||||
| Financial fixed assets - receivables and warranties (impairments) | -7,479 | 0 | 0 | 0 | 0 | 0 | -7,479 |
| Other receivables (impairments) | 0 | 0 | -41 | 0 | -8,711 | 0 | -8,752 |
| Trade debtors (impairments) | -67,046 | 0 | -1,053 | 0 | -110 | 0 | -68,209 |
| -74,525 | 0 | -1,094 | 0 | -8,821 | 0 | -84,439 |
| (€ 1,000) | Segment 1 | Segment 2 | Segment 3 | Segment 4 | Segment 5 | ||
|---|---|---|---|---|---|---|---|
| Marine Engineering &Contracting |
Private Banking |
Real Estate & Senior Care |
Energy & Resources |
AvH & Growth Capital |
Eliminations between segments |
Total 2021 | |
| Financial fixed assets - receivables and warranties | 134,544 | 2,050 | 13,255 | 0 | 27,813 | -18,976 | 158,687 |
| Other receivables | 85,009 | 3,716 | 51,312 | 76 | 6,970 | -750 | 146,332 |
| Trade debtors | 570,349 | 56 | 39,665 | 0 | 19,810 | -1,169 | 628,710 |
| Total (net - accumulated impairments included) | 789,902 | 5,822 | 104,232 | 76 | 54,592 | -20,895 | 933,729 |
| % | 85% | 1% | 11% | 0% | 6% | -2% | 100% |
| not expired expired < 30 d expired < 60 d expired < 120 d expired > 120 d Total (net - accumulated impairments included) |
662,973 29,707 19,093 17,968 60,162 789,902 |
5,822 0 0 0 0 5,822 |
100,964 657 1,838 674 100 104,232 |
76 0 0 0 0 76 |
51,712 2,121 248 304 207 54,592 |
-20,895 0 0 0 0 -20,895 |
800,652 32,484 21,179 18,945 60,469 933,729 |
| % | 85% | 1% | 11% | 0% | 6% | -2% | 100% |
| Accumulated impairments | |||||||
| Financial fixed assets - receivables and warranties (impairments) | -4,724 | 0 | 0 | 0 | -10,985 | 0 | -15,709 |
| Other receivables (impairments) | -117 | 0 | -43 | 0 | -1,981 | 0 | -2,140 |
| Trade debtors (impairments) | -41,042 | 0 | -1,905 | 0 | -94 | 0 | -43,041 |
| -45,883 | 0 | -1,948 | 0 | -13,059 | 0 | -60,890 |
Overdue receivables in contracting mainly relate to settlements and additional charges, but which still have to be included in the budgets or are to be covered by an overall agreement. CFE and DEME have a number of negotiations and/or procedures pending. Expected losses on construction contracts are adequately provided for through impairments on construction contracts, recorded in the balance sheet item 'Construction contracts' (Note 14).
CFE values its financial fixed assets in conformity with the expected credit loss model. As such, the discounted effect of estimated losses, in case a debtor would default on its obligations, is reflected in its book value. The sale of the participation in CFE Chad resulted in the derecognition of the fully impaired receivables.
The turnover of Rent-A-Port, primarily active in Vietnam, derives from (i) the sale of acquired rights over developed sites (industrial zones), (ii) the provision of utilities (electricity and water) and (iii) of maintenance and management services in those industrial zones:
We refer to Note 13 for more details regarding the credit risk of Bank Van Breda.
as the COVID-19 pandemic and the related lockdown, are accounted for as a reduction of income in accordance with IFRS 9 ("impairment loss"). In 2021, Nextensa was still confronted with temporary shop closures and mandatory telework due to the corona pandemic. Where in 2020 the pandemic was still responsible for a loss of rental income of approximately 4 million euros, the impact in 2021 remained limited to around 1 million euros.
• Most residents pay by direct debit at Anima, which justifies not setting up a simplified expected credit loss model.
Given the international character of its business operations and the execution of contracts in foreign currency, DEME is exposed to currency risks. DEME's transactional foreign currency risk arises from commercial flows denominated in currencies other than the euro. However, 62% of DEME's revenues (2020: 67%) related to transactions expressed in euros and, as such, represented the largest portion of DEME's revenues realised. Turnover in foreign currency related to a.o.: US dollar, British pound, Danish krone, Russian ruble, Polish zloty, Singapore dollar, Uruguayan peso and Indian rupee. DEME's expenses are also predominantly in euro, except for contracts that are carried out in non-euro countries. The residual foreign currency risk is assessed on a case-by-case basis and, if necessary, DEME uses forward-exchange contracts to hedge its residual foreign currency risk on projected net commercial flows denominated in currencies other than the euro.
In the case of CFE, most operations take place within the eurozone; nevertheless, exposure to foreign currency fluctuations is limited as much as possible.
Rent-A-Port primarily operates in Southeast Asia and is essentially exposed to an exchange rate risk relating to the US dollar and the Vietnamese dong. Since the subsidiaries of Rent-A-Port mainly effect purchases and sales in local currencies, the group's exposure to exchange rate fluctuations in commercial transactions is limited in a natural way. The translation of the functional currency (USD) into euros upon consolidation embodies an exchange rate risk.
Nextensa operates in Belgium, Luxembourg and Austria, and is therefore not subject to exchange risks.
The exchange rate risk of Bank Van Breda is limited, as the bank only operates in Belgium and the nature of its clients is such that it does not hold any significant own currency position.
| 1 euro = x foreign currency | Closing rate | Average rate | Closing rate | Average rate | |
|---|---|---|---|---|---|
| Australian Dollar | 1.57 | 1.58 | Russian Ruble | 84.75 | 86.96 |
| British Pound | 0.84 | 0.86 | Singapore Dollar | 1.53 | 1.59 |
| Egyptian Pound | 17.79 | 18.52 | Taiwan Dollar | 31.55 | 32.89 |
| Indian Rupee | 84.75 | 86.96 | Tunesian Dinar | 3.26 | 3.28 |
| Nigerian Naira | 476.19 | 476.19 | US Dollar | 1.14 | 1.18 |
| Polish Zloty | 4.58 | 4.56 | Vietnamese Dong | 25,872 | 27,144 |
Agidens, with its worldwide operations, has a (limited) exchange rate exposure to the US dollar and Swiss franc, and hedges its currency risk by using the same currency as much as possible for the income and expenses in question (natural hedging). If necessary, a currency swap is concluded with approved and reputable counterparties. Biolectric has a limited GBP exposure through its branch in the United Kingdom.
Financial assets : at fair value through OCI or through
Financial assets - carrying amount (including accumulated fair value adjustments
P/L - financial year 2020
Financial assets - adjustment to fair value
Increase (decrease) through changes in fair value (FVOCI)
Impairment losses recognized in the income statement (-)
Financial assets - adjustment to fair value (FVOCI)
Financial assets - accrued interest
P/L - financial year 2021
Financial assets - adjustment to fair value
Increase (decrease) through changes in fair value (FVOCI)
Impairment losses recognized in the income statement (-)
Financial assets - adjustment to fair value (FVOCI)
Financial assets - accrued interest
Financial assets - accrued interest
Actuarial return
Financial assets - accrued interest
Actuarial return
(€ 1,000) Financial fixed
Financial assets: opening balance at fair value 154,418
through P/L - FVPL) 154,418
Additions 15,720
Additions through business combinations 14
Disposals (-) -3,330
Disposals through business disposals (-) 0
Increase (decrease) through changes in fair value (FVPL) -35,272
Foreign currency exchange increase (decrease) -159
Transfer from (to) other items 0
Other increase (decrease) 0
Financial assets: ending balance at fair value 131,391
through P/L - FVPL) 131,391
(€ 1,000) Financial fixed
Financial assets: opening balance at fair value 131,391
through P/L - FVPL) 131,391
Additions 24,453
Additions through business combinations 0
Disposals (-) -14,971
Disposals through business disposals (-) 0
Increase (decrease) through changes in fair value (FVPL) 36,338
Foreign currency exchange increase (decrease) 140
Transfer from (to) other items 0
Other increase (decrease) 0
Financial assets: ending balance at fair value 177,351
through P/L - FVPL) 177,351
Financial assets - carrying amount (including accumulated fair value adjustments
Financial fixed assets: AvH has over the past few years invested in a number of young and promising companies, either directly or through specialist investment funds: Biotalys (11.9%), Bio Cap Invest (40%), HealthQuad Fund I (36.3%), HealthQuad Fund II (10%), Indigo Diabetes (9.1%), Medikabazaar (8.7%), MRM Health (16.2%), OncoDNA (9.8%) and Venturi Partners Fund I (20.0%).
These participations are measured at 'Fair value through Profit & Loss' in accordance with IFRS 9 Financial Instruments. The participating interest of AvH in Biotalys
Financial assets - carrying amount (including accumulated fair value adjustments
Financial assets : at fair value through OCI or through
Financial assets - carrying amount (including accumulated fair value adjustments
assets - FVPL
assets - FVPL
Investments -
Investments -
Investments - at
5,857
962
5,390
0
11,246
893
Investments - at
11,246
893
-8,347
0
2,895
753
amortised cost
amortised cost
0
0
0
0
70
0
0
0
20,003
20,003
20,003
20,003
107,601
-107,500
0
0
4,739
1
0
0
20,005
20,005
-100
-75
112,578
-92,500
Investments-Total
476,513
469,694
243,539
0
-1,260
-176,759
0
-1,103
0
-69
546,322
534,183
Investments-Total
546,322
534,183
196,635
0
-1,208
-163,523
0
1,505
0
-140
575,982
572,334
FVPL
55,717
55,717
162
-4,795
0
0
70
0
0
0
51,155
51,155
51,155
51,155
66
0
0
-1
0
0
48,190
48,190
is valued at share price as of its IPO in 2021, resulting in an upward value adjustment of 13.0 million euros. The application of a "fair value" approach to the other financial fixed assets from that portfolio led to an additional positive result of 11.5 million euros, thanks among other things to the positive value development of Medikabazaar, where a new capital round took place in 2021 at a markedly higher valuation, and the positive value development of AvH's limited investment portfo-
-7,770
4,739
Investments -
FVPL
FVOCI
420,796
413,977
130,799
-1,185
-79,464
5,390
-1,103
5,857
962
0
0
0
0
-69
475,164
463,025
11,246
475,164
463,025
11,246
88,967
-1,108
-48,253
-8,347
1,505
-140
507,788
504,139
lio.
2,895
753
893
0
0
0
0
Investments -
FVOCI
893
The strategy of AvH to look towards emerging markets resulted in investments in Indian rupees (Sagar Cements, the Healthquad I and II Funds and Medikabazaar) and in Singapore Dollar (the Venturi Partners Fund I). This risk is not hedged as it concerns long term investments.
The remaining fully consolidated participations are not subject to significant exchange rate risks since they mainly operate in the eurozone.
Various non-fully consolidated participations such as Delen Private Bank, SIPEF and Verdant Bioscience, as well as Manuchar, Telemond Group, Turbo's Hoet Groep and others, operate to a significant extent outside the eurozone. This may give rise to greater risks as a result of geopolitical developments or events. The exchange rate risk in each of these cases is followed up and controlled at the level of the participation itself.
The exchange rate risk at Delen Private Bank is limited to the foreign currency subsidiaries (JM Finn and to a lesser extent Delen Suisse). The net exposure to the British Pound is currently limited as the impact of any exchange rate fluctuation on the JM Finn equity is neutralized by an opposite impact on the liquidity obligation on the remaining 7% minority stake in JM Finn. At SIPEF the majority of the costs are incurred abroad (in Indonesia and Papua New Guinea), whereas sales are realised in USD. This is a structural risk that is not hedged by the company and is therefore considered as a general business risk. Transactional risks are generally limited by short payment terms, and translation differences are limited by making the functional currency and reporting currency the same as much as possible. Manuchar is exposed to exchange rate risk between the USD and local currencies of the countries in which the distribution activities take place. To hedge these risks, the positions are monitored and, if necessary, macro hedges are set up. At Telemond Group, production takes place in Poland while the sales are realised in the eurozone. The exchange rate risk that is run by this is not hedged and is considered as a general business risk. Turbo's Hoet Groep, finally has developed a significant level of activity in Eastern Europe, more specifically in Bulgaria, Romania, Russia and Belarus. Turbo's Hoet Groep realizes its turnover in those markets on the basis of local currency. Although Turbo's Hoet Groep tries to pass on the impact of any depreciations in those local currencies to the final customer, market conditions do not always allow it.
Some of the main exchange rates that have been used to convert the balance sheets and results of the foreign entities into euro:
| 1 euro = x foreign currency | Closing rate | Average rate | Closing rate | Average rate | |
|---|---|---|---|---|---|
| Australian Dollar | 1.57 | 1.58 | Russian Ruble | 84.75 | 86.96 |
| British Pound | 0.84 | 0.86 | Singapore Dollar | 1.53 | 1.59 |
| Egyptian Pound | 17.79 | 18.52 | Taiwan Dollar | 31.55 | 32.89 |
| Indian Rupee | 84.75 | 86.96 | Tunesian Dinar | 3.26 | 3.28 |
| Nigerian Naira | 476.19 | 476.19 | US Dollar | 1.14 | 1.18 |
| Polish Zloty | 4.58 | 4.56 | Vietnamese Dong | 25,872 | 27,144 |
| (€ 1,000) | Financial fixed assets - FVPL |
Investments - FVOCI |
Investments - FVPL |
Investments - at amortised cost |
Investments Total |
|---|---|---|---|---|---|
| Financial assets : at fair value through OCI or through P/L - financial year 2020 |
|||||
| Financial assets: opening balance at fair value | 154,418 | 420,796 | 55,717 | 0 | 476,513 |
| Financial assets - carrying amount (including accumulated fair value adjustments through P/L - FVPL) |
154,418 | 413,977 | 55,717 | 0 | 469,694 |
| Financial assets - adjustment to fair value | 5,857 | 5,857 | |||
| Financial assets - accrued interest | 962 | 962 | |||
| Additions | 15,720 | 130,799 | 162 | 112,578 | 243,539 |
| Additions through business combinations | 14 | 0 | 0 | 0 | 0 |
| Actuarial return | -1,185 | -75 | -1,260 | ||
| Disposals (-) | -3,330 | -79,464 | -4,795 | -92,500 | -176,759 |
| Disposals through business disposals (-) | 0 | 0 | 0 | 0 | 0 |
| Increase (decrease) through changes in fair value (FVPL) | -35,272 | 70 | 70 | ||
| Increase (decrease) through changes in fair value (FVOCI) | 5,390 | 5,390 | |||
| Impairment losses recognized in the income statement (-) | 0 | 0 | |||
| Foreign currency exchange increase (decrease) | -159 | -1,103 | 0 | 0 | -1,103 |
| Transfer from (to) other items | 0 | 0 | 0 | 0 | 0 |
| Other increase (decrease) | 0 | -69 | 0 | 0 | -69 |
| Financial assets: ending balance at fair value | 131,391 | 475,164 | 51,155 | 20,003 | 546,322 |
| Financial assets - carrying amount (including accumulated fair value adjustments through P/L - FVPL) |
131,391 | 463,025 | 51,155 | 20,003 | 534,183 |
| Financial assets - adjustment to fair value (FVOCI) | 11,246 | 11,246 | |||
| Financial assets - accrued interest | 893 | 893 |
| (€ 1,000) | Financial fixed | Investments - | Investments - | Investments - at |
Investments |
|---|---|---|---|---|---|
| assets - FVPL | FVOCI | FVPL | amortised cost | Total | |
| Financial assets : at fair value through OCI or through P/L - financial year 2021 |
|||||
| Financial assets: opening balance at fair value | 131,391 | 475,164 | 51,155 | 20,003 | 546,322 |
| Financial assets - carrying amount (including accumulated fair value adjustments through P/L - FVPL) |
131,391 | 463,025 | 51,155 | 20,003 | 534,183 |
| Financial assets - adjustment to fair value | 11,246 | 11,246 | |||
| Financial assets - accrued interest | 893 | 893 | |||
| Additions | 24,453 | 88,967 | 66 | 107,601 | 196,635 |
| Additions through business combinations | 0 | 0 | 0 | 0 | 0 |
| Actuarial return | -1,108 | -100 | -1,208 | ||
| Disposals (-) | -14,971 | -48,253 | -7,770 | -107,500 | -163,523 |
| Disposals through business disposals (-) | 0 | 0 | 0 | 0 | 0 |
| Increase (decrease) through changes in fair value (FVPL) | 36,338 | 4,739 | 4,739 | ||
| Increase (decrease) through changes in fair value (FVOCI) | -8,347 | -8,347 | |||
| Impairment losses recognized in the income statement (-) | 0 | 0 | |||
| Foreign currency exchange increase (decrease) | 140 | 1,505 | -1 | 1 | 1,505 |
| Transfer from (to) other items | 0 | 0 | 0 | 0 | 0 |
| Other increase (decrease) | 0 | -140 | 0 | 0 | -140 |
| Financial assets: ending balance at fair value | 177,351 | 507,788 | 48,190 | 20,005 | 575,982 |
| Financial assets - carrying amount (including accumulated fair value adjustments through P/L - FVPL) |
177,351 | 504,139 | 48,190 | 20,005 | 572,334 |
| Financial assets - adjustment to fair value (FVOCI) | 2,895 | 2,895 | |||
| Financial assets - accrued interest | 753 | 753 |
Financial fixed assets: AvH has over the past few years invested in a number of young and promising companies, either directly or through specialist investment funds: Biotalys (11.9%), Bio Cap Invest (40%), HealthQuad Fund I (36.3%), HealthQuad Fund II (10%), Indigo Diabetes (9.1%), Medikabazaar (8.7%), MRM Health (16.2%), OncoDNA (9.8%) and Venturi Partners Fund I (20.0%).
is valued at share price as of its IPO in 2021, resulting in an upward value adjustment of 13.0 million euros. The application of a "fair value" approach to the other financial fixed assets from that portfolio led to an additional positive result of 11.5 million euros, thanks among other things to the positive value development of Medikabazaar, where a new capital round took place in 2021 at a markedly higher valuation, and the positive value development of AvH's limited investment portfolio.
These participations are measured at 'Fair value through Profit & Loss' in accordance with IFRS 9 Financial Instruments. The participating interest of AvH in Biotalys These are the main components of this item, along with the 10.2% interest that Nextensa holds in its industry peer Retail Estates. The increase in the share price of Retail Estates to 71.4 euros at year-end 2021 (2020: 59.1 euros), resulted in a positive impact of 16.6 million euros (group share: 6.1 million euros).
In 2021, AvH invested in a.o. Medikabazaar (10.1 million euros), Biotalys (4.0 million euros), MRM Health, as well as in the HealthQuad and Venturi funds and divested some minor participations and investments.
The additions and disposals of investments are largely attributable to Bank Van Breda, and relate to transactions realized as part of its Asset & Liability management (ALM).
The full consolidation of Bank Van Breda results in the inclusion of the specific banking receivables and debts in the balance sheet of AvH. These items have been Targeted Longer-Term Refinancing Operations (TLTRO) are granted by the European Central Bank (ECB) to banks in order to give businesses and households easier access to bank financing (with the exception of mortgage loans). By offering this long-term financing on easy terms, the ECB hopes to keep stimulating the
Bank Van Breda had already participated in these TLTRO operations in 2020 for an amount of 300 million euros, and in 2021 participated once more in a TLTRO
The repayment deferment granted by Bank Van Breda in 2020 and 2021 expired at the end of 2021, and repayments have resumed almost entirely. At 31/12/2021, the outstanding gross carrying amount of those loans amounted to 258.9 million euros, of which 0.8 million euros cancelled loans (impaired) and 3.7 million euros loans with status 'doubtful'. Additional loans worth 50.7 million euros were granted with state guarantee, which were repaid almost entirely at yearend 2021. The outstanding gross carrying amount at 31/12/2021 was 3.6 million
The persistent corona crisis and its impact on public health and the economy will likely still have an impact on the credit losses of the banking sector in the next few years. Although so far these losses have been fairly limited for Bank Van Breda due to the high credit rating of its clients and the government measures (temporary unemployment, repayment deferment), these uncertain future prospects have been taken into account in the bank's ECL calculations in line with the IFRS 9 rules to
The valuation rules (Note 1) offer an explanation of the methodology which Bank Van Breda uses under normal circumstances to determine the expected credit losses (stage 1 and stage 2) and the impairments (stage 3) for the whole
The total expected credit losses (stage 1, 2 and 3) recognised for the full year 2021 amounted to -2.2 million euros (a minus sign implies a positive impact on the re-
• On the one hand, in 2021 there was a net reversal of 2.8 million euros for performing loans (stage 1 and 2) (versus 4.5 million euros net additional provisions
• on the other hand, there was an increase of the stage 3 credit losses to the amount of 0.6 million euros in 2021 (compared to 1 million euros in 2020). By far the greatest impact is attributable to COVID-19: in 2020, 6.1 million euros in additional expected credit losses were recognised in respect of the performing loans, whereas in 2021 1.7 million euros worth of provisions in respect of the performing loans were reversed following adjustments to the macroeconomic sce-
The remaining ECL movements are attributable to the normal changes in the credit portfolio (with new loans granted and existing loans repaid), and to the repayments on loans which in view of the potential COVID-19 impact were classed in 2020 as representing a higher risk (staging of the highest risk sectors in 2020).
provision of credit to the real economy.
euros.
credit portfolio.
in 2020);
narios.
Loans and advances to clients - internal rating per category Stage 1 Stage 2 Stage 3 2021
Low risk 2,376,878 0 21,069 23,856 0 2,421,803 Medium risk 2,114,646 0 342,933 77,093 0 2,534,673 High risk 325,611 0 364,838 27,219 0 717,668 Overdue 33,601 0 15,380 649 0 49,629
Submitted to write off 0 0 0 0 53,635 53,635 Total 4,850,736 0 744,219 128,818 53,635 5,777,408
(€ 1,000) Individual Collective Individual Collective
operation, this time for an amount of 100 million euros.
make provisions for expected credit losses.
sult) compared to 5.5 million euros in 2020.
• loans granted to family entrepreneurs and the liberal professions at Bank Van Breda. The many entrepreneurs and practitioners of liberal professions who have become clients in previous years entrust an ever increasing share of their bank-
The strong commercial performance of the bank explains the significant increase
The credit portfolio of Bank Van Breda is very widely spread throughout the local economic fabric of family businesses and liberal professions. The bank applies concentration limits per sector and maximum credit amounts per client. The credit portfolio of the Van Breda Car Finance division consists of car loans and car finance leases, and is very widely spread. Constant fine-tuning of the acceptance criteria and proactive debtor monitoring also give this portfolio a low risk profile.
The credit portfolio is divided into risk categories, each of which is monitored in its own specific way. The board of directors of Bank Van Breda periodically receives a
Debts which become doubtful are transferred to the Litigation department. There are specific criteria for mandatory transfer when specific events arise with clients, borrowers or guarantors. For credit facilities in the highest risk category and for debts that become doubtful, it will be determined whether impairments are re-
In 2021, the corona crisis continued to have an impact on society and on the global economy. The successful rollout of the vaccination campaign in Belgium made it possible to relax most of the corona measures in the first half of the year, allowing
Furthermore, the European Central Bank (ECB) kept its monetary policy highly flexible to support the economic revival as much as possible. Accordingly, the policy interest rates remained unchanged this year, while the various support measures (including the Pandemic Emergency Purchase Programme or PEPP) continued and
The economic recovery, however, was compromised again from the second half of the year by the emergence of certain variants of the virus. Although a new total lockdown could be avoided, most governments worldwide were once more obliged
The main arrangements and decisions of the national and international authorities that had an impact on business operations and the result of Bank Van Breda are
Internal rating per category – loans and advances to clients
report on credit facilities in the highest risk category.
• car financing provided by Van Breda Car Finance, a division of the bank.
grouped in order to keep the balance sheet as transparent as possible.
The loans and advances to clients comprise the following:
ing business to the bank;
of loans and advances to clients.
Credit risk
quired.
COVID-19
the economy to start a full recovery.
were made more flexible where necessary.
to take new measures.
explained below.
Performing
Non-performing
| The investments consist of (€ 1,000): | Number of shares |
Fair value |
|---|---|---|
| Investment portfolio Bank Van Breda | 527,792 | |
| Funds managed by Delen Private Bank | 34,612 | |
| Ageas | 278,284 | 12,676 |
| Other | 902 | |
| 575,982 |
| The breakdown per segment of the fair value of the investments is as follows (€ 1,000): | Fair value |
|---|---|
| Private Banking (Bank Van Breda) | 527,792 |
| AvH & Growth Capital | 48,187 |
| Real Estate & Senior Care | 0 |
| Marine Engineering & Contracting | 2 |
| Energy & Resources | 0 |
| 575,982 |
The risk profile of the investment portfolio has for years now deliberately been kept very low. The investment portfolio at year-end 2021 contains 95% government and government-guaranteed bonds with a minimum A1 rating (Moody's rating), 4% commercial paper of the Flemish Community, and less than 1% shares and private equity.
The investment framework that is submitted annually for the approval of the board of directors of Bank Van Breda determines which investments can be made and the limits that apply. The following table shows the composition of the consolidated investment portfolio by rating and maturity.
| Composition of the investment portfolio 31/12/2021 | Rating | Remaining duration |
|
|---|---|---|---|
| Government bonds Aaa | 33% | 2022 | 21% |
| Government bonds Aa1 | 21% | 2023 | 19% |
| Government bonds Aa2 | 7% | 2024 | 11% |
| Government bonds Aa3 | 35% | 2025 | 4% |
| Government bonds A2 | 3% | 2026 | 10% |
| Corporate bonds and commercial paper & other | 1% | >2027 | 34% |
| indefinite | 1% |
| (€ 1,000) | Fair value | Book value | ||
|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | |
| Loans and receivables to clients | 6,116,786 | 5,850,021 | 5,748,252 | 5,414,654 |
| Changes in fair value of the hedged credit portfolio | 25,704 | 51,925 | 25,704 | 51,925 |
| Loans and advances to banks | 137,851 | 163,626 | 138,014 | 163,712 |
| Cash balances with central banks | 1,224,628 | 991,806 | 1,224,628 | 991,806 |
| 7,504,969 | 7,057,378 | 7,136,598 | 6,622,097 |
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Loans and receivables to clients | ||
| Finance lease | 279,004 | 249,017 |
| Investment credits and financing | 2,670,776 | 2,534,509 |
| Mortgage loans | 2,438,038 | 2,260,140 |
| Operating appropriations | 371,689 | 380,415 |
| Other | 17,901 | 23,357 |
| Subtotal - Gross loans and advances | 5,777,408 | 5,447,439 |
| Provisions Expected Credit Losses/write-offs | -29,156 | -32,785 |
| Loans and receivables to clients | 5,748,252 | 5,414,654 |
The full consolidation of Bank Van Breda results in the inclusion of the specific banking receivables and debts in the balance sheet of AvH. These items have been grouped in order to keep the balance sheet as transparent as possible.
The loans and advances to clients comprise the following:
The strong commercial performance of the bank explains the significant increase of loans and advances to clients.
The credit portfolio of Bank Van Breda is very widely spread throughout the local economic fabric of family businesses and liberal professions. The bank applies concentration limits per sector and maximum credit amounts per client. The credit portfolio of the Van Breda Car Finance division consists of car loans and car finance leases, and is very widely spread. Constant fine-tuning of the acceptance criteria and proactive debtor monitoring also give this portfolio a low risk profile.
The credit portfolio is divided into risk categories, each of which is monitored in its own specific way. The board of directors of Bank Van Breda periodically receives a report on credit facilities in the highest risk category.
Debts which become doubtful are transferred to the Litigation department. There are specific criteria for mandatory transfer when specific events arise with clients, borrowers or guarantors. For credit facilities in the highest risk category and for debts that become doubtful, it will be determined whether impairments are required.
In 2021, the corona crisis continued to have an impact on society and on the global economy. The successful rollout of the vaccination campaign in Belgium made it possible to relax most of the corona measures in the first half of the year, allowing the economy to start a full recovery.
Furthermore, the European Central Bank (ECB) kept its monetary policy highly flexible to support the economic revival as much as possible. Accordingly, the policy interest rates remained unchanged this year, while the various support measures (including the Pandemic Emergency Purchase Programme or PEPP) continued and were made more flexible where necessary.
The economic recovery, however, was compromised again from the second half of the year by the emergence of certain variants of the virus. Although a new total lockdown could be avoided, most governments worldwide were once more obliged to take new measures.
The main arrangements and decisions of the national and international authorities that had an impact on business operations and the result of Bank Van Breda are explained below.
Targeted Longer-Term Refinancing Operations (TLTRO) are granted by the European Central Bank (ECB) to banks in order to give businesses and households easier access to bank financing (with the exception of mortgage loans). By offering this long-term financing on easy terms, the ECB hopes to keep stimulating the provision of credit to the real economy.
Bank Van Breda had already participated in these TLTRO operations in 2020 for an amount of 300 million euros, and in 2021 participated once more in a TLTRO operation, this time for an amount of 100 million euros.
The repayment deferment granted by Bank Van Breda in 2020 and 2021 expired at the end of 2021, and repayments have resumed almost entirely. At 31/12/2021, the outstanding gross carrying amount of those loans amounted to 258.9 million euros, of which 0.8 million euros cancelled loans (impaired) and 3.7 million euros loans with status 'doubtful'. Additional loans worth 50.7 million euros were granted with state guarantee, which were repaid almost entirely at yearend 2021. The outstanding gross carrying amount at 31/12/2021 was 3.6 million euros.
The persistent corona crisis and its impact on public health and the economy will likely still have an impact on the credit losses of the banking sector in the next few years. Although so far these losses have been fairly limited for Bank Van Breda due to the high credit rating of its clients and the government measures (temporary unemployment, repayment deferment), these uncertain future prospects have been taken into account in the bank's ECL calculations in line with the IFRS 9 rules to make provisions for expected credit losses.
The valuation rules (Note 1) offer an explanation of the methodology which Bank Van Breda uses under normal circumstances to determine the expected credit losses (stage 1 and stage 2) and the impairments (stage 3) for the whole credit portfolio.
The total expected credit losses (stage 1, 2 and 3) recognised for the full year 2021 amounted to -2.2 million euros (a minus sign implies a positive impact on the result) compared to 5.5 million euros in 2020.
By far the greatest impact is attributable to COVID-19: in 2020, 6.1 million euros in additional expected credit losses were recognised in respect of the performing loans, whereas in 2021 1.7 million euros worth of provisions in respect of the performing loans were reversed following adjustments to the macroeconomic scenarios.
The remaining ECL movements are attributable to the normal changes in the credit portfolio (with new loans granted and existing loans repaid), and to the repayments on loans which in view of the potential COVID-19 impact were classed in 2020 as representing a higher risk (staging of the highest risk sectors in 2020).
| Loans and advances to clients - internal rating per category | Stage 1 | Stage 2 | Stage 3 | 2021 | ||
|---|---|---|---|---|---|---|
| (€ 1,000) | Individual | Collective | Individual | Collective | ||
| Performing | ||||||
| Low risk | 2,376,878 | 0 | 21,069 | 23,856 | 0 | 2,421,803 |
| Medium risk | 2,114,646 | 0 | 342,933 | 77,093 | 0 | 2,534,673 |
| High risk | 325,611 | 0 | 364,838 | 27,219 | 0 | 717,668 |
| Overdue | 33,601 | 0 | 15,380 | 649 | 0 | 49,629 |
| Non-performing | ||||||
| Submitted to write off | 0 | 0 | 0 | 0 | 53,635 | 53,635 |
| Total | 4,850,736 | 0 | 744,219 | 128,818 | 53,635 | 5,777,408 |
| Loans and advances to clients - internal rating per category | Stage 1 | Stage 2 | Stage 3 | 2020 | ||
|---|---|---|---|---|---|---|
| (€ 1,000) | Individual | Collective | Individual | Collective | ||
| Performing | ||||||
| Low risk | 1,977,006 | 0 | 22,509 | 124,363 | 0 | 2,123,878 |
| Medium risk | 2,021,171 | 0 | 288,376 | 183,689 | 0 | 2,493,236 |
| High risk | 323,910 | 0 | 341,639 | 55,844 | 0 | 721,393 |
| Overdue | 30,566 | 0 | 16,234 | 6,988 | 0 | 53,788 |
| Non-performing | ||||||
| Submitted to write off | 0 | 0 | 0 | 0 | 55,143 | 55,143 |
| Total | 4,352,654 | 0 | 668,757 | 370,884 | 55,143 | 5,447,439 |
CFE's real estate development projects, Nextensa's landholdings, and the portrelated developments in Vietnam by Rent-A-Port are the main components within The execution of projects always entails a certain operational risk, but also means that certain estimates of profitability need to be made at the end of such a project. This risk is inherent to the activity, as well as the risk of disagreements with customers over divergent costs or changes in execution and the collection of these receivables. DEME is involved, both as claimant and as defendant, in discussions with customers about the financial consequences of deviations in the execution of contracting projects. In a small number of cases they may result in lawsuits. In so far as the consequences of such lawsuits can be reliably estimated, provisions are
The current construction contracts of CFE-DEME will generate a turnover of 3,078 million euros in the next years, of which 1,707 million euros is estimated in 2022. Nextensa's real estate development projects (primarily Tour&Taxis in Brussels) are also contained in this balance sheet item, as the results of the pre-sold entities that are still under construction are also recognized according to the 'Percentage of Completion' method. The residential developments on the Tour & Taxis site are progressing well. Of Park Lane Phase I (319 apartments), just 11 apartments are
The progress of the work is defined based on the expenditures versus the estimated
2021 2020 2021 2020 2021 2020
AvH balance sheet profit for the period
still for sale. The last apartments will be delivered in May 2022.
made for this in the accounts.
cost price of the entire project.
(€ 1,000) Minority % Minority share in the Minority share in the
CFE - DEME 37.90% 37.90% 740,856 684,344 59,045 23,229 Rent-A-Port (Infra Asia Investments) 18.95% 18.95% 49,324 46,015 957 2,583
Bank Van Breda (1) 21.25% 21.25% 141,694 130,503 12,936 9,461
Nextensa / Leasinvest Real Estate (2) 41.47% 69.99% 333,989 341,015 30,172 5,378
Agidens (3) 15.02% 13.75% 3,464 2,418 807 179 Other 8,448 15,836 1,328 6,994 Total 1,277,774 1,220,131 105,246 47,823 (1) In 2018 the shareholder structure of Delen Private Bank and Bank Van Breda was simplified. AvH now holds, via the 100%-affiliate FinAx, a direct stake of 78.75% in Delen Private Bank, equity
(2) Upon the creation of Nextensa, AvH contributed 100% of the shares of Extensa and LREM for a joint value of 293.4 million euros and this in exchange for the issue of 4,075,458 new Leasinvest Real Estate shares to AvH. Subsequent to this transaction, Nextensa's capital (previously Leasinvest Real Estate) consists out of 10,002,102 issued shares, of which 5,853,817 shares (including
1,778,359 initial shares) are held by AvH, maintaining a controlling interest of 58.53%. Consequently, the minority interest decreased to 41.47%.
(3) The exercise of options (by the management) at Agidens resulted in an increase of the Minority share by 1.26%.
CFE (BPI) delivered several projects in 2021: Ernest The Park (Ixelles), the final phase of Hauts Prés (Ukkel) and Park West (European quarter). The construction and commercialisation of Patio (Erasmus Gardens, Anderlecht) and of 4 projects in Luxembourg are progressing smoothly. Planning permission for the PURE, Serenity Valley and Brouck'R projects in the Brussels Region and for John Martin's in Antwerp was obtained during the year. BPI completed the sale of Ernest 11, an office building of 5,000 m² in Liège, 50% of the Samaya project, an industrial site near Ottignies station that will be transformed into a mixed-purpose project, the land of project Sadowa (Gdansk, Poland) and the remaining retail space of Bulwary Ksiazece (Wroclaw, Poland). Finally, three new sites were acquired in Poland. In 2021, Rent-A-Port accelerated the development of the DEEP C Industrial Zones in Haiphong (Vietnam). At present its affiliate Infra Asia Investments already owns a land portfolio of approximately 3,400 hectares near the new deep-sea port of Lach Huyen. This represents around 25% of all the available industrial land in
The construction & project contracts of CFE, DEME and Agidens are valued according to the 'Percentage of Completion'-method, whereby results are recognized in accordance with the progress of the work. Expected losses are immediately
recognized as an expense through in the income statement.
I. Marine Engineering & Contracting
'Inventories'.
northern Vietnam.
Note 15: Minorities
II. Private Banking
accounted directly.
III. Real Estate & Senior Care
IV. AvH & Growth Capital
| Loans and advances to clients - evolution in 2021 | Stage 1 | Stage 2 | Stage 3 | 2021 | ||
|---|---|---|---|---|---|---|
| (€ 1,000) | Individual | Collective | Individual | Collective | ||
| 31/12/2020 | 4,352,654 | 0 | 668,757 | 370,884 | 55,143 | 5,447,439 |
| Impact from collective staging | -28,608 | 28,608 | 242,608 | -242,608 | 0 | 0 |
| Recognition | 1,508,981 | 0 | 141,822 | 12,661 | 6,837 | 1,670,301 |
| Derecognition | -745,301 | 0 | -131,096 | -29,679 | -9,564 | -915,640 |
| Repayments | -351,757 | 0 | -51,406 | -10,961 | -9,582 | -423,706 |
| Transfers to stage 1 | 339,446 | 0 | -339,209 | 0 | -238 | 0 |
| Transfers to stage 2 | -219,042 | -28,608 | 219,119 | 28,608 | -77 | 0 |
| Transfers to stage 3 | -5,522 | 0 | -5,781 | 0 | 11,303 | 0 |
| Methodology modifications | -116 | 0 | -594 | -88 | -119 | -916 |
| Write offs | 0 | 0 | 0 | 0 | -69 | -69 |
| 31/12/2021 | 4,850,736 | 0 | 744,219 | 128,818 | 53,635 | 5,777,408 |
| Accumulated impairments | Stage 1 | Stage 2 | Stage 3 | 2021 | ||
|---|---|---|---|---|---|---|
| (€ 1,000) | Individual | Collective | Individual | Collective | ||
| 31/12/2020 | -4,547 | 0 | -3,202 | -1,314 | -23,721 | -32,784 |
| Impact from collective staging | 24 | -24 | -1,002 | 1,002 | 0 | 0 |
| Recognition | -3,816 | -9 | -959 | -19 | -1,383 | -6,185 |
| Derecognition | 1,493 | 3 | 1,001 | 19 | 1,935 | 4,451 |
| Repayments | 1,684 | 11 | 645 | 38 | 0 | 2,379 |
| Transfers to Stage 1 | -1,656 | -131 | 1,636 | 131 | 21 | 0 |
| Transfers to Stage 2 | 149 | 47 | -155 | -55 | 15 | 0 |
| Transfers to Stage 3 | 28 | 0 | 185 | 0 | -213 | 0 |
| Impact on ECL by Stage Transfer | 1,403 | 115 | -1,654 | -214 | -3,396 | -3,746 |
| Other adjustments to credit risk | 1,045 | -11 | 1,601 | 166 | 2,326 | 5,128 |
| Methodology modifications | 0 | 0 | -21 | 0 | 39 | 17 |
| Model modifications | 0 | 0 | 0 | 0 | 0 | 0 |
| Write-offs | 0 | 0 | 0 | 0 | 1,585 | 1,585 |
| 31/12/2021 | -4,192 | 0 | -1,926 | -245 | -22,792 | -29,156 |
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| I. Inventories, net amount | 376,218 | 382,451 |
| Gross carrying amount | 378,412 | 384,221 |
| Raw materials and consumables | 50,638 | 88,369 |
| Goods in progress | 55,600 | 50,466 |
| Finished products | 4,919 | 6,399 |
| Goods purchased for sale | 1,107 | 1,320 |
| Immovable property acquired or constructed for resale | 266,149 | 237,666 |
| Prepayments | 0 | 0 |
| Depreciation and impairments (-) | -2,194 | -1,771 |
| Impairment on inventory through income statement during the financial year | 1,056 | 298 |
| Impairment on inventory reversed in the income statement during the financial year | 0 | -64 |
| II. Construction contracts | ||
| Amounts due from (to) customers under construction contracts, net | 136,616 | 90,842 |
| Amounts due from customers under construction contracts | 478,499 | 400,034 |
| Amounts due to customers under construction contracts | -341,883 | -309,192 |
| Construction contracts on closing date | ||
| Amount of contract costs incurred and recognized profits less losses | 7,168,801 | 6,774,948 |
| Amount of contract revenue | -7,032,185 | -6,684,106 |
| Prepayments received (CFE-DEME) | -107,147 | -65,034 |
CFE's real estate development projects, Nextensa's landholdings, and the portrelated developments in Vietnam by Rent-A-Port are the main components within 'Inventories'.
CFE (BPI) delivered several projects in 2021: Ernest The Park (Ixelles), the final phase of Hauts Prés (Ukkel) and Park West (European quarter). The construction and commercialisation of Patio (Erasmus Gardens, Anderlecht) and of 4 projects in Luxembourg are progressing smoothly. Planning permission for the PURE, Serenity Valley and Brouck'R projects in the Brussels Region and for John Martin's in Antwerp was obtained during the year. BPI completed the sale of Ernest 11, an office building of 5,000 m² in Liège, 50% of the Samaya project, an industrial site near Ottignies station that will be transformed into a mixed-purpose project, the land of project Sadowa (Gdansk, Poland) and the remaining retail space of Bulwary Ksiazece (Wroclaw, Poland). Finally, three new sites were acquired in Poland.
In 2021, Rent-A-Port accelerated the development of the DEEP C Industrial Zones in Haiphong (Vietnam). At present its affiliate Infra Asia Investments already owns a land portfolio of approximately 3,400 hectares near the new deep-sea port of Lach Huyen. This represents around 25% of all the available industrial land in northern Vietnam.
The construction & project contracts of CFE, DEME and Agidens are valued according to the 'Percentage of Completion'-method, whereby results are recognized in accordance with the progress of the work. Expected losses are immediately recognized as an expense through in the income statement.
The execution of projects always entails a certain operational risk, but also means that certain estimates of profitability need to be made at the end of such a project. This risk is inherent to the activity, as well as the risk of disagreements with customers over divergent costs or changes in execution and the collection of these receivables. DEME is involved, both as claimant and as defendant, in discussions with customers about the financial consequences of deviations in the execution of contracting projects. In a small number of cases they may result in lawsuits. In so far as the consequences of such lawsuits can be reliably estimated, provisions are made for this in the accounts.
The current construction contracts of CFE-DEME will generate a turnover of 3,078 million euros in the next years, of which 1,707 million euros is estimated in 2022.
Nextensa's real estate development projects (primarily Tour&Taxis in Brussels) are also contained in this balance sheet item, as the results of the pre-sold entities that are still under construction are also recognized according to the 'Percentage of Completion' method. The residential developments on the Tour & Taxis site are progressing well. Of Park Lane Phase I (319 apartments), just 11 apartments are still for sale. The last apartments will be delivered in May 2022.
The progress of the work is defined based on the expenditures versus the estimated cost price of the entire project.
| (€ 1,000) | Minority % | Minority share in the AvH balance sheet |
Minority share in the profit for the period |
|||
|---|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | 2021 | 2020 | |
| I. Marine Engineering & Contracting | ||||||
| CFE - DEME | 37.90% | 37.90% | 740,856 | 684,344 | 59,045 | 23,229 |
| Rent-A-Port (Infra Asia Investments) | 18.95% | 18.95% | 49,324 | 46,015 | 957 | 2,583 |
| II. Private Banking | ||||||
| Bank Van Breda (1) | 21.25% | 21.25% | 141,694 | 130,503 | 12,936 | 9,461 |
| III. Real Estate & Senior Care | ||||||
| Nextensa / Leasinvest Real Estate (2) | 41.47% | 69.99% | 333,989 | 341,015 | 30,172 | 5,378 |
| IV. AvH & Growth Capital | ||||||
| Agidens (3) | 15.02% | 13.75% | 3,464 | 2,418 | 807 | 179 |
| Other | 8,448 | 15,836 | 1,328 | 6,994 | ||
| Total | 1,277,774 | 1,220,131 | 105,246 | 47,823 |
(1) In 2018 the shareholder structure of Delen Private Bank and Bank Van Breda was simplified. AvH now holds, via the 100%-affiliate FinAx, a direct stake of 78.75% in Delen Private Bank, equity accounted directly.
(2) Upon the creation of Nextensa, AvH contributed 100% of the shares of Extensa and LREM for a joint value of 293.4 million euros and this in exchange for the issue of 4,075,458 new Leasinvest Real Estate shares to AvH. Subsequent to this transaction, Nextensa's capital (previously Leasinvest Real Estate) consists out of 10,002,102 issued shares, of which 5,853,817 shares (including 1,778,359 initial shares) are held by AvH, maintaining a controlling interest of 58.53%. Consequently, the minority interest decreased to 41.47%.
(3) The exercise of options (by the management) at Agidens resulted in an increase of the Minority share by 1.26%.
| (€ 1,000) | CFE - DEME | Bank Van Breda | Rent-A-Port | Nextensa | Agidens |
|---|---|---|---|---|---|
| Revenue | 3,635,953 | 184,193 | 50,527 | 65,174 | 74,807 |
| Profit (loss) from operating activities | 196,668 | 84,792 | 6,167 | 53,116 | 7,112 |
| Finance result | -11,451 | -2,819 | 11,828 | -424 | |
| Profit (loss) before tax | 195,035 | 84,792 | 6,881 | 64,944 | 6,688 |
| Profit (loss) of the period | 152,766 | 65,193 | 3,858 | 53,355 | 5,410 |
| At the level of the individual company | 152,766 | 65,193 | 3,858 | 53,355 | 5,410 |
| - Minority interests | 2,757 | 15 | 279 | 111 | |
| - Share of the group | 150,008 | 65,178 | 3,578 | 53,244 | 5,410 |
| At the level of AvH (1) | 151,167 | 64,263 | 3,858 | 53,842 | 5,410 |
| - Minority interests | 59,045 | 12,936 | 957 | 30,172 | 807 |
| - Share of the group | 92,122 | 51,328 | 2,900 | 23,670 | 4,602 |
Summarized statement of comprehensive income – 2020
Summarized balance sheet – 2021
Summarized balance sheet – 2020
Bank Van Breda is active in the sector of car finance and finance leasing of cars via its division Van Breda Car Finance. We refer to Note 13 for more information.
Note 16: Lease
Lessor
Minority interests 264
(€ 1,000) CFE - DEME Bank Van Breda Rent-A-Port Leasinvest Real
At the level of the individual company 39,877 51,791 -1,186 25,749 1,657 Profit (loss) of the period 64,823 48,373 3,544 7,683 1,299 - Minority interests 803 78 2,369 0 0 - Share of the group 64,020 48,295 1,174 7,683 1,299 Other comprehensive income -24,946 3,418 -4,729 18,066 358
(€ 1,000) CFE - DEME Bank Van Breda Rent-A-Port Nextensa Agidens Non-current assets 2,863,509 4,719,074 98,891 1,433,991 19,407 Current assets 2,436,490 3,072,728 155,796 461,971 30,921 Non-current liabilities 914,184 727,751 54,540 630,533 7,803 Current liabilities 2,429,789 6,385,592 74,402 474,956 19,457 Equity 1,956,026 678,459 125,746 790,473 23,068 - Group Share 1,936,335 678,459 79,555 779,970 23,068 - Minority interests 19,691 0 46,191 10,503 0 Dividend distributed to minority interests -9,594 -2,486 -1,770 -21,778 -82
(€ 1,000) CFE - DEME Bank Van Breda Rent-A-Port Leasinvest Real
Non-current assets 3,235,546 4,436,259 86,090 1,223,098 21,517 Current assets 1,901,937 2,775,111 162,189 17,449 35,729 Non-current liabilities 1,177,743 1,180,316 68,028 519,135 8,426 Current liabilities 2,154,792 5,410,680 75,719 234,202 31,237 Equity 1,804,948 620,374 104,532 487,211 17,583 - Group Share 1,787,113 620,249 60,154 487,211 17,583 - Minority interests 17,835 125 44,378 0 0 Dividend distributed to minority interests 0 0 0 -21,778 0
Estate Agidens
Estate Agidens
(1) Including a limited number of consolidation adjustments
| (€ 1,000) | CFE - DEME | Bank Van Breda | Rent-A-Port | Leasinvest Real Estate |
Agidens |
|---|---|---|---|---|---|
| Revenue | 3,221,958 | 162,681 | 72,706 | 61,572 | 91,688 |
| Profit (loss) from operating activities | 87,253 | 65,642 | 14,248 | 77,697 | 2,963 |
| Finance result | -34,348 | -6,893 | -69,534 | -559 | |
| Profit (loss) before tax | 85,145 | 65,643 | 7,272 | 8,163 | 2,266 |
| Profit (loss) of the period | 64,823 | 48,373 | 3,544 | 7,683 | 1,299 |
| At the level of the individual company | 64,823 | 48,373 | 3,544 | 7,683 | 1,299 |
| - Minority interests | 803 | 78 | 2,369 | ||
| - Share of the group | 64,020 | 48,295 | 1,174 | 7,683 | 1,299 |
| At the level of AvH (1) | 59,637 | 47,493 | 3,544 | 8,694 | 1,299 |
| - Minority interests | 23,229 | 9,461 | 2,583 | 5,378 | 179 |
| - Share of the group | 36,408 | 38,032 | 961 | 3,317 | 1,120 |
(1) Including a limited number of consolidation adjustments
| (€ 1,000) | CFE - DEME | Bank Van Breda | Rent-A-Port | Nextensa | Agidens |
|---|---|---|---|---|---|
| At the level of the individual company | 177,382 | 60,359 | 8,151 | 65,642 | 5,146 |
| Profit (loss) of the period | 152,766 | 65,193 | 3,858 | 53,355 | 5,410 |
| - Minority interests | 2,757 | 15 | 279 | 111 | 0 |
| - Share of the group | 150,008 | 65,178 | 3,578 | 53,244 | 5,410 |
| Other comprehensive income | 24,616 | -4,834 | 4,294 | 12,287 | -264 |
| - Minority interests | 88 | ||||
| - Share of the group | 24,528 | -4,834 | 4,294 | 12,287 | -264 |
| At the level of AvH | 175,783 | 59,026 | 8,151 | 66,434 | 5,146 |
| Profit (loss) of the period | 151,167 | 64,263 | 3,858 | 53,842 | 5,410 |
| - Minority interests | 59,045 | 12,936 | 957 | 30,172 | 807 |
| - Share of the group | 92,122 | 51,328 | 2,900 | 23,670 | 4,602 |
| Other comprehensive income | 24,616 | -5,237 | 4,294 | 12,592 | -264 |
| - Minority interests | 11,570 | -1,113 | 814 | 11,690 | -36 |
| - Share of the group | 13,046 | -4,124 | 3,480 | 903 | -227 |
| (€ 1,000) | CFE - DEME | Bank Van Breda | Rent-A-Port | Leasinvest Real Estate |
Agidens |
|---|---|---|---|---|---|
| At the level of the individual company | 39,877 | 51,791 | -1,186 | 25,749 | 1,657 |
| Profit (loss) of the period | 64,823 | 48,373 | 3,544 | 7,683 | 1,299 |
| - Minority interests | 803 | 78 | 2,369 | 0 | 0 |
| - Share of the group | 64,020 | 48,295 | 1,174 | 7,683 | 1,299 |
| Other comprehensive income | -24,946 | 3,418 | -4,729 | 18,066 | 358 |
| - Minority interests | 264 | ||||
| - Share of the group | -25,210 | 3,418 | -4,729 | 18,066 | 358 |
| At the level of AvH | 34,691 | 50,767 | -1,186 | 26,760 | 1,657 |
| Profit (loss) of the period | 59,637 | 47,493 | 3,544 | 8,694 | 1,299 |
| - Minority interests | 23,229 | 9,461 | 2,583 | 5,378 | 179 |
| - Share of the group | 36,408 | 38,032 | 961 | 3,317 | 1,120 |
| Other comprehensive income | -24,946 | 3,274 | -4,729 | 18,066 | 358 |
| - Minority interests | -9,569 | 696 | -884 | 12,645 | 48 |
| - Share of the group | -15,377 | 2,578 | -3,846 | 5,421 | 310 |
| (€ 1,000) | CFE - DEME | Bank Van Breda | Rent-A-Port | Nextensa | Agidens |
|---|---|---|---|---|---|
| Non-current assets | 2,863,509 | 4,719,074 | 98,891 | 1,433,991 | 19,407 |
| Current assets | 2,436,490 | 3,072,728 | 155,796 | 461,971 | 30,921 |
| Non-current liabilities | 914,184 | 727,751 | 54,540 | 630,533 | 7,803 |
| Current liabilities | 2,429,789 | 6,385,592 | 74,402 | 474,956 | 19,457 |
| Equity | 1,956,026 | 678,459 | 125,746 | 790,473 | 23,068 |
| - Group Share | 1,936,335 | 678,459 | 79,555 | 779,970 | 23,068 |
| - Minority interests | 19,691 | 0 | 46,191 | 10,503 | 0 |
| Dividend distributed to minority interests | -9,594 | -2,486 | -1,770 | -21,778 | -82 |
| (€ 1,000) | CFE - DEME | Bank Van Breda | Rent-A-Port | Leasinvest Real Estate |
Agidens |
|---|---|---|---|---|---|
| Non-current assets | 3,235,546 | 4,436,259 | 86,090 | 1,223,098 | 21,517 |
| Current assets | 1,901,937 | 2,775,111 | 162,189 | 17,449 | 35,729 |
| Non-current liabilities | 1,177,743 | 1,180,316 | 68,028 | 519,135 | 8,426 |
| Current liabilities | 2,154,792 | 5,410,680 | 75,719 | 234,202 | 31,237 |
| Equity | 1,804,948 | 620,374 | 104,532 | 487,211 | 17,583 |
| - Group Share | 1,787,113 | 620,249 | 60,154 | 487,211 | 17,583 |
| - Minority interests | 17,835 | 125 | 44,378 | 0 | 0 |
| Dividend distributed to minority interests | 0 | 0 | 0 | -21,778 | 0 |
Bank Van Breda is active in the sector of car finance and finance leasing of cars via its division Van Breda Car Finance. We refer to Note 13 for more information.
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Assets | ||
| Tangible assets | 179,290 | 165,858 |
| Land and buildings | 130,674 | 121,572 |
| Plant, machinery and equipment | 9,919 | 7,922 |
| Furniture and vehicles | 38,696 | 36,364 |
| Investment property | 4,181 | 4,207 |
| Total - Assets | 183,471 | 170,065 |
| Liabilities | ||
| Equity - group share | -2,242 | -1,967 |
| Financial debts | 185,712 | 172,031 |
| Non-current lease debts | 149,514 | 138,093 |
| Current lease debts | 36,198 | 33,939 |
| Total - Liabilities | 183,471 | 170,065 |
As a result of the application of IFRS 16 Leases, the group recognized on December 31, 2021 a right-of-use asset of 183.5 million euros and a lease obligation of 185.7 million euros, of which 70% is attributable to CFE/DEME and 22% to Anima.
CFE has used discount rates which were set at 3.5% for buildings, 3.0% for equipment and 2.0% for leasing cars. DEME applied a range of discount rates for the short term leases of (0.95% - 1.7%) and for the long term leases (2.16% - 3.15%). The discount rate used for the buildings of Anima fluctuates between 0.60% and 2%.
(€ 1,000) Warranty
The acquisition of control over CFE at year-end 2013 gave rise to the recognition of a contingent liability for risks of 60.3 million euros in connection with CFE's construction and real estate development activities. In the course of 2014-2020, 45.3 million euros (group share 27.4 million euros) was reversed because the risks in question at CFE were either no longer present or were included in CFE's own financial statements. This amount was further reduced in 2021 by 2.5 million euros
Bank Van Breda respectively used and released 5.7 million euros in provisions following the end of a discussion regarding VAT and the full internalisation of its IT infrastructure. The other evolutions are largely attributable to variations within
The 'Other provisions' furthermore consist of provisions for negative equity method
Several group companies of AvH (such as DEME, CFE, Agidens...) are actively involved in the execution of projects. This always entails a certain operational risk, but also means that certain estimates of profitability need to be made at the end of such a project. This risk is inherent to the activity, as well as the risk of disagreements with customers over divergent costs or changes in execution and the collection of these receivables. DEME is involved, both as claimant and as defendant, in discussions with customers about the financial consequences of deviations in the execution of contracting projects. In a small number of cases they may result in lawsuits. In so far as the consequences of such lawsuits can be reliably estimated,
• As publicly known, the Public Prosecutor's office has started an investigation in 2016 into the circumstances under which a contract was awarded in April 2014 in the context of a private tender to Mordraga, a Russian joint venture company
consolidation values to the amount of 12.6 million euros.
provisions are made for this in the accounts.
Following contingent assets and liabilities are related to DEME:
Provisions - financial year 2021
(group share 1.5 million euros).
CFE's accounts.
provisions
Legal proceeding provisions
Environmental provisions
Provisions, opening balance 16,990 7,859 0 3,309 8,269 47,830 84,257 Additional provisions 1,409 393 0 1,059 209 9,628 12,698 Increase of existing provisions 0 0 0 0 20 571 590 Increase through business combinations 0 16 0 0 0 0 16 Amounts of provisions used (-) -2,060 -905 0 -2,435 -2,712 -8,093 -16,205 Reversal of unused amounts of provisions (-) -61 0 0 0 -18 -2,737 -2,815 Decrease through business disposals (-) -253 0 0 0 0 0 -253 Foreign currency exchange increase (decrease) -13 -13 0 0 0 -42 -68 Transfer from (to) other items 0 -1,000 0 0 0 3,613 2,613 Other increase (decrease) 0 0 0 0 0 -14 -14 Provisions, ending balance 16,012 6,349 0 1,933 5,768 50,757 80,819
Provisions for restructuring
development of the procedure.
rial impact.
Rijkswaterstaat, the issue has not been settled yet.
Provisions for contractual obligations
of the DEME group, for the execution of dredging works in the port of Sabetta (Russia). The works were carried out in the summer months of 2014 and 2015. The contract was completed in 2016. The investigation was initiated after a complaint was filed by a competitor who was not awarded the contract in question, and is based exclusively on selective information provided by this competitor. The Public Prosecutor summoned certain companies and (former) staff members of the DEME group at the end of December 2020 to appear before the Council Chamber. The Council Chamber decided on February 21, 2022 to refer the case to the competent court. An appeal is lodged against the decision of the Council Chamber. It should be emphasised that the Council Chamber does not pronounce any judgment on the merits of the case, but merely rules on the question whether or not there are sufficient incriminating elements to have a case judged on its merits by the competent court. In light of the foregoing, DEME cannot for the time being make a reliable assessment of the possible financial impact of the pending investigation. DEME remains confident about the further
• In 2018, the Group was involved in a litigation against Rijkswaterstaat in the Netherlands related to the execution of the Juliana Canal widening project. Based on the available information, DEME cannot make a reliable assessment of the financial consequences of this litigation. Despite discussions about the execution of the Juliana Canal widening project taking place with the client
• DEME is involved in legal proceedings initiated by the Dutch Waterboard (het Waterschap Vallei en Veluwe) against a consortium of which DEME is a member, due to allegedly unauthorized activities on the project Eemdijk. The outcome of the aforementioned pending legal proceedings is not expected to have a mate-
Other
provisions Total
We refer to:
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Income statement | ||
| Reversal of rental charges | 38,922 | 36,273 |
| Depreciation | -36,859 | -34,887 |
| Interest expenses | -2,508 | -2,902 |
The depreciation cost primarily relates to land and buildings. The expenses related to short-term lease contracts and low value lease contracts are considered immaterial. There are no expenses incurred which relate to variable lease payments. Income derived from sub-leasing right-of-use assets is considered immaterial.
| (€ 1,000) | Warranty provisions |
Legal pro ceeding provisions |
Environmental provisions |
Provisions for restructuring |
Provisions for contractual obligations |
Other provisions |
Total |
|---|---|---|---|---|---|---|---|
| Provisions - financial year 2020 | |||||||
| Provisions, opening balance | 16,380 | 7,447 | 0 | 2,390 | 8,994 | 48,031 | 83,242 |
| Additional provisions | 1,757 | 1,279 | 0 | 1,542 | 0 | 2,704 | 7,282 |
| Increase of existing provisions | 389 | 0 | 0 | 0 | 472 | 1,741 | 2,602 |
| Increase through business combinations | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Amounts of provisions used (-) | -1,992 | -337 | 0 | -591 | -1,197 | -3,040 | -7,157 |
| Reversal of unused amounts of provisions (-) | 0 | -87 | 0 | 0 | 0 | -1,020 | -1,107 |
| Decrease through business disposals (-) | 0 | 0 | 0 | -571 | 0 | 86 | -485 |
| Foreign currency exchange increase (decrease) | -113 | -13 | 0 | -42 | 0 | -218 | -387 |
| Transfer from (to) other items | 569 | -430 | 0 | 581 | 0 | -427 | 293 |
| Other increase (decrease) | 0 | 0 | 0 | 0 | 0 | -26 | -26 |
| Provisions, ending balance | 16,990 | 7,859 | 0 | 3,309 | 8,269 | 47,830 | 84,257 |
| (€ 1,000) | Warranty provisions |
Legal pro ceeding provisions |
Environmental provisions |
Provisions for restructuring |
Provisions for contractual obligations |
Other provisions |
Total |
|---|---|---|---|---|---|---|---|
| Provisions - financial year 2021 | |||||||
| Provisions, opening balance | 16,990 | 7,859 | 0 | 3,309 | 8,269 | 47,830 | 84,257 |
| Additional provisions | 1,409 | 393 | 0 | 1,059 | 209 | 9,628 | 12,698 |
| Increase of existing provisions | 0 | 0 | 0 | 0 | 20 | 571 | 590 |
| Increase through business combinations | 0 | 16 | 0 | 0 | 0 | 0 | 16 |
| Amounts of provisions used (-) | -2,060 | -905 | 0 | -2,435 | -2,712 | -8,093 | -16,205 |
| Reversal of unused amounts of provisions (-) | -61 | 0 | 0 | 0 | -18 | -2,737 | -2,815 |
| Decrease through business disposals (-) | -253 | 0 | 0 | 0 | 0 | 0 | -253 |
| Foreign currency exchange increase (decrease) | -13 | -13 | 0 | 0 | 0 | -42 | -68 |
| Transfer from (to) other items | 0 | -1,000 | 0 | 0 | 0 | 3,613 | 2,613 |
| Other increase (decrease) | 0 | 0 | 0 | 0 | 0 | -14 | -14 |
| Provisions, ending balance | 16,012 | 6,349 | 0 | 1,933 | 5,768 | 50,757 | 80,819 |
The acquisition of control over CFE at year-end 2013 gave rise to the recognition of a contingent liability for risks of 60.3 million euros in connection with CFE's construction and real estate development activities. In the course of 2014-2020, 45.3 million euros (group share 27.4 million euros) was reversed because the risks in question at CFE were either no longer present or were included in CFE's own financial statements. This amount was further reduced in 2021 by 2.5 million euros (group share 1.5 million euros).
Bank Van Breda respectively used and released 5.7 million euros in provisions following the end of a discussion regarding VAT and the full internalisation of its IT infrastructure. The other evolutions are largely attributable to variations within CFE's accounts.
The 'Other provisions' furthermore consist of provisions for negative equity method consolidation values to the amount of 12.6 million euros.
Several group companies of AvH (such as DEME, CFE, Agidens...) are actively involved in the execution of projects. This always entails a certain operational risk, but also means that certain estimates of profitability need to be made at the end of such a project. This risk is inherent to the activity, as well as the risk of disagreements with customers over divergent costs or changes in execution and the collection of these receivables. DEME is involved, both as claimant and as defendant, in discussions with customers about the financial consequences of deviations in the execution of contracting projects. In a small number of cases they may result in lawsuits. In so far as the consequences of such lawsuits can be reliably estimated, provisions are made for this in the accounts.
Following contingent assets and liabilities are related to DEME:
• As publicly known, the Public Prosecutor's office has started an investigation in 2016 into the circumstances under which a contract was awarded in April 2014 in the context of a private tender to Mordraga, a Russian joint venture company of the DEME group, for the execution of dredging works in the port of Sabetta (Russia). The works were carried out in the summer months of 2014 and 2015. The contract was completed in 2016. The investigation was initiated after a complaint was filed by a competitor who was not awarded the contract in question, and is based exclusively on selective information provided by this competitor. The Public Prosecutor summoned certain companies and (former) staff members of the DEME group at the end of December 2020 to appear before the Council Chamber. The Council Chamber decided on February 21, 2022 to refer the case to the competent court. An appeal is lodged against the decision of the Council Chamber. It should be emphasised that the Council Chamber does not pronounce any judgment on the merits of the case, but merely rules on the question whether or not there are sufficient incriminating elements to have a case judged on its merits by the competent court. In light of the foregoing, DEME cannot for the time being make a reliable assessment of the possible financial impact of the pending investigation. DEME remains confident about the further development of the procedure.
| (€ 1,000) | < 1 year | 1 year5 years | > 5 years | Total 2021 | < 1 year | 1 year5 years | > 5 years | Total 2020 |
|---|---|---|---|---|---|---|---|---|
| Remaining term |
Remaining term |
|||||||
| I. Financial debts | ||||||||
| Bank loans | 527,129 | 917,939 | 107,634 | 1,552,702 | 319,771 | 1,039,365 | 356,243 | 1,715,379 |
| Bonds | 74,819 | 171,345 | 0 | 246,164 | 0 | 142,363 | 99,571 | 241,934 |
| Subordinated loans | 33,527 | 59,995 | 1,630 | 95,152 | 20,974 | 43,050 | 1,630 | 65,655 |
| Lease debts | 36,198 | 73,329 | 76,184 | 185,712 | 33,939 | 68,640 | 69,453 | 172,031 |
| Other financial debts | 290,047 | 11,615 | 226 | 301,887 | 315,181 | 46,955 | 2,215 | 364,351 |
| Total | 961,720 | 1,234,224 | 185,675 | 2,381,618 | 689,864 | 1,340,373 | 529,113 | 2,559,350 |
The financial debts, except for a limited debt at AvH level, are attributable to the fully consolidated participations. Those participations are, taking into account their own creditworthiness, responsible for obtaining market terms from lenders. The participation should also assess on a case-by-case basis whether debt instruments, subject to variable interest rates and/or foreign currency fluctuations, require hedging so as to retain an acceptable residual risk.
The long-term financial debts amounted to 1,419.9 million euros and the shortterm debts came to 961.7 million euros at year-end 2021. This means a substantial decrease by 177.7 million euros in 2021, of which 189.7 million euros at DEME. This debt position should be seen in conjunction with the substantial cash and cash equivalents that are held by the group.
Cash and cash equivalents increased by 41.3 million euros in 2021 to 883.7 million euros, of which 726.5 million euros relates to the "Marine Engineering & Contracting" segment. The favourable business situation did in fact allow DEME to improve its net financial position by 96.4 million euros.
The financial debts reported by the AvH & Growth Capital segment are attributable to the debt of Agidens, Biolectric Group and AvH & subholdings. The debts of Agidens relate to the financing of the main building, the leases of cars and a straight loan regarding working capital management. The financial debts of Biolectric relate to its headquarters, its working capital and the biogas installations that remain in ownership of Biolectric so to operate them and to sell the electricity The short term financial debts of AvH & subholdings, mainly correspond to the commercial paper issued by AvH. AvH disposes of confirmed credit lines (280 million euros), spread over different banks, which largely exceed the existing commer-
Several fully consolidated companies have agreed on certain ratios (covenants) in their credit agreements and these were respected end on December, 31 2021.
2021 2020 2021 2020
7,059,336 6,517,445 7,038,871 6,484,353
9,883
40,216 9,870
40,196
10,676
53,209
cial paper liabilities.
(€ 1,000) 2021 2020
Bank loans 323,602 321,955 Bonds 30,612 28,358 Lease debts 0 0 Other financial debts 0 0 Total 354,213 350,313
(€ 1,000) Fair value Book value
Debts to credit institutions and central banks 424,484 325,163 425,353 327,292 Debts to clients 6,378,531 5,929,064 6,368,123 5,907,102
Securities including bonds 256,321 263,218 245,395 249,959
(€ 1,000) 2021 2020
Current accounts / overnight deposits 13,869 12,211 Deposits with agreed maturity 16,531 16,518 ECB TLTRO III 394,847 298,417 Accrued interests 106 146 Total 425,353 327,292
Current accounts / overnight deposits 4,218,578 3,589,527 Deposits with agreed maturity 1,045,537 1,243,990 Special deposits 64,876 59,255 Regulated deposits 1,029,249 1,004,459 Subordinated certificats 9,883 9,870 Total 6,368,123 5,907,102
Debt certificates 205,178 209,763 Subordinated bonds 40,216 40,196 Total 245,395 249,959
Total debts to credit institutions, clients and securities 7,038,871 6,484,353
10,234
50,745
II. Amounts payable (or the portion thereof), which are guaranteed by real guarantees given or irrev-
ocably promised on the assets of the enterprises included in the consolidation
Note 19: Banks – debts to credit institutions, clients and securities
produced to farmers.
-
of which subordinated
Debts to clients
Securities including bonds
Debts to credit institutions and central banks
At year-end 2021, the following participations had outstanding bond debts after one year: BPI (CFE Group): 29.9 million euros, Rent-A-Port 30.6 million euros and Nextensa 185.7 million euros. The subordinated loans of 95.2 million euros in the "Marine Engineering & Contracting" segment were contracted by DEME for specific financing of new vessels. The other short-term financial debts include the issues of commercial paper, which at year-end totalled 290 million euros (DEME: 0 million euros, CFE: 69 million euros, Nextensa: 179 million euros, and AvH: 42 million euros).
The financial debts, after intercompany elimination, relate to the following segments:
| (€ 1,000) | ST | LT |
|---|---|---|
| Marine Engineering & Contracting | 529,567 | 721,091 |
| Private Banking (IFRS 16 leases) | 2,516 | 5,673 |
| Real Estate & Senior Care | 383,659 | 700,141 |
| Energy & Resources | 0 | 0 |
| AvH & Growth Capital | 46,727 | 11,970 |
| Intercompany | -750 | -18,976 |
| Total | 961,720 | 1,419,899 |
Against the short-term financial debts of 961.7 million euros, there are cash and cash equivalents worth 883.7 million euros.
DEME's liquidity risk is limited by spreading the financing over several banks and by preference over the long term. DEME has major credit and guarantee lines with a whole string of international banks. Certain ratios (covenants) were agreed in the loan agreements with the relevant banks which DEME must observe. This was the case at year end 2021. In addition, it has a commercial paper programme to cover short-term financial needs. DEME predominantly invests in equipment with a long life which is depreciated over several years. For that reason, DEME seeks to schedule a substantial part of its debts over a long term.
CFE finances its construction and real estate development activities with bank loans, commercial paper and the bond of 30 million euros (maturing at the end of 2022) issued in 2017 by BPI, CFE's real estate development entity.
Both DEME and CFE had a substantial cash position (cash and cash equivalents) at year-end 2021.
The Rent-A-Port group is financed primarily by equity, a bond and bank and shareholder loans. Infra Asia Investment Fund, a 50%-participation accounted for using the equity method, issued in 2016 a (non-recourse) bond worth 29.2 million euros + 1.8 million USD to finance the activities in Vietnam. The bond has a sevenyear maturity. Most bank and shareholder loans were taken out in the long term at fixed interest rates. During the fourth quarter, AvH and CFE increased the capital of Rent-A-Port by 11.5 million euros jointly. Rent-A-Port used this money to finance the redemption of shareholder loans to IAI.
Nextensa possesses with its banks the necessary long-term credit facilities and backup lines for its commercial paper to cover present and future investment needs. Those credit facilities and backup lines serve to hedge the financing risk. The liquidity risk is limited by having the financing spread over several financial counterparties and by tapping various sources of funding, as well as by diversifying the expiration dates of the credit facilities.
On November 20, 2019, Nextensa closed a private placement of bonds with sevenyear maturity and a fixed annual coupon of 1.95% for an amount of 100 million euros. Its subsidiary, Extensa Group, had previously closed two private placements for an amount of 45 million euros (fixed interest rate of 3.00% and maturing on June 29, 2022) and of 40 million euros (fixed interest rate 3.38% and maturing on June 5, 2024). The amounts drawn down on the bilateral bank loans were 415.0 million euros in the long term and 134.4 million euros in the short term at year-end 2021.
The expansion of Anima by the acquisition of existing residences and the construction of new retirement homes is financed by the company's own cash resources, external financing and, where appropriate, a capital increase. The cash drain in the start-up phase is taken into account in the financing of the projects. Anima owns a large part of its real estate, which it can sell in function of its financing needs.
The financial debts reported by the AvH & Growth Capital segment are attributable to the debt of Agidens, Biolectric Group and AvH & subholdings. The debts of Agidens relate to the financing of the main building, the leases of cars and a straight loan regarding working capital management. The financial debts of Biolectric relate to its headquarters, its working capital and the biogas installations that remain in ownership of Biolectric so to operate them and to sell the electricity produced to farmers.
The short term financial debts of AvH & subholdings, mainly correspond to the commercial paper issued by AvH. AvH disposes of confirmed credit lines (280 million euros), spread over different banks, which largely exceed the existing commercial paper liabilities.
Several fully consolidated companies have agreed on certain ratios (covenants) in their credit agreements and these were respected end on December, 31 2021.
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| II. Amounts payable (or the portion thereof), which are guaranteed by real guarantees given or irrev ocably promised on the assets of the enterprises included in the consolidation |
||
| Bank loans | 323,602 | 321,955 |
| Bonds | 30,612 | 28,358 |
| Lease debts | 0 | 0 |
| Other financial debts | 0 | 0 |
| Total | 354,213 | 350,313 |
Note 19: Banks – debts to credit institutions, clients and securities
| (€ 1,000) | Fair value | Book value | |||
|---|---|---|---|---|---|
| 2021 | 2020 | 2021 | 2020 | ||
| Debts to credit institutions and central banks | 424,484 | 325,163 | 425,353 | 327,292 | |
| Debts to clients | 6,378,531 | 5,929,064 | 6,368,123 | 5,907,102 | |
| of which subordinated - |
10,234 | 10,676 | 9,883 | 9,870 | |
| Securities including bonds | 256,321 | 263,218 | 245,395 | 249,959 | |
| of which subordinated - |
50,745 | 53,209 | 40,216 | 40,196 | |
| 7,059,336 | 6,517,445 | 7,038,871 | 6,484,353 |
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Debts to credit institutions and central banks | ||
| Current accounts / overnight deposits | 13,869 | 12,211 |
| Deposits with agreed maturity | 16,531 | 16,518 |
| ECB TLTRO III | 394,847 | 298,417 |
| Accrued interests | 106 | 146 |
| Total | 425,353 | 327,292 |
| Debts to clients | ||
| Current accounts / overnight deposits | 4,218,578 | 3,589,527 |
| Deposits with agreed maturity | 1,045,537 | 1,243,990 |
| Special deposits | 64,876 | 59,255 |
| Regulated deposits | 1,029,249 | 1,004,459 |
| Subordinated certificats | 9,883 | 9,870 |
| Total | 6,368,123 | 5,907,102 |
| Securities including bonds | ||
| Debt certificates | 205,178 | 209,763 |
| Subordinated bonds | 40,216 | 40,196 |
| Total | 245,395 | 249,959 |
| Total debts to credit institutions, clients and securities | 7,038,871 | 6,484,353 |
The full consolidation of Bank Van Breda results in the recording of specific bank receivables and debts in the balance sheet of AvH. These items were grouped for maximum transparency of the balance sheet.
Liquidity risk is the risk that the bank has insufficient funds available, or is unable to release funds quickly enough and at a reasonable cost to meet its short-term commitments. The commercial banking activities are the main source of liquidity risk. A bank's sources of funding traditionally have a shorter maturity than the financed assets, resulting in a maturity mismatch. The liquidity management of Bank Van Breda constantly monitors this mismatch and works out a financing strategy to confine it within the guidelines that are set out in a liquidity control framework. In this area, too, the bank pursues a deliberately low risk profile. Bank Van Breda maintains a solid and high-quality liquidity buffer to absorb fluctuations in the treasury position. This buffer stands at 1,470 million euros and consists primarily of cash, placed at the ECB, and a highly liquid portfolio of bonds.
The bank's financing mix is very stable, with the deposits of the core clients as the main source of funding. The core clients use the bank for their investments and everyday banking transactions. The bank also closely watches the loan-to-deposit ratio and applies strict limits to this ratio between client credit portfolio and client deposits, which at year-end 2021 stood at 90%. Dependence on external institutional financing is kept to a minimum and in 2021 accounted for only 3.5% of total assets.
A subordinated bond was placed within the bank's EMTN programme in November 2018. An amount of 40 million euros was raised, with the aim of diversifying prudential equity. In 2020 and 2021, the bank participated in "Targeted Longer-Term Refinancing Operations" programmes (TLTRO-III), ECB instruments that encourage banks to provide loans to businesses and consumers, to the amount of 300 million euros and 100 million euros respectively.
Note 20: Financial instruments
Interest rate risk Bank Van Breda
market interest rates.
31/12/2021
31/12/2020
on both the capital and interest flows.
Interest rate risk can be defined as the extent to which the results or value of a financial transaction are affected by a change in market interest rates. Applied to a financial institution, interest rate risk is the extent to which the (interest) earnings and/or fair value of this institution is liable to be adversely affected by a change in equity value sensitivity and earnings sensitivity are monitored by means of scenario analyses that take account of changing market conditions, enabling the impact of stress scenarios to be analysed. This equity value and earnings sensitivity is measured using the Basis Point Value (BPV) methodology which shows the value change of the portfolio being analyzed when confronted with an increase in interest rates
The interest result 4,907 6,436
The faire value of the equity -47,409 -26,156
For the interest gap analysis both balance sheet and off balance sheet products are grouped together per period of maturity. In this way the mismatch structure
nominal amount of 185 million euros at fixed interest rates (1.95% for the investment portfolio and 3.00%-3.38% for real estate developments). Nextensa's other debt financing is based on a variable interest rate, where there is a risk of an increase in financial costs if interest rates escalate. This interest rate risk is covered by financial instruments such as interest rate swaps. At year-end 2021, the hedge
Anima covers its interest rate risk by borrowing against a fixed interest rate to the maximum extent. At the end of 2021, the outstanding balance in loans with a
The financial debts of the AvH & Growth Capital segment consist of the commercial paper issued by AvH (42.0 million euros) and the debt entered into by Agidens and Biolectric for the lease of the head office and the funding of working capital. No interest hedging contracts were outstanding at the 2021 year end.
If Euribor rises by 50 base points this will mean an interest charge increase of 1.3 million euros (CFE-DEME), 0.4 million euros (Nextensa), 0.1 million euros (Anima), 0.1 million euros (Agidens), 0.1 million euros (Biolectric) and 0.2 million euros (AvH & subholdings). However, this does not take into account the impact we
variable interest rate represented 5% of the total financial debt.
Sensitivity analysis for the interest rate risk
would observe on the assets.
2021 2020
over the entire curve.
(earnings sensitivity)
(equity value sensitivity) (= BPV)
(1%) on:
becomes visible.
ratio was 67%.
(€ 1,000) ≤ 1 month 1-3 months 3-12 months 1-5 years 5-10 years > 10 years Indefinite
Assets 1,786,000 414,000 1,126,000 2,775,000 1,210,000 345,000 48,000 Liabilities -979,000 -931,000 -2,457,000 -1,491,000 -894,000 -295,000 -37,000 Derivatives 270,000 515,000 -80,000 -355,000 -310,000 -40,000 0 Interest Gap 1,077,000 -2,000 -1,411,000 929,000 6,000 10,000 11,000
Assets 1,541,000 466,000 1,049,000 2,718,000 992,000 301,000 43,000 Liabilities -907,000 -803,000 -1,935,000 -1,843,000 -804,000 -211,000 -41,000 Derivatives 260,000 530,000 -30,000 -330,000 -335,000 -95,000 0 Interest Gap 894,000 193,000 -916,000 545,000 -147,000 -5,000 2,000
Impact of an immediate increase of the yield curve with 100 base points
• The bank uses hedging instruments to correct the mismatch. This is done with a combination of interest rate swaps (which convert variable interest rate commitments into fixed rate commitments) and options (which provide protection
• Equity value sensitivity is the exposure of the company's economic value to unfavourable interest rate fluctuations. Earnings sensitivity is the exposure of the bank's (interest) earnings to those same unfavourable interest rate fluctuations. Its intensity can be seen in the duration gap. By this is meant the difference in duration of all assets and duration of all liabilities (mismatch), the duration being the weighted average of the maturities of a set of fixed-interest securities.
Interest rate risk other fully consolidated participations
The interest rate risk within the CFE group is managed according to the type of activity. The Contracting activities are characterized by an excess of cash which partially compensates the property commitments. Cash management is mainly centralized through the cash pooling. DEME faces substantial financing levels for the acquisition of dredging vessels. DEME uses interest rate swaps to achieve the best possible balance between financing costs and the volatility of the financial results. The Rent-A-Port group is financed primarily by equity, a bond, and bank and shareholder loans with fixed interest rates, which means that the interest rate risk is fairly limited. Infra Asia Investment Fund, a 50%-participation accounted for using the equity method, issued in 2016 a (non-recourse) bond worth 29.2 million euros + 1.8 million USD to finance the activities in Vietnam. The bond has a sevenyear maturity and has a fixed interest rate. A cross-currency swap, which qualifies as a cash flow hedging instrument, was concluded to cover the exchange risk (USD)
The hedging policy of Nextensa is to ringfence the interest rate risks for approximately 75% of the financial debt for a period of 4-5 years and approximately 50% for the following 5 years. During the past few years, Nextensa issued bonds for a
The bank opts to keep the interest rate risk at a relatively low level:
against a rise in interest rates above given levels).
Two liquidity ratios were introduced in the Basel regulations and the CRR/CRD IV directive:
At year-end 2021, those ratios stood at 160% and 135% respectively. Both ratios are well above the lower limit of 100% that is imposed by the regulatory authority.
The bank's liquidity risk is monitored constantly by means of proactive treasury management, within the lines defined by the Asset & Liability Management and the investment framework. For its liquidity management, the bank uses, among other things, liquidity gap reports, ratio analysis and short- and long-term volume prognoses.
In the following table the assets and liabilities are grouped by maturity period and internal assumptions for deposits without maturity date were taken into account.
| (€ 1,000) | < 1 month | 1-3 months | 3-12 months | 1-5 years | 5-10 years | > 10 years | Indefinite |
|---|---|---|---|---|---|---|---|
| 31/12/2021 | |||||||
| Assets | 1,686,000 | 209,000 | 870,000 | 2,764,000 | 1,588,000 | 553,000 | 39,000 |
| Liabilities | -981,000 | -929,000 | -2,460,000 | -1,447,000 | -925,000 | -286,000 | -63,000 |
| Derivatives | -1,000 | -2,000 | -7,000 | -14,000 | -4,000 | 0 | 0 |
| Liquidity Gap | 704,000 | -722,000 | -1,597,000 | 1,303,000 | 659,000 | 267,000 | -24,000 |
| 31/12/2020 | |||||||
|---|---|---|---|---|---|---|---|
| Assets | 1,447,000 | 246,000 | 756,000 | 2,610,000 | 1,458,000 | 559,000 | 37,000 |
| Liabilities | -908,000 | -802,000 | -1,940,000 | -1,800,000 | -834,000 | -202,000 | -67,000 |
| Derivatives | -1,000 | -2,000 | -7,000 | -30,000 | -13,000 | -1,000 | 0 |
| Liquidity Gap | 538,000 | -558,000 | -1,191,000 | 780,000 | 611,000 | 356,000 | -30,000 |
Interest rate risk can be defined as the extent to which the results or value of a financial transaction are affected by a change in market interest rates. Applied to a financial institution, interest rate risk is the extent to which the (interest) earnings and/or fair value of this institution is liable to be adversely affected by a change in market interest rates.
The bank opts to keep the interest rate risk at a relatively low level:
equity value sensitivity and earnings sensitivity are monitored by means of scenario analyses that take account of changing market conditions, enabling the impact of stress scenarios to be analysed. This equity value and earnings sensitivity is measured using the Basis Point Value (BPV) methodology which shows the value change of the portfolio being analyzed when confronted with an increase in interest rates over the entire curve.
| Impact of an immediate increase of the yield curve with 100 base points (1%) on: |
2021 | 2020 |
|---|---|---|
| The interest result | 4,907 | 6,436 |
| (earnings sensitivity) | ||
| The faire value of the equity | -47,409 | -26,156 |
| (equity value sensitivity) (= BPV) |
For the interest gap analysis both balance sheet and off balance sheet products are grouped together per period of maturity. In this way the mismatch structure becomes visible.
| (€ 1,000) | ≤ 1 month | 1-3 months | 3-12 months | 1-5 years | 5-10 years | > 10 years | Indefinite |
|---|---|---|---|---|---|---|---|
| 31/12/2021 | |||||||
| Assets | 1,786,000 | 414,000 | 1,126,000 | 2,775,000 | 1,210,000 | 345,000 | 48,000 |
| Liabilities | -979,000 | -931,000 | -2,457,000 | -1,491,000 | -894,000 | -295,000 | -37,000 |
| Derivatives | 270,000 | 515,000 | -80,000 | -355,000 | -310,000 | -40,000 | 0 |
| Interest Gap | 1,077,000 | -2,000 | -1,411,000 | 929,000 | 6,000 | 10,000 | 11,000 |
| 31/12/2020 | |||||||
| Assets | 1,541,000 | 466,000 | 1,049,000 | 2,718,000 | 992,000 | 301,000 | 43,000 |
| Liabilities | -907,000 | -803,000 | -1,935,000 | -1,843,000 | -804,000 | -211,000 | -41,000 |
| Derivatives | 260,000 | 530,000 | -30,000 | -330,000 | -335,000 | -95,000 | 0 |
| Interest Gap | 894,000 | 193,000 | -916,000 | 545,000 | -147,000 | -5,000 | 2,000 |
The interest rate risk within the CFE group is managed according to the type of activity. The Contracting activities are characterized by an excess of cash which partially compensates the property commitments. Cash management is mainly centralized through the cash pooling. DEME faces substantial financing levels for the acquisition of dredging vessels. DEME uses interest rate swaps to achieve the best possible balance between financing costs and the volatility of the financial results.
The Rent-A-Port group is financed primarily by equity, a bond, and bank and shareholder loans with fixed interest rates, which means that the interest rate risk is fairly limited. Infra Asia Investment Fund, a 50%-participation accounted for using the equity method, issued in 2016 a (non-recourse) bond worth 29.2 million euros + 1.8 million USD to finance the activities in Vietnam. The bond has a sevenyear maturity and has a fixed interest rate. A cross-currency swap, which qualifies as a cash flow hedging instrument, was concluded to cover the exchange risk (USD) on both the capital and interest flows.
The hedging policy of Nextensa is to ringfence the interest rate risks for approximately 75% of the financial debt for a period of 4-5 years and approximately 50% for the following 5 years. During the past few years, Nextensa issued bonds for a nominal amount of 185 million euros at fixed interest rates (1.95% for the investment portfolio and 3.00%-3.38% for real estate developments). Nextensa's other debt financing is based on a variable interest rate, where there is a risk of an increase in financial costs if interest rates escalate. This interest rate risk is covered by financial instruments such as interest rate swaps. At year-end 2021, the hedge ratio was 67%.
Anima covers its interest rate risk by borrowing against a fixed interest rate to the maximum extent. At the end of 2021, the outstanding balance in loans with a variable interest rate represented 5% of the total financial debt.
The financial debts of the AvH & Growth Capital segment consist of the commercial paper issued by AvH (42.0 million euros) and the debt entered into by Agidens and Biolectric for the lease of the head office and the funding of working capital. No interest hedging contracts were outstanding at the 2021 year end.
If Euribor rises by 50 base points this will mean an interest charge increase of 1.3 million euros (CFE-DEME), 0.4 million euros (Nextensa), 0.1 million euros (Anima), 0.1 million euros (Agidens), 0.1 million euros (Biolectric) and 0.2 million euros (AvH & subholdings). However, this does not take into account the impact we would observe on the assets.
| (€ 1,000) | Notional amount 2021 |
Book value 2021 | Notional amount 2020 |
Book value 2020 |
|---|---|---|---|---|
| I. Interest rate hedges | ||||
| Assets | ||||
| Fair value hedges - Bank Van Breda | 40,000 | 568 | 5,000 | 591 |
| Cash flow hedges | 0 | 0 | 25,696 | 1,790 |
| Hedging instruments that do not meet the requirements of cash flow hedging | 140,000 | 684 | 130,000 | 33 |
| Accrued interest | 0 | 0 | ||
| Total | 1,252 | 2,414 | ||
| Liabilities | ||||
| Fair value hedges - Bank Van Breda | 745,000 | -28,687 | 805,000 | -54,179 |
| Cash flow hedges | 930,226 | -20,454 | 1,151,581 | -38,033 |
| Hedging instruments that do not meet the requirements of cash flow hedging | 280,000 | -5,599 | 310,000 | -10,633 |
| Accrued interest | 0 | 0 | ||
| Total | -54,740 | -102,845 | ||
| II. Currency hedges | ||||
| Assets | 183,934 | 2,043 | 253,969 | 8,175 |
| Liabilities | 1,354,132 | -35,295 | 373,588 | -1,605 |
| -33,252 | 6,570 | |||
| III. Commodity risks | ||||
| Assets | 2,651 | 1,088 | ||
| Liabilities | -314 | -1,787 | ||
| 2,337 | -699 | |||
| Reconciliation with consolidated balance sheet | Asset side | Asset side | ||
| Non-current hedging instruments | 1,816 | 3,279 | ||
| Current hedging instruments | 4,129 | 8,399 | ||
| 5,945 | 11,678 | |||
| Liability side | Liability side | |||
| Non-current hedging instruments | -74,034 | -97,324 | ||
| Current hedging instruments | -16,315 | -8,914 | ||
| -90,348 | -106,237 |
The interest rate risk of Bank Van Breda and the other fully consolidated participations is discussed in Note 20 Financial instruments.
We refer to Note 12 for a description of the currency risk. The financial instruments to hedge this risk are used primarily by the fully consolidated participations DEME and Bank Van Breda. The currency positions which Bank Van Breda holds through forward exchange transactions arise from the activities of its clients. The bank hedges outstanding positions on an interbank basis so that no material exchange rate risk can arise.
Sensitivity analysis for the currency risk DEME - 2020
Commodity risks are also linked to DEME, which hedges against oil price fluc-
Deferred taxes are mainly due to the revaluation of assets and liabilities as a result of business combinations. The Group regularly assesses its uncertain tax positions. In accordance with IFRIC 23, and where appropriate, provisions are made which
period. Claims which stem from the reclamation of unapplied taxable fixed income surplus are not mentioned in this overview.
are recorded under the deferred tax liabilities.
Current income tax expense, net
Deferred taxes, net
Unrecognized deferred tax assets
Current and deferred tax expenses (income)
Non-current interest-bearing debts (+ current portion due in the the year) after accounting hedge 0 0 Net short-term financial debts 4,605 -4,167 Outstanding trade receivables & payables after accounting hedge 440 -440
(€ 1,000) Assets 2021 Liabilities 2021 Net 2021 Assets 2020 Liabilities 2020 Net 2020 Intangible assets 27 26,470 -26,443 23 26,068 -26,046 Tangible assets 26,979 68,382 -41,403 28,365 75,305 -46,940 Investment property 167 34,768 -34,601 0 25,790 -25,790 Financial fixed assets 0 4,802 -4,802 0 0 0 Investments -686 0 -686 -2,798 0 -2,798 Employee benefits 16,134 867 15,267 16,129 1,076 15,052 Provisions 4,563 7,613 -3,050 6,336 22,602 -16,266 Financial derivative instruments 1,533 -4,942 6,474 3,801 364 3,436 Working capital items 59,500 63,394 -3,893 50,829 68,311 -17,482 Tax losses and tax credits / deduction for investment 68,841 -12,726 81,567 96,147 -1,349 97,497 Set-off -26,778 -26,778 0 -58,392 -58,392 0 Total 150,279 161,849 -11,570 140,439 159,777 -19,338
(€ 1,000) 2021 2020 Unrecognized receivables following tax losses 145,645 85,631 Other unrecognized deferred tax assets (1) 0 0 Total 145,645 85,631 (1) The other unrecognized deferred tax assets principally concern amounts whose recuperation is restricted in time and dependent upon the extent to which taxable results can be achieved within this
(€ 1,000) 2021 2020
Current period tax expense -90,272 -101,777 Adjustments to current tax of prior periods 5,199 10,342 Total -85,073 -91,435
Origination and reversal of temporary differences 4,787 44,769 Additions (use) of tax losses 920 265 Other deferred taxes -83 -341 Total 5,624 44,693 Total current and deferred tax (expenses) income -79,449 -46,742
entity at DEME.
Balance sheet impact (+ is debit / - is credit)
tuations by entering into forward contracts.
Impact of the sensitivity calculationdepreciation of 5% of the euro
The item 'Set-off' reflects the set-off between deferred tax assets and liabilities per
Impact of the sensitivity calculationappreciation of 5% of the euro
(€ 1,000)
Note 21: Taxes
The table below gives an overview of the relevant financial instruments used at DEME:
| (€ 1,000) | Notional value | ||||||
|---|---|---|---|---|---|---|---|
| USD US Dollar | SGD Singapore Dollar |
PLN Polish Zloty | GBP GB Pound | EGP Egyptian Pound |
Other | Total | |
| Term purchases | 42,283 | 50,360 | 74,470 | 0 | 0 | 16,821 | 183,934 |
| Term sales | 1,156,536 | 0 | 73,035 | 44,025 | 68,760 | 11,776 | 1,354,132 |
| (€ 1,000) | Fair value | ||||||
| USD US Dollar | SGD Singapore Dollar |
PLN Polish Zloty | GBP GB Pound | EGP Egyptian Pound |
Other | Total | |
| Term purchases | 561 | 363 | 943 | 0 | 0 | 176 | 2,043 |
| Term sales | 32,816 | 0 | 879 | 393 | 1,121 | 85 | 35,295 |
| Impact of the | Impact of the | |
|---|---|---|
| sensitivity | sensitivity | |
| (€ 1,000) | calculation | calculation |
| depreciation of | appreciation of | |
| 5% of the euro | 5% of the euro | |
| Balance sheet impact (+ is debit / - is credit) | ||
| Non-current interest-bearing debts (+ current portion due in the the year) after accounting hedge | 0 | 0 |
| Net short-term financial debts | 2,593 | -2,346 |
| Outstanding trade receivables & payables after accounting hedge | 294 | -294 |
| (€ 1,000) | Impact of the sensitivity calculation depreciation of 5% of the euro |
Impact of the sensitivity calculation appreciation of 5% of the euro |
|---|---|---|
| Balance sheet impact (+ is debit / - is credit) | ||
| Non-current interest-bearing debts (+ current portion due in the the year) after accounting hedge | 0 | 0 |
| Net short-term financial debts | 4,605 | -4,167 |
| Outstanding trade receivables & payables after accounting hedge | 440 | -440 |
Commodity risks are also linked to DEME, which hedges against oil price fluctuations by entering into forward contracts.
| (€ 1,000) | Assets 2021 | Liabilities 2021 | Net 2021 | Assets 2020 | Liabilities 2020 | Net 2020 |
|---|---|---|---|---|---|---|
| Intangible assets | 27 | 26,470 | -26,443 | 23 | 26,068 | -26,046 |
| Tangible assets | 26,979 | 68,382 | -41,403 | 28,365 | 75,305 | -46,940 |
| Investment property | 167 | 34,768 | -34,601 | 0 | 25,790 | -25,790 |
| Financial fixed assets | 0 | 4,802 | -4,802 | 0 | 0 | 0 |
| Investments | -686 | 0 | -686 | -2,798 | 0 | -2,798 |
| Employee benefits | 16,134 | 867 | 15,267 | 16,129 | 1,076 | 15,052 |
| Provisions | 4,563 | 7,613 | -3,050 | 6,336 | 22,602 | -16,266 |
| Financial derivative instruments | 1,533 | -4,942 | 6,474 | 3,801 | 364 | 3,436 |
| Working capital items | 59,500 | 63,394 | -3,893 | 50,829 | 68,311 | -17,482 |
| Tax losses and tax credits / deduction for investment | 68,841 | -12,726 | 81,567 | 96,147 | -1,349 | 97,497 |
| Set-off | -26,778 | -26,778 | 0 | -58,392 | -58,392 | 0 |
| Total | 150,279 | 161,849 | -11,570 | 140,439 | 159,777 | -19,338 |
Deferred taxes are mainly due to the revaluation of assets and liabilities as a result of business combinations. The Group regularly assesses its uncertain tax positions. In accordance with IFRIC 23, and where appropriate, provisions are made which are recorded under the deferred tax liabilities.
The item 'Set-off' reflects the set-off between deferred tax assets and liabilities per entity at DEME.
| Total | 145,645 | 85,631 |
|---|---|---|
| Other unrecognized deferred tax assets (1) | 0 | 0 |
| Unrecognized receivables following tax losses | 145,645 | 85,631 |
| (€ 1,000) | 2021 | 2020 |
(1) The other unrecognized deferred tax assets principally concern amounts whose recuperation is restricted in time and dependent upon the extent to which taxable results can be achieved within this period. Claims which stem from the reclamation of unapplied taxable fixed income surplus are not mentioned in this overview.
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Current income tax expense, net | ||
| Current period tax expense | -90,272 | -101,777 |
| Adjustments to current tax of prior periods | 5,199 | 10,342 |
| Total | -85,073 | -91,435 |
| Deferred taxes, net | ||
| Origination and reversal of temporary differences | 4,787 | 44,769 |
| Additions (use) of tax losses | 920 | 265 |
| Other deferred taxes | -83 | -341 |
| Total | 5,624 | 44,693 |
| Total current and deferred tax (expenses) income | -79,449 | -46,742 |
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Profit (loss) before taxes | 591,659 | 324,356 |
| Profit (loss) of participations accounted for using the equity method (-) | -255,191 | -179,253 |
| Profit (loss) before taxes, excluding result from participations accounted for using the equity method | 336,469 | 145,103 |
| Statutory tax rate (%) | 25.00% | 25.00% |
| Tax expense using the statutory tax rate | -84,117 | -36,276 |
| Tax effect of rates in other jurisdictions | -468 | -8,250 |
| Tax effect of tax-exempt revenues | 39,386 | 33,085 |
| Tax effect of non-deductible expenses | -18,573 | -9,158 |
| Tax effect of tax losses | -5,393 | -23,999 |
| Tax effect from (under) or over provisions in prior periods | -9,765 | -6,733 |
| Other increase (decrease) | -518 | 4,587 |
| Tax expense using the effective tax rate | -79,449 | -46,742 |
| Profit (loss) before taxes | 591,659 | 324,356 |
| Profit (loss) of participations accounted for using the equity method (-) | -255,191 | -179,253 |
| Profit (loss) before taxes, excluding result from participations accounted for using the equity method | 336,469 | 145,103 |
| Effective tax rate (%) | 23.61% | 32.21% |
The income taxes amounted to 79.4 million euros for the full year 2021. That is 32.7 million euros more than the previous year and is in line with the group's higher profit. As in previous years, it should be pointed out that the profit contribution from the equity-accounted investments is a net contribution: the taxes borne by those entities are not visible, since these contributions from equity-accounted investments are reported on the basis of the net result (i.e. after tax) of the entities in question. After adjustment for these equity-accounted investments, the total tax expense of 79.4 million euros represents a tax rate of 23.6%.
Year of grant Share price (€) Dividend yield Volatility Interest rate Estimated expected
In 2021, 55,000 new stock options were granted with an exercise price of 124.67 euros per share and 53,500 options were exercised. The fair value when granted was fixed at 1.5 million euros and is recorded in the profit and loss account over
The beneficiaries of the option plans of Delen Private Bank, Bank Van Breda, Anima, Agidens and Turbo's Hoet Groep have a put option on the respective parent companies FinAx/Promofi, AvH and AvH Growth Capital (these companies have call options and a pre-emption right to prevent the shares from being transferred
These option plans concern shares which are not listed on a stock exchange and whose value is determined in the option plan. The valuation of the option price is (depending on the option plan) based on the growth of the equity, a multiple on the growth of the consolidated profit or a market valuation of the company.
In 2021, AvH has purchased 55,000 treasury shares in order to hedge options for the benefit of staff. Over the same period, beneficiaries of the share option plan exercised options on 53,500 AvH shares. On December 31, 2021, 306,250 options were outstanding on AvH shares. In order to hedge these (and future) obligations,
to third parties).
AvH owned 345,250 treasury shares on that date.
Treasury shares as part of the stock
option plan 2021 2020 Treasury shares as part of the
65.85 1.75% 20.24% 4.34% 5.90 17.78 37.02 2.66% 42.84% 3.39% 6.50 15.47 52.23 2.66% 34.34% 3.28% 7.29 16.53 63.80 2.26% 23.42% 2.82% 7.22 15.77 58.99 3.26% 31.65% 2.14% 7.40 15.13 63.62 3.26% 25.00% 1.27% 7.84 11.26 83.69 2.27% 21.00% 1.78% 7.79 15.35 101.35 2.19% 19.00% 0.47% 7.79 13.76 131.95 1.28% 23.00% 0.59% 7.79 27.72 129.40 1.40% 23.00% 0.34% 7.79 25.70 149.20 1.30% 20.00% 0.68% 7.79 27.32 135.50 1.43% 20.40% 0.52% 7.90 24.92 141.80 1.77% 21.00% -0.01% 7.90 22.43 129.50 1.35% 24.00% -0.36% 7.90 26.59
liabilities.
Opening balance 343,750 363,000 Opening balance 6,467 5,528 Acquisition of treasury shares 55,000 42,750 Acquisition of treasury shares 211,979 102,607 Disposal of treasury shares -53,500 -62,000 Disposal of treasury shares -216,604 -101,668 Ending balance 345,250 343,750 Ending balance 1,842 6,467
lifetime
the vesting period of 4 years. To hedge those (and future) obligations AvH had a
These option plans are accounted for in accordance with IFRS 2, and as such a liability is recorded in the balance sheet. The liabilities are reviewed as a result of an exercise, a regranting or modification of the parameters. These in- or decreases of the liability result respectively in a loss or profit in the income statement.
The total liability of the option plans of the fully consolidated subsidiaries as of 31 December 2021 amounts to 25,0 million euros, included in the other non-current
In addition, 211,979 AvH shares were purchased and 216,604 shares were sold in 2021 in the context of the contract that AvH entered into with Kepler Cheuvreux in order to support the liquidity of the AvH share. These transactions are initiated entirely autonomously by Kepler Cheuvreux, but as they take place on behalf of AvH, the net sale of 4,625 AvH shares has an impact on AvH's equity. On December 31, 2021, the number of treasury shares in the portfolio in the context of
liquidity contract 2021 2020
this liquidity agreement amounts to 1,842.
total of 345,250 shares in portfolio at the end of 2021.
Black & Scholes Value (€)
| Grant date | Number options accepted |
Number options exercised |
Number options expired |
Balance | Exercise price (€) | Exercise period | |
|---|---|---|---|---|---|---|---|
| 2008 | 46,500 | -44,500 | -2,000 | 0 | 66.05 | 01/01/2012 - 02/01/2016 + 5Y | |
| 2009 | 49,500 | -47,500 | -2,000 | 0 | 37.02 | 01/01/2013 - 05/01/2017 | |
| 2010 | 49,000 | -47,000 | -2,000 | 0 | 52.05 | 01/01/2014 - 04/01/2018 | |
| 2011 | 49,000 | -46,500 | -2,500 | 0 | 60.81 | 01/01/2015 - 04/01/2019 | |
| 2012 | 47,000 | -47,000 | 0 | 56.11 | 01/01/2016 - 03/01/2020 | ||
| 2013 | 49,500 | -49,500 | 0 | 61.71 | 01/01/2017 - 03/01/2021 | ||
| 2014 | 49,500 | -45,500 | 4,000 | 82.32 | 01/01/2018 - 02/01/2022 | ||
| 2015 | 50,500 | -2,000 | 48,500 | 100.23 | 01/01/2019 - 05/01/2023 | ||
| 2016 | 40,500 | -3,000 | 37,500 | 130.95 | 01/01/2020 - 03/01/2024 | ||
| 2017 | 46,000 | 0 | 46,000 | 128.30 | 01/01/2021 - 12/01/2025 | ||
| 2018 | 46,000 | 0 | -500 | 45,500 | 148.64 | 01/01/2022 - 11/01/2026 | |
| 2019 | 46,000 | 0 | 46,000 | 132.52 | 01/01/2023 - 14/01/2027 | ||
| 2020 | 23,750 | 0 | 23,750 | 141.09 | 01/01/2024 - 13/01/2028 | ||
| 2021 | 55,000 | 0 | 55,000 | 124.67 | 01/01/2025 - 14/01/2029 | ||
| 647,750 | -332,500 | -9,000 | 306,250 |
AvH's stock option plan, which was approved in March 1999, is intended to provide long-term motivation for executive directors, members of the executive committee and management whose activities are essential to the success of the group. The options give them the right to acquire a corresponding number of shares in Ackermans & van Haaren.
The remuneration committee is responsible for monitoring this plan and selecting the beneficiaries. The options are provided free of charge and their exercise period is 8 years.
The total value of the outstanding options of 2014-2021 (measured at the fair value when granted) amounts to 7.3 million euros and is calculated by an external party according to an adjusted Black & Scholes model of which the main components are:
| Year of grant | Share price (€) | Dividend yield | Volatility | Interest rate | Estimated expected lifetime |
Black & Scholes Value (€) |
|---|---|---|---|---|---|---|
| 2008 | 65.85 | 1.75% | 20.24% | 4.34% | 5.90 | 17.78 |
| 2009 | 37.02 | 2.66% | 42.84% | 3.39% | 6.50 | 15.47 |
| 2010 | 52.23 | 2.66% | 34.34% | 3.28% | 7.29 | 16.53 |
| 2011 | 63.80 | 2.26% | 23.42% | 2.82% | 7.22 | 15.77 |
| 2012 | 58.99 | 3.26% | 31.65% | 2.14% | 7.40 | 15.13 |
| 2013 | 63.62 | 3.26% | 25.00% | 1.27% | 7.84 | 11.26 |
| 2014 | 83.69 | 2.27% | 21.00% | 1.78% | 7.79 | 15.35 |
| 2015 | 101.35 | 2.19% | 19.00% | 0.47% | 7.79 | 13.76 |
| 2016 | 131.95 | 1.28% | 23.00% | 0.59% | 7.79 | 27.72 |
| 2017 | 129.40 | 1.40% | 23.00% | 0.34% | 7.79 | 25.70 |
| 2018 | 149.20 | 1.30% | 20.00% | 0.68% | 7.79 | 27.32 |
| 2019 | 135.50 | 1.43% | 20.40% | 0.52% | 7.90 | 24.92 |
| 2020 | 141.80 | 1.77% | 21.00% | -0.01% | 7.90 | 22.43 |
| 2021 | 129.50 | 1.35% | 24.00% | -0.36% | 7.90 | 26.59 |
In 2021, 55,000 new stock options were granted with an exercise price of 124.67 euros per share and 53,500 options were exercised. The fair value when granted was fixed at 1.5 million euros and is recorded in the profit and loss account over the vesting period of 4 years. To hedge those (and future) obligations AvH had a total of 345,250 shares in portfolio at the end of 2021.
The beneficiaries of the option plans of Delen Private Bank, Bank Van Breda, Anima, Agidens and Turbo's Hoet Groep have a put option on the respective parent companies FinAx/Promofi, AvH and AvH Growth Capital (these companies have call options and a pre-emption right to prevent the shares from being transferred to third parties).
These option plans concern shares which are not listed on a stock exchange and whose value is determined in the option plan. The valuation of the option price is (depending on the option plan) based on the growth of the equity, a multiple on the growth of the consolidated profit or a market valuation of the company.
In 2021, AvH has purchased 55,000 treasury shares in order to hedge options for the benefit of staff. Over the same period, beneficiaries of the share option plan exercised options on 53,500 AvH shares. On December 31, 2021, 306,250 options were outstanding on AvH shares. In order to hedge these (and future) obligations, AvH owned 345,250 treasury shares on that date.
| Treasury shares as part of the stock option plan |
2021 | 2020 | Treasury shares as part of the |
|---|---|---|---|
These option plans are accounted for in accordance with IFRS 2, and as such a liability is recorded in the balance sheet. The liabilities are reviewed as a result of an exercise, a regranting or modification of the parameters. These in- or decreases of the liability result respectively in a loss or profit in the income statement.
The total liability of the option plans of the fully consolidated subsidiaries as of 31 December 2021 amounts to 25,0 million euros, included in the other non-current liabilities.
In addition, 211,979 AvH shares were purchased and 216,604 shares were sold in 2021 in the context of the contract that AvH entered into with Kepler Cheuvreux in order to support the liquidity of the AvH share. These transactions are initiated entirely autonomously by Kepler Cheuvreux, but as they take place on behalf of AvH, the net sale of 4,625 AvH shares has an impact on AvH's equity. On December 31, 2021, the number of treasury shares in the portfolio in the context of this liquidity agreement amounts to 1,842.
| Treasury shares as part of the stock option plan |
2021 | 2020 | Treasury shares as part of the liquidity contract |
2021 | 2020 |
|---|---|---|---|---|---|
| Opening balance | 343,750 | 363,000 | Opening balance | 6,467 | 5,528 |
| Acquisition of treasury shares | 55,000 | 42,750 | Acquisition of treasury shares | 211,979 | 102,607 |
| Disposal of treasury shares | -53,500 | -62,000 | Disposal of treasury shares | -216,604 | -101,668 |
| Ending balance | 345,250 | 343,750 | Ending balance | 1,842 | 6,467 |
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Amount of personal guarantees, given or irrevocably promised by the enterprises included in the consolidation, as security for debts or commitments | 315,063 | 297,699 |
| Amount of real guarantees, given or irrevocably promised by the enterprises included in the consolidation on their own assets, as security for debts and commitments of enterprises included in the consolidation |
588,793 | 609,745 |
| Goods and values, not disclosed in the balance sheet, held by third parties in their own name but at risk to and for the benefit of the enterprise | 0 | 0 |
| Commitments to acquire fixed assets | 177,449 | 105,352 |
| Commitments to dispose of fixed assets | 291,336 | 255,134 |
| Rights and commitments not reflected in the balance sheet of banks (Bank J.Van Breda & C°) | ||
| - Loan commitments | 489,579 | 428,410 |
| - Financial guarantees | 52,181 | 62,943 |
| - Repo transactions + collateral | 401,700 | 303,426 |
The personal guarantees in 2021 are represented by 31.7 million euros in guarantees for Nextensa real estate projects and 2.9 million euros in guarantees for Agidens projects. The balance of 280.5 million euros mainly concerns guarantees entered into by AvH & subholdings relating to the sale of participations.
The real guarantees concern 197.6 million euros in guarantees put up by Nextensa regarding the financing of its activities in land and real estate development and 44.9 million euros in the scope of Rent-A-Port development projects. In addition, there are 337.5 million euros in guarantees from Anima for real estate financing, 4.3 million euros from Agidens and 4.5 million euros from Biolectric (regarding the financing of their respective headquarter).
The commitments to acquire fixed assets concern options as part of stock option plans or options as part of shareholders' agreements as well as the agreement that Rent-A-Port concluded at year-end 2021 to acquire an additional 32.6% stake in IAI, together totalling 177.4 million euros.
The commitments to dispose of fixed assets are for call options (including conditional options) on the assets of AvH & Growth Capital for the amount of 291.3 million euros.
Note 24: Employment
gave rise to a higher cost of the option plans.
Note 26: Pension liabilities
1. Amounts as recorded in the balance sheet
Fair value of plan assets
Present value of wholly or partially funded obligations (-)
The personnel charges increased by approximately 7.5%. This increase is explained by the generally higher level of activity and lower economic unemployment compared to the (Covid) year 2020. The increased profitability at the subsidiaries also
At the headquarters of AvH 37 persons are employed. A pro forma headcount of 22,653 is cited in the section '2021 at a glance' (page 8). This pro forma figure
These costs vary according to the turnover, but also depend on a number of other factors, including and more specifically in the case of DEME/CFE, the nature of the
Note 25: Raw materials, consumables, services and subcontracted work
Employees 6,836 7,053 Workers 4,074 4,264
(€ 1,000) 2021 2020 Remuneration and social charges -846,764 -792,566 Pension expenses (defined contribution and defined benefit plans) -22,998 -22,291 Share based payment -7,928 -1,732 Total -877,690 -816,589
(€ 1,000) 2021 2020 Raw materials and consumables used -2,088,071 -1,983,486 Changes in inventories of finished goods, raw materials & consumables -4,154 -25,327 General and administrative expenses, including subcontracted work -581,717 -523,196 Total -2,673,943 -2,532,009
(€ 1,000) 2021 2020
(€ 1,000) 2021 2020 Defined benefit pension plans -76,668 -77,355 Other pension obligations (early retirement) -5,376 -6,237 Total pension obligations -82,044 -83,592 Total pension assets 3,467 4,306
Net funded defined benefit plan (obligation) asset -73,201 -73,049
Defined benefit plan (obligation) asset, total -73,201 -73,049 Liabilities (-) -76,668 -77,355 Assets 3,467 4,306
2021 2020
comprises the staff of all participations held by the AvH group, and therefore deviates from the average headcount reported above which is based on the IFRS consolidation, which was drawn up on the basis of the consolidation scope reported in Note 2 and 3. In this pro forma presentation, all (exclusive) control interests are
work performed (execution only, EPC, …) and its contractual structure (subcon-
-358,746
285,545 -368,346
295,297
incorporated in full and the other interests proportionally.
tractors, sole contractor or joint ventures, …).
The off-balance-sheet commitments of Bank Van Breda consist primarily of the unused part of loans/credit lines granted. Bank guarantees, security loans and documentary credits have also been granted to clients. These off-balance-sheet commitments are also taken into account in the assessment of the credit risk. No higher drawdowns on the credit lines have been reported during the coronavirus crisis; the amount of unused credit lines remained stable.
Bank Van Breda has also given certain real guarantees on its own behalf: a number of bonds from the investment portfolio have been pledged in the context of the TLTRO borrowings from the ECB and for the use of the Bancontact Payconiq payment system.
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Commitments | ||
| Performance guarantees and performance bonds (1) | 1,477,797 | 1,388,480 |
| Bid bonds (2) | 15,721 | 18,144 |
| Repayment of advance payments (3) | 0 | 0 |
| Retentions (4) | 36,950 | 19,724 |
| Deferred payments to subcontractors and suppliers (5) | 43,311 | 37,561 |
| Other commitments given - including 49,554 thousand euros of corporate guarantees at DEME | 51,177 | 102,199 |
| Amount of real guarantees, given or irrevocably promised by the enterprises included in the consolidation on their own assets, as security for debts and commitments of enterprises included in the consolidation (6) |
18,281 | 55,686 |
| Total | 1,643,237 | 1,621,794 |
| Rights | ||
| Performance guarantees and performance bonds | 301,481 | 435,733 |
| Other commitments received | 13,101 | 4,361 |
| Total | 314,582 | 440,094 |
(1) Guarantees given in relation to the performance of works contracts. If the construction entity fails to perform, the bank (or insurance company) undertakes to compensate the customer to the extent of the guarantee.
(2) Guarantees provided as part of tenders.
(3) Guarantees provided by a bank to a customer guaranteeing the repayment of advance payments in relation to contracts (mainly at DEME).
(6) Collateral security worth 9.4 million euros at DEME as part of the financing for the fleet.
| 2021 | 2020 | |
|---|---|---|
| Employees | 6,836 | 7,053 |
| Workers | 4,074 | 4,264 |
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Remuneration and social charges | -846,764 | -792,566 |
| Pension expenses (defined contribution and defined benefit plans) | -22,998 | -22,291 |
| Share based payment | -7,928 | -1,732 |
| Total | -877,690 | -816,589 |
The personnel charges increased by approximately 7.5%. This increase is explained by the generally higher level of activity and lower economic unemployment compared to the (Covid) year 2020. The increased profitability at the subsidiaries also gave rise to a higher cost of the option plans.
At the headquarters of AvH 37 persons are employed. A pro forma headcount of 22,653 is cited in the section '2021 at a glance' (page 8). This pro forma figure comprises the staff of all participations held by the AvH group, and therefore deviates from the average headcount reported above which is based on the IFRS consolidation, which was drawn up on the basis of the consolidation scope reported in Note 2 and 3. In this pro forma presentation, all (exclusive) control interests are incorporated in full and the other interests proportionally.
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Raw materials and consumables used | -2,088,071 | -1,983,486 |
| Changes in inventories of finished goods, raw materials & consumables | -4,154 | -25,327 |
| General and administrative expenses, including subcontracted work | -581,717 | -523,196 |
| Total | -2,673,943 | -2,532,009 |
These costs vary according to the turnover, but also depend on a number of other factors, including and more specifically in the case of DEME/CFE, the nature of the work performed (execution only, EPC, …) and its contractual structure (subcontractors, sole contractor or joint ventures, …).
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Defined benefit pension plans | -76,668 | -77,355 |
| Other pension obligations (early retirement) | -5,376 | -6,237 |
| Total pension obligations | -82,044 | -83,592 |
| Total pension assets | 3,467 | 4,306 |
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| 1. Amounts as recorded in the balance sheet | ||
| Net funded defined benefit plan (obligation) asset | -73,201 | -73,049 |
| Present value of wholly or partially funded obligations (-) | -358,746 | -368,346 |
| Fair value of plan assets | 285,545 | 295,297 |
| Defined benefit plan (obligation) asset, total | -73,201 | -73,049 |
| Liabilities (-) | -76,668 | -77,355 |
| Assets | 3,467 | 4,306 |
| Movements in plan assets (obligations) as recorded in the balance sheet | ||
|---|---|---|
| Net defined benefit plan asset (obligation) recorded in the balance sheet, opening balance | -73,049 | -65,984 |
| Increase (decrease) from business combinations/disposals | 0 | 0 |
| Net defined benefit cost recorded in the income statement | -21,382 | -20,182 |
| Net defined benefit cost recorded in 'Other Comprehensive Income' | 687 | -6,969 |
| Contributions from employer / employee | 20,336 | 19,947 |
| Other increase (decrease) | 208 | 139 |
| Net defined benefit plan asset (obligation) recorded in the balance sheet, ending balance | -73,201 | -73,049 |
| 2a. Net cost recorded in the income statement | -21,382 | -20,182 |
| Current service cost | -21,031 | -20,063 |
| Interest cost | -1,663 | -2,416 |
| Interest income on plan assets (-) | 1,394 | 2,036 |
| Past service cost | -82 | 261 |
| 2b. Net cost recorded in 'Other Comprehensive Income' | 687 | -6,969 |
| Actuarial gains/(losses) recognised in 'Other Comprehensive Income' | 7,189 | -13,476 |
| Return on plan assets, excluding interest income (-) | -6,455 | 5,877 |
| Exchange differences | 0 | 17 |
| Other | -48 | 614 |
| 3a. Movements in defined benefit plan obligations | ||
| Defined benefit plan obligations recorded in the balance sheet, opening balance | -368,346 | -351,378 |
| Increase as a result of business combinations | 0 | 0 |
| Decrease as a result of business disposals | 3,167 | 0 |
| Current service cost | -21,031 | -20,063 |
| Interest cost | -1,663 | -2,416 |
| Contributions from employee | -913 | -1,213 |
| Benefit payments (-) | 20,265 | 17,254 |
| Remeasurement (gains)/losses (net) | 7,189 | -13,476 |
| of which: actuarial (gains)/losses on DBO arising from changes in demographic assumptions | -7,449 | -176 |
| of which: actuarial (gains)/losses on DBO arising from changes in financial assumptions | 17,788 | -8,647 |
| of which: actuarial (gains)/losses on DBO arising from experience | -3,150 | -4,653 |
| Past service cost | 0 | 364 |
| Exchange differences | 0 | 17 |
| Other increase (decrease) | 2,586 | 2,565 |
| Defined benefit plan obligations recorded in the balance sheet, ending balance | -358,746 | -368,346 |
| 3b. Movements in plan assets | ||
| Fair value of the plan assets, opening balance | 295,297 | 285,395 |
| Increase as a result of business combinations | 0 | 0 |
| Decrease through business disposals | -3,054 | 0 |
| Return on plan assets excluding interest income | -6,455 | 5,877 |
| Interest income on plan assets | 1,394 | 2,036 |
| Contributions from employer / employee | 21,249 | 21,161 |
| Benefit payments (-) | -20,265 | -17,254 |
| Exchange differences | 0 | 0 |
| Other increase (decrease) | -2,621 | -1,917 |
| Fair value of the plan assets, ending balance | 285,545 | 295,297 |
| 4. Principal actuarial assumptions | ||
| Discount rate used | 0.9% | 0.5% |
6. Sensitivity analysis Discount rate
guaranteed interest rate).
anteed yield.
Expected rate of salary increase
to 2021, the guaranteed yield was 1.75%.
AvH took out 'defined benefit' as well as 'defined contribution' pension plans. These plans are underwritten by insurers in class 21 (life insurance policies with
Belgian law requires that employers guarantee a minimum yield of 3.25% on their own contributions to defined contribution plans; this applies to all payments made up to 31/12/2015 and until retirement age. On January 1, 2016, the Act of December 18, 2015 came into effect. The WAP (Law on Supplementary Pensions) yield guaranteed by the employer is a 'variable' interest rate, linked to the yield on the bond market which will be defined each year as of January 1 on the basis of a formula specified in the Law on Supplementary Pensions. For the periods 2017 up
The guarantee which the employer offers under the Law on Supplementary Pensions is a secondary guarantee: the employer only has to make up the difference if the yield guaranteed by the insurer on plan assets is lower than the legally guar-
25 base point increase -4.7% -3.6% 25 base point decrease 2.9% 3.8%
25 base point increase 0.8% 1.9% 25 base point decrease -2.8% -1.8%
For that reason, a yearly actuarial calculation for the material defined contribution plans is carried out, in accordance with IAS 19R. For the non-material defined contribution plans, it will be annually verified whether the accumulated (mathematical) reserves are in line with the legally guaranteed minimum reserves. The accumu-
In accordance with IAS 19R, an actuarial calculation is carried out according to the Projected Unit Credit method for the defined benefit plans. The plan assets are measured at the discounted value of the reserves, taking into account the interest rates guaranteed by the insurers. Actuarial gains and losses are reported as other comprehensive income in the equity (see the item 'Actuarial gains and losses on defined benefit pension plans' in the statement of changes in consolidated equity).
lated reserves were more than sufficient at the end of 2021.
| Discount rate used | 0.9% | 0.5% |
|---|---|---|
| Expected rate of salary increase | 3.4% | 3.2% |
| Inflation | 1.9% | 1.7% |
| Mortality tables | MR/FR | MR/FR |
| 5. Other information | ||
|---|---|---|
| Term (in years) | 15.74 | 14.00 |
| Average actual return on plan assets | -1.71% | 2.79% |
| Expected contribution in next financial year | 17,750 | 18,894 |
| 6. Sensitivity analysis | ||
|---|---|---|
| Discount rate | ||
| 25 base point increase | -4.7% | -3.6% |
| 25 base point decrease | 2.9% | 3.8% |
| Expected rate of salary increase | ||
| 25 base point increase | 0.8% | 1.9% |
| 25 base point decrease | -2.8% | -1.8% |
AvH took out 'defined benefit' as well as 'defined contribution' pension plans. These plans are underwritten by insurers in class 21 (life insurance policies with guaranteed interest rate).
Belgian law requires that employers guarantee a minimum yield of 3.25% on their own contributions to defined contribution plans; this applies to all payments made up to 31/12/2015 and until retirement age. On January 1, 2016, the Act of December 18, 2015 came into effect. The WAP (Law on Supplementary Pensions) yield guaranteed by the employer is a 'variable' interest rate, linked to the yield on the bond market which will be defined each year as of January 1 on the basis of a formula specified in the Law on Supplementary Pensions. For the periods 2017 up to 2021, the guaranteed yield was 1.75%.
The guarantee which the employer offers under the Law on Supplementary Pensions is a secondary guarantee: the employer only has to make up the difference if the yield guaranteed by the insurer on plan assets is lower than the legally guaranteed yield.
For that reason, a yearly actuarial calculation for the material defined contribution plans is carried out, in accordance with IAS 19R. For the non-material defined contribution plans, it will be annually verified whether the accumulated (mathematical) reserves are in line with the legally guaranteed minimum reserves. The accumulated reserves were more than sufficient at the end of 2021.
In accordance with IAS 19R, an actuarial calculation is carried out according to the Projected Unit Credit method for the defined benefit plans. The plan assets are measured at the discounted value of the reserves, taking into account the interest rates guaranteed by the insurers. Actuarial gains and losses are reported as other comprehensive income in the equity (see the item 'Actuarial gains and losses on defined benefit pension plans' in the statement of changes in consolidated equity).
| (€ 1,000) | Financial year |
2021 | Financial year |
2020 | ||||
|---|---|---|---|---|---|---|---|---|
| Subsidiaries | participations Associated |
Other related parties |
TOTAL 2021 | Subsidiaries | participations Associated |
Other related parties |
TOTAL 2020 | |
| I. Assets with related parties - balance sheet |
||||||||
| Financial fixed assets | 0 | 11,449 | 0 | 11,449 | 0 | 14,264 | 0 | 14,264 |
| Receivables and warranties: gross amount | 0 | 11,449 | 0 | 11,449 | 0 | 14,264 | 0 | 14,264 |
| Receivables and warranties: impairments | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Amounts receivable | 6,913 | 7,932 | 4 | 14,848 | 50,602 | 1,230 | 0 | 51,832 |
| Trade debtors | 499 | 21 | 4 | 524 | 938 | 523 | 0 | 1,462 |
| Other receivables: gross amount | 6,414 | 9,891 | 0 | 16,305 | 56,394 | 2,687 | 0 | 59,081 |
| Other receivables: impairments | 0 | -1,981 | 0 | -1,981 | -6,730 | -1,981 | 0 | -8,711 |
| Banks - receivables from credit institutions & clients | 5,091 | 0 | 0 | 5,091 | 7,334 | 1 | 0 | 7,335 |
| Deferred charges & accrued income | 8,497 | 609 | 0 | 9,106 | 5,406 | 121 | 0 | 5,527 |
| Total | 20,501 | 19,989 | 4 | 40,494 | 63,342 | 15,616 | 0 | 78,958 |
| II. Liabilities with related parties - balance sheet |
||||||||
| Financial debts | 30,787 | 0 | 0 | 30,787 | 32,308 | 0 | 0 | 32,308 |
| Subordinated loans | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Other financial debts | 30,787 | 0 | 0 | 30,787 | 32,308 | 0 | 0 | 32,308 |
| Other debts | 30 | 150 | 0 | 180 | 1,899 | 150 | 0 | 2,049 |
| Trade payables | 12 | 0 | 0 | 12 | 1,253 | 0 | 0 | 1,253 |
| Other amounts payable | 18 | 150 | 0 | 168 | 646 | 150 | 0 | 796 |
| Banks - debts to credit institutions, clients & securi ties |
151,033 | 0 | 0 | 151,033 | 149,496 | 733 | 0 | 150,229 |
| Accrued charges and deferred income | 1,209 | 0 | 0 | 1,209 | 2,486 | 0 | 0 | 2,486 |
| Total | 183,059 | 150 | 0 | 183,209 | 186,189 | 883 | 0 | 187,072 |
| III. Transactions with related parties - income statement |
||||||||
| Revenue | 61,872 | 445 | 3 | 62,319 | 45,808 | 710 | 3 | 46,521 |
| Rendering of services | 2,232 | 75 | 3 | 2,311 | 2,130 | 45 | 3 | 2,178 |
| Real estate revenue | 48 | 0 | 0 | 48 | 131 | 0 | 0 | 131 |
| Interest income of banking activities | 0 | 0 | 0 | 0 | 1 | 19 | 0 | 20 |
| Commissions receivable of banking activities | 59,567 | 0 | 0 | 59,567 | 43,546 | 1 | 0 | 43,547 |
| Revenue from construction contracts | 0 | 0 | 0 | 0 | 0 | 191 | 0 | 191 |
| Other operating revenue | 25 | 369 | 0 | 394 | 0 | 454 | 0 | 454 |
| Operating expenses (-) | -88 | 0 | 0 | -88 | -172 | -3,176 | 0 | -3,348 |
| Raw materials, consum., services & subcontracted work (-) | -88 | 0 | 0 | -88 | -172 | -3,176 | 0 | -3,348 |
| Interest expenses Bank Van Breda (-) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Impairment losses (-) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Financial result | -832 | 1,568 | 0 | 736 | 693 | 1,295 | 0 | 1,989 |
| Interest income | 1,118 | 1,568 | 0 | 2,686 | 3,321 | 1,295 | 0 | 4,616 |
| Interest expenses | -1,950 | 0 | 0 | -1,950 | -2,628 | 0 | 0 | -2,628 |
The loans that AvH (and subholdings) have granted to participations that are not fully consolidated are included in the above table. The interest rate charged for these intra-group loans is at arm's length. The same applies for financing loans that Nextensa, Rent-A-Port and Green Offshore grant to their equity-method participations (or receive from them, as is the case at Rent-A-Port).
Through the full consolidation of Bank Van Breda and the inclusion of Delen Private Bank using the equity method, the commercial paper of Bank Van Breda held by Delen Private Bank (144.4 million euros) and the time deposits (6.6 million euros) are reported as a debt of Bank Van Breda to a related party.
euros respectively.
Remuneration of the directors
Remuneration of the members of the executive committee
(1) Including jointly controlled subsidiaries accounted for using the equity method.
• Ackermans & van Haaren (AvH) owns 15,720,684 shares of CFE and as a result is the primary shareholder of CFE with 62.10% of the total number of shares. • Under the service contracts which DEME and CFE concluded with AvH (in 2001 and 2015 respectively), amounts were paid of 1.2 million euros and 0.7 million • Transactions with related parties concerned mainly transactions with companies in which CFE and DEME have a joint control or a significative influence. These
transactions are concluded at arm's length.
(€ 1,000) 2021 2020 Assets with related parties CFE-DEME 144,286 133,838 Non current financial assets 109,788 86,576 Trade and other receivables 29,043 39,342 Other current assets 5,455 7,920 Liabilities with related parties CFE-DEME 35,781 38,584 Other non current liabilities 15,061 9,269 Trade and other liabilities 20,720 29,315
(€ 1,000) 2021 2020 Revenues and expenses with related parties CFE-DEME 229,758 320,669 Revenue and revenue from auxiliary activities 242,452 337,302 Purchases and other operating expenses -17,505 -22,041 Net financial income/(expense) 4,811 5,408
(€ 1,000) 2021 2020
Tantièmes at the expense of AvH 605 598
Fixed remuneration 3,079 2,932 Variable remuneration 3,395 1,879 Share based payment 1,059 336 Group and hospitalisation insurance 367 484 Benefits in kind (company car) 33 35
(€ 1,000) AvH Subsidiaries (1) Total 2021 AvH Subsidiaries (1) Total 2020 The statutory mandate 66 2,562 2,628 63 1,058 1,121 Special missions 0 0 - Other control missions 14 212 226 0 59 59 - Tax advice 6 419 425 6 330 335 - Other missions than statutory 8 70 79 0 27 27 Total 94 3,263 3,358 68 1,474 1,542
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Assets with related parties CFE-DEME | 144,286 | 133,838 |
| Non current financial assets | 109,788 | 86,576 |
| Trade and other receivables | 29,043 | 39,342 |
| Other current assets | 5,455 | 7,920 |
| Liabilities with related parties CFE-DEME | 35,781 | 38,584 |
| Other non current liabilities | 15,061 | 9,269 |
| Trade and other liabilities | 20,720 | 29,315 |
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Revenues and expenses with related parties CFE-DEME | 229,758 | 320,669 |
| Revenue and revenue from auxiliary activities | 242,452 | 337,302 |
| Purchases and other operating expenses | -17,505 | -22,041 |
| Net financial income/(expense) | 4,811 | 5,408 |
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Remuneration of the directors | ||
| Tantièmes at the expense of AvH | 605 | 598 |
| Remuneration of the members of the executive committee | ||
| Fixed remuneration | 3,079 | 2,932 |
| Variable remuneration | 3,395 | 1,879 |
| Share based payment | 1,059 | 336 |
| Group and hospitalisation insurance | 367 | 484 |
| Benefits in kind (company car) | 33 | 35 |
| (€ 1,000) | AvH | Subsidiaries (1) | Total 2021 | AvH | Subsidiaries (1) | Total 2020 |
|---|---|---|---|---|---|---|
| The statutory mandate | 66 | 2,562 | 2,628 | 63 | 1,058 | 1,121 |
| Special missions | 0 | 0 | ||||
| - Other control missions | 14 | 212 | 226 | 0 | 59 | 59 |
| - Tax advice | 6 | 419 | 425 | 6 | 330 | 335 |
| - Other missions than statutory | 8 | 70 | 79 | 0 | 27 | 27 |
| Total | 94 | 3,263 | 3,358 | 68 | 1,474 | 1,542 |
(1) Including jointly controlled subsidiaries accounted for using the equity method.
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Net consolidated result, group share (€ 1,000) | 406,814 | 229,791 |
| Weighted average number of shares (1) | 33,148,250 | 33,137,532 |
| Earnings per share (€) | 12.27 | 6.93 |
| Net consolidated result, group share (€ 1,000) | 406,814 | 229,791 |
| Weighted average number of shares (1) | 33,148,250 | 33,137,532 |
| Impact stock options | 34,242 | 43,023 |
| Adjusted weighted average number of shares | 33,182,491 | 33,180,554 |
| Diluted earnings per share (€) | 12.26 | 6.93 |
Note 30: Major events after balance sheet date
imately 75 million euros.
• Early 2022, an agreement has been signed with Lone Star Funds for the sale of 100% of the share capital of Manuchar. The realisation of the transaction, which is expected in the second quarter of 2022, will generate cash revenue for AvH of approximately 140 million euros and a capital gain estimated at approxthe leadership of the group as co-CEOs. Jan Suykens will continue to provide his expertise to the AvH group as senior advisor. In this role, he will continue to actively exercise a number of board mandates, amongst others as chairman of
• In the present circumstances it is impossible to tell what the impact in the short and the long term may be of the Russian-Ukrainian crisis. The short-term financial impact for the AvH group is small, since our participations are not, or only to a minor extent, active in the region. Our greatest concern is for the em-
Bank Van Breda and as vice-chairman of Delen Private Bank.
ployees who work in the region or who have Ukrainian nationality.
• Composition of the executive committee – Succession of Jan Suykens Some time ago, Jan Suykens expressed his desire to pass on the torch as CEOchairman of the executive committee. He will be succeeded after the general meeting of May 23 by Piet Dejonghe and John-Eric Bertrand, who will take over
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Net consolidated result from continuing operations, group share (€ 1,000) | 406,964 | 229,791 |
| Weighted average number of shares (1) | 33,148,250 | 33,137,532 |
| Earnings per share (€) | 12.28 | 6.93 |
| Net consolidated result from continuing operations, group share (€ 1,000) | 406,964 | 229,791 |
| Weighted average number of shares (1) | 33,148,250 | 33,137,532 |
| Impact stock options | 34,242 | 43,023 |
| Adjusted weighted average number of shares | 33,182,491 | 33,180,554 |
| Diluted earnings per share (€) | 12.26 | 6.93 |
(1) Based on number of shares issued, adjusted for treasury shares in portfolio
A dividend of EUR 2.75 per share will be proposed for approval to the ordinary general meeting of shareholders which will take place on 23 May 2022.
| (€ 1,000) | 2021 | 2020 |
|---|---|---|
| Dividend on ordinary shares distributed in: | ||
| - Final dividend 2020: 2.35 euros per share | -77,890 | -76,813 |
| (€ 1,000) | |
|---|---|
| Dividend on ordinary shares: | |
| - Final dividend 2021: 2.75 euros per share (1) | -92,116 |
(1) Maximum amount of dividend, based upon the total number of shares, without taking into account the treasury shares.
| 2021 | 2020 | |
|---|---|---|
| Gross | 2.7500 | 2.3500 |
| Net (witholding tax 30%) | 1.9250 | 1.6450 |
the leadership of the group as co-CEOs. Jan Suykens will continue to provide his expertise to the AvH group as senior advisor. In this role, he will continue to actively exercise a number of board mandates, amongst others as chairman of Bank Van Breda and as vice-chairman of Delen Private Bank.
• In the present circumstances it is impossible to tell what the impact in the short and the long term may be of the Russian-Ukrainian crisis. The short-term financial impact for the AvH group is small, since our participations are not, or only to a minor extent, active in the region. Our greatest concern is for the employees who work in the region or who have Ukrainian nationality.
Independent auditor's report to the general meeting of Ackermans & van Haaren NV for the year ended 31 December 2021.
As required by law and the Company's articles of association, we report to you as statutory auditor of Ackermans & van Haaren NV (the "Company") and its subsidiaries (together the "Group"). This report includes our opinion on the consolidated statement of the financial position as at 31 December 2021, the consolidated statement of the realized and un-realized results, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year ended 31 December 2021 and the disclosures (all elements together the "Consolidated Financial Statements") and includes as well our report on other legal and regulatory requirements. These two reports are considered as one report and are inseparable.
We have been appointed as statutory auditor by the shareholders' meeting of 27 May 2019, in accordance with the proposition by the Board of Directors following recommendation of the Audit Committee. Our mandate expires at the shareholders' meeting that will deliberate on the Consolidated Financial Statements for the year ending 31 December 2021. We performed the audit of the Consolidated Financial Statements of the Group during 21 consecutive years.
We have audited the Consolidated Financial Statements of Ackermans & van Haaren NV, that comprise of the consolidated statement of the financial position as at 31 December 2021, the consolidated statement of the realized and un-realized results, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year ended 31 December 2021 and the disclosures, which show a consolidated balance sheet total of € 17,233,026,(000) and of which the consolidated income statement shows a profit for the year (attributable to the owners of the Company) of € 406,814,(000).
In our opinion, the Consolidated Financial Statements give a true and fair view of the consolidated net equity and financial position as at 31 December 2020, and of its consolidated results for the year then ended, prepared in accordance with the International Financial Reporting Standards as adopted by the European Union ("IFRS") and with applicable legal and regulatory requirements in Belgium.
We conducted our audit in accordance with International Standards on Auditing ("ISAs"). Our responsibilities under those standards are further described in the "Our responsibilities for the audit of the consolidated financial statements" section of our report.
We have complied with all ethical requirements that are relevant to our audit of the Consolidated Financial Statements in Belgium, including those with respect of independence.
We have obtained from the Board of Directors and the officials of the Company the explanations and information necessary for the performance of our audit and we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Consolidated Financial Statements of the current reporting period.
• We analyzed correspondence with customers : around variations and claims and considered whether this information is consistent with the estimates made by related profit to be recognized for the period and changes to these estimates could
• We obtained an understanding of the process related to the contract follow up, the revenue and margin recognition, and we considered the design of the related
• We have selected a sample of project developments and verified the costs incurred to date, relating to land purchases and work in progress. We also recalculated the percentage of completion at balance sheet date, agreed sales values to contracts, ans verified the accuracy of the revenue recognition formula. • We performed an assessment of the calculations of net realizable values and challenged the reasonableness and consistency of the assumptions and model
• We evaluated the financial performance of specific projects against budget and historical trends, specifically in view of assessing the reasonableness of the costs
• Reference to information or notes in the Consolidated Financial
Refer to note 1 (IFRS valuation rules) and note 14 (inventories and construction
4. Specific allowances for loans and advances to customers (Private
The net portfolio of loans and advances to customers amounted to € 5,748 million as at 31 December 2021. Loans and advances to customers are measured at amortized cost, net of the allowance for loan losses (€ 29.95million, including commit-
Certain aspects of the accounting for allowance for loan losses require significant judgement by management, such as the identification of loans and advances to customers that are deteriorating, the assessment of objective evidence for impairment, the value of collateral and the estimation of the recoverable amount.
The use of different modeling techniques and assumptions can lead to considerably
Due to the significance of loans and advances to customers and the related estimation uncertainty, the valuation of loans and advances to customers is considered
• Assessing the design and evaluation of the operating effectiveness of controls around the valuation and accuracy of loans and advances and collateral data, the determination of risk ratings and the process for identifying arrears and the
• Performing risk assessment aimed at identifying higher risk portfolios, including
• Credit file reviews on a sample basis to test the recoverability of loans and advances to customers. By doing so, challenging the probability of realization, and
• Evaluation of the most important input variables and assumptions for the models used for the determination of impairment of loans and advances to customers calculated on a collective basis and testing of the arithmetic accuracy of the
• Comparing Management's key assumptions against the understanding of the
• Assessing whether disclosures appropriately reflected the exposure to credit risk, including controls over identification and disclosure of forborne loans, collateral
give rise to important variances.
used by management.
to complete
statements
banking)
as a key audit matter.
management thereof.
models.
Company concerned: Bank Van Breda
• Description of the key audit matter
ted loans not (yet) recognised in the balance sheet).
different estimates of impairments for credit losses.
• Summary of audit procedures performed
relevant industries and business environments.
valuation and sensitivity of key assumptions.
The following audit procedures were performed, amongst others:
an assessment of management's own portfolio stress tests.
valuation of collateral and other possible sources of repayment.
contracts)
• Summary of audit procedures performed
key internal controls, including management review controls.
• We Inspected selected contracts for key clauses. We identified relevant contractual clauses impacting the (un)bundling of contracts, delay penalties, bonuses or success fees and we assessed whether these key clauses have been appropriately reflected in the amounts recognized in the Consolidated financial state-
• Reference to information or notes in the Consolidated Financial
The methodology applied in recognizing revenue and contract accounting is set out in note 1 (IFRS valuation rules) and note 14 (Inventories and construction contracts)
DEME operates it's global business across a variety of countries subject to different tax regimes. The taxation of it's operations can be subject to judgements and might result in diverging views of local tax authorities and that may span multiple years to get resolved. Where the amount of tax payable is uncertain, management establishes an accrual based on it's best estimate of the probable amount to settle the liability. Management exercises significant judgement in assessing the liability for uncertain tax positions at balance sheet date and changes to these estimates
• We obtained an understanding of the process in respect of accounting for (de-
• We assessed the estimated probability of the identified tax risk and challenged management's estimate of the potential outflows trough management inquiry and inspection of a review of the supporting documentation (changes in tax legislation, correspondence with tax authorities and tax advisors, available rul-
• We involved our tax professionals to assist us to evaluate management's assumptions and application of relevant tax laws and regulations in assessing of
• Reference to information or notes in the Consolidated Financial
3. Revenue recognition and valuation of inventories and construction contracts (Marine Engineering & Contracting, Real Estate & Senior
The valuation of the land positions and the incurred constructions costs for residential property developments are based on the historical cost or lower net realizable value. The assessment of the net realizable values involves assumptions relating to future market developments, permit decisions of governmental bodies, discount rates and future changes in costs and selling prices. These estimates involve various terms and are sensitive to scenarios and assumptions used and involve as such significant management judgement. Risk exists that potential impairments of inventories are not appropriately accounted for in the Consolidated Financial State-
Revenues and results are recognized to the extent that components (housing units) have been sold and based on the percentage of completion of the development. The recognition of revenue and profit therefore relies on estimates in relation to
This often involves a high degree of judgement due to the complexity of projects and uncertainty about costs to complete. This is a key audit matter because there is a high degree of risk associated with estimating the amount of revenue and
ferred) taxes and considered the design of the related controls.
2. Uncertain tax positions (Marine Engineering & Contracting)
the management.
ments.
statements
to the Consolidated Financial Statements.
• Description of the key audit matter
could give rise to important variances.
the Group's uncertain tax positions.
Companies concerned: CFE and Nextensa
the forecasted total costs on each project.
• Description of the key audit matter
Refer to note 1 (IFRS valuation rules) and note 21 (Taxes).
ings).
statements
Care)
ments.
• Summary of audit procedures performed
Company concerned: DEME
These matters were addressed in the context of our audit of the Consolidated Financial Statements as a whole and in forming our opinion thereon, and consequently we do not provide a separate opinion on these matters.
Companies concerned: CFE and DEME
For the majority of its contracts (hereafter the "contracts" or the "projects"), the Group recognizes revenue and profit on the stage of completion based on the proportion of contract costs incurred for the work performed to the balance sheet date, relative to the estimated total costs of the contract at completion. The recognition of revenue and profit therefore relies on estimates in relation to the forecast total costs on each contract. Cost contingencies may also be included in these estimates to take account of specific uncertain risks, or disputed claims against the Group, arising within each contract. The revenue on contracts may also include variations and claims, which are recognized on a contract-by-contract basis when the additional contract revenue can be measured reliably.
Revenue recognition and contract accounting often involves a high degree of judgment due to the complexity of projects, uncertainty about costs to complete and uncertainty about the outcome of discussions with clients on variation orders and claims. This is a key audit matter because there is a high degree of risk and related management judgement in estimating the amount of revenue and associated profit or loss to be recognized, and changes to these estimates could give rise to important variances.
The methodology applied in recognizing revenue and contract accounting is set out in note 1 (IFRS valuation rules) and note 14 (Inventories and construction contracts) to the Consolidated Financial Statements.
Company concerned: DEME
DEME operates it's global business across a variety of countries subject to different tax regimes. The taxation of it's operations can be subject to judgements and might result in diverging views of local tax authorities and that may span multiple years to get resolved. Where the amount of tax payable is uncertain, management establishes an accrual based on it's best estimate of the probable amount to settle the liability. Management exercises significant judgement in assessing the liability for uncertain tax positions at balance sheet date and changes to these estimates could give rise to important variances.
Refer to note 1 (IFRS valuation rules) and note 21 (Taxes).
3. Revenue recognition and valuation of inventories and construction contracts (Marine Engineering & Contracting, Real Estate & Senior Care)
Companies concerned: CFE and Nextensa
The valuation of the land positions and the incurred constructions costs for residential property developments are based on the historical cost or lower net realizable value. The assessment of the net realizable values involves assumptions relating to future market developments, permit decisions of governmental bodies, discount rates and future changes in costs and selling prices. These estimates involve various terms and are sensitive to scenarios and assumptions used and involve as such significant management judgement. Risk exists that potential impairments of inventories are not appropriately accounted for in the Consolidated Financial Statements.
Revenues and results are recognized to the extent that components (housing units) have been sold and based on the percentage of completion of the development. The recognition of revenue and profit therefore relies on estimates in relation to the forecasted total costs on each project.
This often involves a high degree of judgement due to the complexity of projects and uncertainty about costs to complete. This is a key audit matter because there is a high degree of risk associated with estimating the amount of revenue and related profit to be recognized for the period and changes to these estimates could give rise to important variances.
Refer to note 1 (IFRS valuation rules) and note 14 (inventories and construction contracts)
Company concerned: Bank Van Breda
The net portfolio of loans and advances to customers amounted to € 5,748 million as at 31 December 2021. Loans and advances to customers are measured at amortized cost, net of the allowance for loan losses (€ 29.95million, including committed loans not (yet) recognised in the balance sheet).
Certain aspects of the accounting for allowance for loan losses require significant judgement by management, such as the identification of loans and advances to customers that are deteriorating, the assessment of objective evidence for impairment, the value of collateral and the estimation of the recoverable amount.
The use of different modeling techniques and assumptions can lead to considerably different estimates of impairments for credit losses.
Due to the significance of loans and advances to customers and the related estimation uncertainty, the valuation of loans and advances to customers is considered as a key audit matter.
The following audit procedures were performed, amongst others:
Refer to note 1 (IFRS valuation rules) and note 13 (Banks – receivables from credit institutions and clients)
Companies concerned: Nextensa
As per 31 December 2021 the Group presents Investment property for a total amount of € 1,408 million on its balance sheet.
In accordance with the accounting policies and IAS 40 standard "Investment property", investment property is valued at fair value, and the changes in the fair value of investment property are recognized in the income statement.
The fair value of investment properties belongs to the level 3 of the fair value hierarchy defined within the IFRS 13 standard "Fair Value Measurement". Some parameters used for valuation purposes are based on data that can be observed to a limited extent (discount rate, future occupancy rate, …) and therefore require judgment of management.
The audit risk appears in the valuation of these investment properties and is therefore a key audit matter.
The group uses external appraisers to make an estimate of the fair value of the investment properties of the Group, with the support of internal real estate valuation specialists, the valuation reports were evaluated. More precisely we have:
Assessment of the appropriateness of the information on the fair value of the investment properties disclosed in note 1 (IFRS valuation rules) and note 10 (Investment property at fair value) of the Consolidated Financial Statements.
Different companies within the group use interest rate swaps (IRS) to hedge its interest rate risk on its variable rate debts. The measurement of the derivatives at fair value is an important source of volatility of the result and/or the shareholders' equity. As a matter of fact. In accordance with IFRS 9 "Financial Instruments: Recognition and Measurement", these derivatives are valued at fair value (considered to belong to the level 2 of the fair value hierarchy defined by IFRS 13 "Fair Value Measurement"). The changes in fair value are recognized in the income statements except for those IRS for which the Company applies hedge accounting ("cash-flow hedging"), which allows to classify most of the changes in fair value in the caption of the shareholders' equity ("Hedge reserves"). The audit risk appears on the one hand in the complexities involved in determining the fair value of these derivatives and on the other hand in the correct application of hedge accounting for the IRS contracts that were classified by the Group as cash flow hedges and are therefore a key audit matter.
years in order to identify any potential over hedging any potential overhedging which could potentially jeopardize the application of hedge accounting.
For these reasons, the valuation of the activated, acquired clientele is a key audit
business operations. Our responsibilities with regards to the going concern as-
As part of an audit in accordance with ISAs, we exercise professional judgment and we maintain professional skepticism throughout the audit. We also perform
• identification and assessment of the risks of material misstatement of the Consolidated Financial Statements, whether due to fraud or error, the planning and execution of audit procedures to respond to these risks and obtain audit evidence which is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting material misstatements resulting from fraud is higher than when such misstatements result from errors, since fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal
• obtaining insight in the system of internal controls that are relevant for the audit and with the objective to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effec-
• evaluating the selected and applied accounting policies, and evaluating the reasonability of the accounting estimates and related disclosures made by the Board of Directors as well as the underlying information given by the Board of Direc-
• conclude on the appropriateness of the Board of Directors' use of the goingconcern basis of accounting, and based on the audit evidence obtained, whether or not a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's or Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the Consolidated Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on audit evidence obtained up to the date of the auditor's report. However, future events or conditions may cause the
• evaluating the overall presentation, structure and content of the Consolidated Financial Statements, and evaluating whether the Consolidated Financial Statements reflect a true and fair view of the underlying transactions and events.
We communicate with the Board of Directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
Because we are ultimately responsible for the opinion, we are also responsible for directing, supervising and performing the audits of the subsidiaries. In this respect we have determined the nature and extent of the audit procedures to be carried
We provide the Audit Committee within the Board of Directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related
From the matters communicated with the Audit Committee within the Board of Directors, we determine those matters that were of most significance in the audit of the Consolidated Financial Statements of the current period and are therefore the key audit matters. We describe these matters in our report, unless the law or
Report on other legal and regulatory requirements
The Board of Directors is responsible for the preparation and the content of the Board of Directors' report on the Consolidated Financial Statements, the non-financial information attached to the Board of Directors' report, and other infor-
In the context of our mandate and in accordance with the additional standard to the ISAs applicable in Belgium, it is our responsibility to verify, in all material respects, the Board of Directors' report on the Consolidated Financial Statements,
Responsibilities of the Board of Directors
mation included in the annual report. Responsibilities of the auditor
sumption used by the board of directors are described below.
tiveness of the Company's internal control;
Company to cease to continue as a going-concern;
the following tasks:
control;
tors;
out for group entities.
regulations prohibit this.
safeguards.
With regard to the valuation of the activated, acquired clientele of Delen Private
• Assessment of the division of the existing clientele within the group per office
• Assessment of the parameters used (such as AuMs and factors), the methodol-
• Verification of the factors used in the model with market data and reconciliation of the AuMs with the accounting inventories and of the applied market value
• Sensitivity analysis on the most important assumptions, which is mainly the cost-
• Recalculation of the recorded depreciation on the clientele with a certain useful
• Assessment of the adequacy and completeness of note 11 (companies accounted for using the equity method) of the Consolidated Financial Statements.
With respect to the key audit matters in the balance sheets of the companies accounted for using the equity method, the following audit procedures were per-
• Communication of clear audit instructions to the component auditors indicating the possible key audit matters, specific audit risks, audit procedures to be per-
• Discussion on the key audit matters with the component auditor and assessment
• Assessment of the adequacy and completeness of note 11 (companies accounted for using the equity method) of the Consolidated Financial Statements.
Responsibilities of the Board of Directors for the preparation of the
The Board of Directors is responsible for the preparation of the Consolidated Financial Statements that give a true and fair view in accordance with IFRS and with applicable legal and regulatory requirements in Belgium and for such internal controls relevant to the preparation of the Consolidated Financial Statements that are
As part of the preparation of Consolidated Financial Statements, the Board of Directors is responsible for assessing the Company's ability to continue as a going concern, and provide, if applicable, information on matters impacting going concern, The Board of Directors should prepare the financial statements using the going concern basis of accounting, unless the Board of Directors either intends to liquidate the Company or to cease business operations, or has no realistic alterna-
Our responsibilities for the audit of the Consolidated Financial State-
Our objectives are to obtain reasonable assurance whether the Consolidated Financial Statements are free from material misstatement, whether due to fraud or error, and to express an opinion on these Consolidated Financial Statements based on our audit. Reasonable assurance is a high level of assurance, but not a guarantee that an audit conducted in accordance with the ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these
In performing our audit, we comply with the legal, regulatory and normative framework that applies to the audit of the Consolidated Financial Statements in Belgium. However, a statutory audit does not provide assurance about the future viability of the Company and the Group, nor about the efficiency or effectiveness with which the board of directors has taken or will undertake the Company's and the Group's
free from material misstatement, whether due to fraud or error.
• Detailed review of the reported deliverables by the component auditors. • Critical evaluation of the used audit approach in accordance with the interna-
formed according to the materiality levels determined.
• Summary of the procedures performed
Bank, the following audit procedures were carried out:
ogy and the model used in accordance with IAS 36. • Analysis of the breakdown of purchased customers per office.
with the market data.
formed, amongst others:
tional auditing standards.
of the reported clarifications.
Consolidated Financial Statements
tive but to do so.
Consolidated Financial Statements.
ments
income ratio.
life.
and discussion of any changes in relation to previous periods.
matter.
• Assessment of the appropriateness of the information on the financial instruments disclosed in note 20 (Financial instruments) to the Consolidated Financial Statements.
As per 31 December 2021 the Group presents goodwill for a total amount of € 328 million on its balance sheet.
The impairment analysis is yearly performed by management based on different factors such as (i) stock exchange share prices, (ii) equity values, (iii) discounted cash flow analysis ("DCF analysis") of the underlying participations based on forecasts approved by the board of directors of the companies and (iv) sales prices based on ongoing negotiations. This requires assessment and valuation of the assumptions used by management, such as the underlying recoverable value of the participation. The determination of the future cash flows of the cash generating units ("CGU") and of the used discount rate is complex and subjective. Changes in these assumptions can result in material deviations in the value-in-use calculations, which influences the potential impairment loss to be recorded on goodwill.
Assessment of the appropriateness of the information on the financial instruments disclosed in note 1 (IFRS valuation rules – principles of consolidation) and note 8 (Goodwill) to the Consolidated Financial Statements.
A large number of companies are accounted for using the equity method in the Consolidated Financial Statements of the Group. Per 31 December 2021 this amounts to € 1,647 million in the balance sheet and they contribute for € 255 million in the consolidated result of the year. The information on participations accounted for using the equity method is included in note 11 to the Consolidated Financial Statements.
The risks exists that key audit matters are related to those companies which are significant to the Consolidated Financial Statements of the Group.
Delen Private Bank has acquired clientele, as a result of several acquisitions, which are included under intangible fixed assets, the majority of the purchased clientele is considered as intangible assets with an indefinite useful life. The statistical data from the past show that only a limited part of the purchased clientele has a definite useful life. With each acquisition of clientele, on the basis of the statistics, it is determined how much of the purchased clientele is to be considered as an intangible fixed asset with a certain useful life, which is amortized pro rata over this useful life. The remainder is not amortized. Management conducts an annual impairment analysis on the basis of its own developed model for both clientele with a definite and indefinite useful life, whereby the purchased clientele is subdivided per group office.
The valuation of the purchased clientele is complex and requires estimates from the management. The valuation of the clientele is based on the assets entrusted by the clientele (Assets under management, hereinafter "AuMs") that represents the purchased clientele on which a factor is applied.
A change in these parameters or the use of erroneous data would have an important impact on the valuation of the purchased clientele.
For these reasons, the valuation of the activated, acquired clientele is a key audit matter.
With regard to the valuation of the activated, acquired clientele of Delen Private Bank, the following audit procedures were carried out:
With respect to the key audit matters in the balance sheets of the companies accounted for using the equity method, the following audit procedures were performed, amongst others:
The Board of Directors is responsible for the preparation of the Consolidated Financial Statements that give a true and fair view in accordance with IFRS and with applicable legal and regulatory requirements in Belgium and for such internal controls relevant to the preparation of the Consolidated Financial Statements that are free from material misstatement, whether due to fraud or error.
As part of the preparation of Consolidated Financial Statements, the Board of Directors is responsible for assessing the Company's ability to continue as a going concern, and provide, if applicable, information on matters impacting going concern, The Board of Directors should prepare the financial statements using the going concern basis of accounting, unless the Board of Directors either intends to liquidate the Company or to cease business operations, or has no realistic alternative but to do so.
Our objectives are to obtain reasonable assurance whether the Consolidated Financial Statements are free from material misstatement, whether due to fraud or error, and to express an opinion on these Consolidated Financial Statements based on our audit. Reasonable assurance is a high level of assurance, but not a guarantee that an audit conducted in accordance with the ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Consolidated Financial Statements.
In performing our audit, we comply with the legal, regulatory and normative framework that applies to the audit of the Consolidated Financial Statements in Belgium. However, a statutory audit does not provide assurance about the future viability of the Company and the Group, nor about the efficiency or effectiveness with which the board of directors has taken or will undertake the Company's and the Group's business operations. Our responsibilities with regards to the going concern assumption used by the board of directors are described below.
As part of an audit in accordance with ISAs, we exercise professional judgment and we maintain professional skepticism throughout the audit. We also perform the following tasks:
We communicate with the Board of Directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
Because we are ultimately responsible for the opinion, we are also responsible for directing, supervising and performing the audits of the subsidiaries. In this respect we have determined the nature and extent of the audit procedures to be carried out for group entities.
We provide the Audit Committee within the Board of Directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with the Audit Committee within the Board of Directors, we determine those matters that were of most significance in the audit of the Consolidated Financial Statements of the current period and are therefore the key audit matters. We describe these matters in our report, unless the law or regulations prohibit this.
The Board of Directors is responsible for the preparation and the content of the Board of Directors' report on the Consolidated Financial Statements, the non-financial information attached to the Board of Directors' report, and other information included in the annual report.
In the context of our mandate and in accordance with the additional standard to the ISAs applicable in Belgium, it is our responsibility to verify, in all material respects, the Board of Directors' report on the Consolidated Financial Statements, the non-financial information attached to the Board of Directors' report, and other information included in the annual report, as well as to report on these matters.
In our opinion, after carrying out specific procedures on the Board of Directors' report, the Board of Directors' report is consistent with the Consolidated Financial Statements and has been prepared in accordance with article 3:32 of the Code of companies and associations.
In the context of our audit of the Consolidated Financial Statements, we are also responsible to consider whether, based on the information that we became aware of during the performance of our audit, the Board of Directors' report and other information included in the annual report, being:
contain any material inconsistencies or contains information that is inaccurate or otherwise misleading. In light of the work performed, there are no material inconsistencies to be reported.
The non–financial information required by article 3:32, § 2, of the Code of companies and associations has been included in the Board of Directors' report on the Consolidated Financial Statements. The Company has prepared this non-financial information based on "Sustainable Development Goals (SDG's)". However, we do not comment on whether this non-financial information has been prepared, in all material respects, in accordance with "Sustainable Development Goals (SDG's)".
Our audit firm and our network have not performed any services that are not compatible with the audit of the Consolidated Financial Statements and have remained independent of the Company during the course of our mandate.
The fees related to additional services which are compatible with the audit of the Consolidated Financial Statements as referred to in article 3:65 of the Code of companies and associations were duly itemized and valued in the notes to the Consolidated Financial Statements.
European single electronic format (hereinafter "ESEF"), we have carried out the audit of the compliance of the ESEF format with the regulatory technical standards set by the European Delegated Regulation No 2019/815 of 17 December 2018 (hereinafter: "Delegated Regulation").
STATUTORY
counts.
Balance sheet – assets
I. Formation expenses
A. Trade receivables
Work in progress 3. Finished goods 4. Goods purchased for sale
Advance payments B. Contracts in progress
A. Stocks
VI. Stocks and contracts in progress
Immovable property acquired or constructed for resale
Raw materials and consumables
F. Assets under construction and advanced payments
ANNUAL ACCOUNTS
In accordance with article 3:17 CCA, the statutory annual accounts of Ackermans & van Haaren, are presented in short form. In accordance with article 3:10 and 3:12 CCA, the full annual accounts, the annual report of the board of directors and the report of the statutory auditor are filed with the National Bank of Belgium. The statutory auditor has given an unqualified opinion regarding the statutory acThe annual accounts, the annual report of the board of directors and the report of the statutory auditor are available at the registered office of the company upon
The statutory annual accounts are prepared in accordance with the Belgian General
Address: Begijnenvest 113 - 2000 Antwerp, Belgium Phone: +32 3 231 87 70 - E-mail: [email protected]
simple request.
(€ 1,000) Note 2021 2020 2019 Fixed assets 2,076,142 1,916,677 1,907,604
II. Intangible assets 28 0 0 III. Tangible assets (1) 8,994 9,331 9,606 A. Land and buildings 7,559 6,024 6,230 C. Furniture and vehicles 1,435 1,450 1,418 D. Leasing and other similar rights 1 2 3 E. Other tangible assets 0 1,856 1,955
IV. Financial assets 2,067,120 1,907,346 1,897,998 A. Affiliated enterprises (2) 1,781,619 1,638,098 1,650,993 1. Participating interests 1,762,644 1,618,215 1,640,726 2. Amounts receivable 18,976 19,883 10,267 B. Other enterprises linked by participating interests (3) 259,568 252,080 229,209 1. Participating interests 259,568 252,080 229,209 2. Amounts receivable 0 0 0 C. Other financial assets 25,933 17,168 17,797 1. Shares 25,925 17,160 17,789 2. Amounts receivable and cash guarantees 8 8 8 Current assets 138,067 122,669 245,786 V. Amounts receivable after more than one year 0 10,000 0
B. Other amounts receivable 0 10,000
VII. Amounts receivable within one year 63,986 54,585 10,808 A. Trade receivables 1,224 1,199 1,239 B. Other amounts receivable (4) 62,762 53,386 9,569 VIII. Investments (5) 54,975 51,592 210,526 A. Treasury shares 40,385 38,504 39,777 B. Other investments and deposits 14,590 13,088 170,749 IX. Cash at bank and in hand 17,882 5,216 23,329 X. Deferred charges and accrued income 1,224 1,276 1,123 Total assets 2,214,209 2,039,346 2,153,390
Accounting Principles.
The board of directors is responsible for the preparation, in accordance with the ESEF requirements, of the consolidated financial statements in the form of an electronic file in ESEF format (hereinafter 'the digital consolidated financial statements') included in the annual financial report available on the portal of the FSMA (https://www.fsma.be/en/data-portal).
It is our responsibility to obtain sufficient and appropriate supporting evidence to conclude that the format and markup language of the digital consolidated financial statements comply in all material respects with the ESEF requirements under the Delegated Regulation.
Based on the work performed by us, we conclude that the format and tagging of information in the digital consolidated financial statements included in the annual financial report available on the portal of the FSMA (https://www.fsma.be/en/dataportal) of Ackermans & van Haaren per 31 December 2021 are, in all material respects, in accordance with the ESEF requirements under the Delegated Regulation.
This report is consistent with our supplementary declaration to the audit committee as specified in article 11 of the regulation (EU) nr. 537/2014.
Diegem, March 29, 2022
EY Bedrijfsrevisoren BV
Statutory auditor, Represented by
Patrick Rottiers - Partner* Wim Van Gasse - Partner*
* Acting on behalf of a BV/SRL
In accordance with article 3:17 CCA, the statutory annual accounts of Ackermans & van Haaren, are presented in short form. In accordance with article 3:10 and 3:12 CCA, the full annual accounts, the annual report of the board of directors and the report of the statutory auditor are filed with the National Bank of Belgium.
The statutory auditor has given an unqualified opinion regarding the statutory accounts.
The annual accounts, the annual report of the board of directors and the report of the statutory auditor are available at the registered office of the company upon simple request.
The statutory annual accounts are prepared in accordance with the Belgian General Accounting Principles.
Address: Begijnenvest 113 - 2000 Antwerp, Belgium Phone: +32 3 231 87 70 - E-mail: [email protected]
Balance sheet – assets
| (€ 1,000) | Note | 2021 | 2020 | 2019 |
|---|---|---|---|---|
| Fixed assets | 2,076,142 | 1,916,677 | 1,907,604 | |
| I. Formation expenses | ||||
| II. Intangible assets | 28 | 0 | 0 | |
| III. Tangible assets | (1) | 8,994 | 9,331 | 9,606 |
| A. Land and buildings | 7,559 | 6,024 | 6,230 | |
| C. Furniture and vehicles | 1,435 | 1,450 | 1,418 | |
| D. Leasing and other similar rights | 1 | 2 | 3 | |
| E. Other tangible assets | 0 | 1,856 | 1,955 | |
| F. Assets under construction and advanced payments | ||||
| IV. Financial assets | 2,067,120 | 1,907,346 | 1,897,998 | |
| A. Affiliated enterprises | (2) | 1,781,619 | 1,638,098 | 1,650,993 |
| 1. Participating interests | 1,762,644 | 1,618,215 | 1,640,726 | |
| 2. Amounts receivable | 18,976 | 19,883 | 10,267 | |
| B. Other enterprises linked by participating interests | (3) | 259,568 | 252,080 | 229,209 |
| 1. Participating interests | 259,568 | 252,080 | 229,209 | |
| 2. Amounts receivable | 0 | 0 | 0 | |
| C. Other financial assets | 25,933 | 17,168 | 17,797 | |
| 1. Shares | 25,925 | 17,160 | 17,789 | |
| 2. Amounts receivable and cash guarantees | 8 | 8 | 8 | |
| Current assets | 138,067 | 122,669 | 245,786 | |
| V. Amounts receivable after more than one year | 0 | 10,000 | 0 | |
| A. Trade receivables | ||||
| B. Other amounts receivable | 0 | 10,000 | ||
| VI. Stocks and contracts in progress | ||||
| A. Stocks | ||||
| 1. Raw materials and consumables | ||||
| 2. Work in progress | ||||
| 3. Finished goods | ||||
| 4. Goods purchased for sale | ||||
| 5. Immovable property acquired or constructed for resale 6. Advance payments |
||||
| B. Contracts in progress | ||||
| VII. Amounts receivable within one year | 63,986 | 54,585 | 10,808 | |
| A. Trade receivables | 1,224 | 1,199 | 1,239 | |
| B. Other amounts receivable | (4) | 62,762 | 53,386 | 9,569 |
| VIII. Investments | (5) | 54,975 | 51,592 | 210,526 |
| A. Treasury shares | 40,385 | 38,504 | 39,777 | |
| B. Other investments and deposits | 14,590 | 13,088 | 170,749 | |
| IX. Cash at bank and in hand | 17,882 | 5,216 | 23,329 | |
| X. Deferred charges and accrued income | 1,224 | 1,276 | 1,123 | |
| Total assets | 2,214,209 | 2,039,346 | 2,153,390 |
| (€ 1,000) | Note | 2021 | 2020 | 2019 |
|---|---|---|---|---|
| Equity | (6) | 2,061,899 | 1,920,565 | 2,065,800 |
| I. Capital | 2,295 | 2,295 | 2,295 | |
| A. Issued capital | 2,295 | 2,295 | 2,295 | |
| B. Uncalled capital (-) | ||||
| II. Share premium account | 111,612 | 111,612 | 111,612 | |
| III. Revaluation surplus | ||||
| IV. Reserves | 123,576 | 115,258 | 109,754 | |
| A. Legal reserve | 248 | 248 | 248 | |
| B. Reserves not available for distribution | 40,420 | 38,539 | 39,817 | |
| 1. Own shares | 40,385 | 38,504 | 39,783 | |
| 2. Other | 35 | 35 | 35 | |
| C. Untaxed reserves | ||||
| D. Reserves available for distribution | 82,908 | 76,471 | 69,689 | |
| V. Profit carried forward | 1,824,416 | 1,691,399 | 1,842,138 | |
| Loss carried forward (-) | ||||
| VI. Investment grants | ||||
| Provisions and deferred taxation | 0 | 0 | 0 | |
| VII. A. Provisions for liabilities and charges | 0 | 0 | 0 | |
| 1. Pensions and similar obligations | 0 | 0 | 0 | |
| 2. Taxation | ||||
| 3. Major repairs and maintenance | ||||
| 4. Other liabilities and charges | ||||
| B. Deferred taxation | ||||
| Creditors | 152,311 | 118,781 | 87,590 | |
| VIII. Amounts payable after more than one year | 0 | 1 | 2 | |
| A. Financial debts | 0 | 1 | 2 | |
| B. Trade debts | ||||
| C. Advances received on contracts in progress | ||||
| D. Other amounts payable | ||||
| IX. Amounts payable within one year | 152,011 | 118,616 | 87,117 | |
| A. Current portion of amounts payable after more than one year | 1 | 1 | 1 | |
| B. Financial debts | (7) | 53,506 | 36,758 | 30,107 |
| 1. Credit institutions | ||||
| 2. Other loans | 53,506 | 36,758 | 30,107 | |
| C. Trade debts | 727 | 225 | 609 | |
| 1. Suppliers | 727 | 225 | 609 | |
| E. Taxes, remuneration and social security | 3,868 | 2,357 | 4,340 | |
| 1. Taxes | 73 | 127 | 84 | |
| 2. Remuneration and social security | 3,795 | 2,230 | 4,256 | |
| F. Other amounts payable | (8) | 93,909 | 79,275 | 52,060 |
| X. Accrued charges and deferred income | 300 | 164 | 471 | |
| Total liabilities | 2,214,209 | 2,039,346 | 2,153,390 |
Income statement
M. Transfer to the untaxed reserves
Appropriation account
Charges
(€ 1,000) Note 2021 2020 2019
A. Interests and other debt charges 36 176 284 B. Other financial charges 1,067 1,041 939 C. Services and other goods 10,350 8,826 10,965 D. Remuneration, social security costs and pensions 2,585 2,279 2,036 E. Other operating charges 259 213 204 F. Depreciation of and other amounts written off on formation expenses, intangible and tangible assets 682 651 603 G. Amounts written off (9) 11,011 4,540 6 1. Financial assets 0 1,571 0 2. Current assets 11,011 2,969 6 H. Provisions for liabilities and charges 0 0 0 I. Loss on disposal of (10) 46,479 7,183 11,587 1. Intangible and tangible assets 0 0 2 2. Financial assets 18,469 4,097 9,888 3. Current assets 28,010 3,086 1,697 J. Extraordinary charges 0 0 0 K. Income taxes 84 147 65 L. Profit for the period 234,382 10,321 213,548
N. Profit for the period available for appropriation 234,382 10,321 213,548
A. Profit to be appropriated 1,925,781 1,852,459 1,851,909 1. Profit for the period available for appropriation 234,382 10,321 213,548 2. Profit brought forward 1,691,399 1,842,138 1,638,361 Total 1,925,781 1,852,459 1,851,909
| (€ 1,000) | Note | 2021 | 2020 | 2019 |
|---|---|---|---|---|
| Charges | ||||
| A. Interests and other debt charges | 36 | 176 | 284 | |
| B. Other financial charges | 1,067 | 1,041 | 939 | |
| C. Services and other goods | 10,350 | 8,826 | 10,965 | |
| D. Remuneration, social security costs and pensions | 2,585 | 2,279 | 2,036 | |
| E. Other operating charges | 259 | 213 | 204 | |
| F. Depreciation of and other amounts written off on formation expenses, intangible and tangible assets | 682 | 651 | 603 | |
| G. Amounts written off | (9) | 11,011 | 4,540 | 6 |
| 1. Financial assets | 0 | 1,571 | 0 | |
| 2. Current assets | 11,011 | 2,969 | 6 | |
| H. Provisions for liabilities and charges | 0 | 0 | 0 | |
| I. Loss on disposal of | (10) | 46,479 | 7,183 | 11,587 |
| 1. Intangible and tangible assets | 0 | 0 | 2 | |
| 2. Financial assets | 18,469 | 4,097 | 9,888 | |
| 3. Current assets | 28,010 | 3,086 | 1,697 | |
| J. Extraordinary charges | 0 | 0 | 0 | |
| K. Income taxes | 84 | 147 | 65 | |
| L. Profit for the period | 234,382 | 10,321 | 213,548 | |
| M. Transfer to the untaxed reserves | ||||
| N. Profit for the period available for appropriation | 234,382 | 10,321 | 213,548 | |
| Appropriation account | ||||
| A. Profit to be appropriated | 1,925,781 | 1,852,459 | 1,851,909 | |
| 1. Profit for the period available for appropriation | 234,382 | 10,321 | 213,548 | |
| 2. Profit brought forward | 1,691,399 | 1,842,138 | 1,638,361 | |
| Total | 1,925,781 | 1,852,459 | 1,851,909 |
| (€ 1,000) | Note | 2021 | 2020 | 2019 |
|---|---|---|---|---|
| Income | ||||
| A, Income from financial assets | 116,124 | 23,572 | 108,235 | |
| 1. Dividends | (11) | 114,687 | 22,116 | 106,460 |
| 2. Interests | 599 | 544 | 787 | |
| 3. Tantièmes | 838 | 912 | 988 | |
| B. Income from current assets | 2,191 | 1,878 | 2,369 | |
| C. Other financial income | 0 | 0 | 1 | |
| D. Income from services rendered | 2,030 | 1,995 | 1,960 | |
| E. Other operating income | 359 | 377 | 330 | |
| F. Write back to depreciation of and to other amounts written off intangible and tangible assets | ||||
| G. Write back to amounts written off | (10) | 46,764 | 7,009 | 16,359 |
| 1. Financial assets | 20,004 | 7,003 | 12,188 | |
| 2. Current assets | 26,760 | 6 | 4,171 | |
| H. Write back to provisions for liabilities and charges | 0 | 0 | 0 | |
| I. Gain on disposal of | (12) | 139,467 | 196 | 109,349 |
| 1. Tangible and intangible assets | 14 | 5 | 11 | |
| 2. Financial assets | 139,022 | 18 | 109,212 | |
| 3, Current assets | 431 | 172 | 126 | |
| J, Extraordinary income | 0 | 348 | 1,633 | |
| K. Regularisation of income taxes and write back to tax provisions | ||||
| L. Loss for the period | 0 | 0 | 0 | |
| M. Transfer from untaxed reserves | ||||
| N. Loss for the period available for appropriation | 0 | 0 | 0 | |
| Appropriation account | ||||
| C. Transfers to capital and reserves | 8,317 | 5,504 | 8,980 | |
| 3. To other reserves | 8,317 | 5,504 | 8,980 | |
| D. Result to be carried forward | 1,824,416 | 1,691,399 | 1,842,138 | |
| 1. Profit to be carried forward | 1,824,416 | 1,691,399 | 1,842,138 | |
| F. Distribution of profit | 93,048 | 155,556 | 791 | |
| 1. Dividends | 92,116 | 154,703 | 0 | |
| 2. Tantièmes | 630 | 605 | 598 | |
| 3. Profit premium for employees | 302 | 248 | 193 | |
| Total | 1,925,781 | 1,852,459 | 1,851,909 |
Balance sheet
31, 2021.
The impairment losses primarily relate to adjustments made in order to align the carrying value of the investment portfolio to its market value at December
The liquidation of GIB gave rise to a loss of disposal of 18.4 million euros realised on the shares and a loss of disposal of 26.2 million euros realised on the receivables, which were nevertheless entirely compensated by reversals of
AvH received 114.7 million euros in dividends from its direct participations. In 2020, no dividends had been received from a.o. CFE, FinAx, Profimolux,
In 2021, the companies Extensa and LREM were contributed to Leasinvest, which was converted to Nextensa. On that occasion, a capital gain of 138.5 million euros was realised. In 2020, no significant capital gains had been re-
previously recognised impairment losses.
Green Offshore and SIPEF.
Charges
Income
alised.
Financial fixed assets - Affiliated enterprises: the increase by 144.4 million euros relative to 2020 is mainly due to the contribution of Extensa and LREM to Leasinvest Real Estate Management (LREM), which was converted to Nextensa. A capital increase took place at Rent-A-Port. Finally, the company GIB
Financial fixed assets - Other enterprises linked by participating interests: in 2021, 2.3 million euros was invested in increasing the participation in SIPEF to 35.13%. An additional 4 million euros was invested in Biotalys and 1.2
The other amounts receivable within one year consist mainly of recoverable
The movements in the item 'Investments' are explained by the movement of the position in treasury shares and the value adjustments on the investment
AvH's shareholders' equity increased by 141.3 million euros compared to year-end 2020 (both figures include the dividend proposed to the general meeting of shareholders). This increase is primarily the result of the profit for the year of 234.4 million euros less a proposed dividend of 2.75 euros gross per share, to a total (maximum) amount of 92.1 million euros. These statutory financial statements already take account of this maximum amount by way of payable dividend (see other amounts payable). The final dividend amount will be determined on the basis of the number of shares that are entitled to a dividend, i.e. without the treasury shares that are not entitled to a dividend. 7. On December 31, 2021, AvH only had short-term financial debts in the form of commercial paper to an amount of 42.0 million euros. The balance corre-
The other amounts payable as at December 31, 2021 include the dividend
payment proposed to the general meeting of shareholders.
fied from 'Other tangible assets' to 'Land and buildings'.
million euros in MRM Health by capital increases.
taxes and deposits granted to different subholdings.
sponds to deposits received from subholdings.
was liquidated at the year-end.
portfolio of AvH.
Liabilities
Assets
General information regarding the company
Begijnenvest 113, 2000 Antwerp, Belgium 0404.616.494 RPR Antwerp - Department Antwerp Email adress : [email protected] Website : https://www.avh.be
The company was incorporated on 30 December 1924 by notarial deed, published in full in the Annexes to the Belgian Official Gazette of 15 January 1925 under number 566. The bylaws have been modified several times and for the last time by notarial deed of 9 November 2020, published by excerpt in the Annexes to the Belgian Official Gazette of 25 November 2020, under number 20356891, with a supplementary excerpt published in the Annexes to the Belgian Official Gazette of 16 December 2020, under number 20361786.
Duration of the company
Indefinite
Legal form, applicable law
Limited liability company under Belgian law.
The statutory purpose of the company includes the following:
(g) the acquisition of a participation, by way of subscription, contribution, merger, cooperation, financial intervention or in any other way, in any company, enterprise, operation or association in Belgium or abroad, already existing or still to be incorporated;
General information regarding the company's capital
by incorporation of, distributable or non-distributable, reserves and share premiums and profits carried forward, with or without the issuance of new shares with or without voting rights, below, above or at par value, in accordance with the
The board of directors may use this authorization to issue, subordinated or nonsubordinated, convertible bonds, subscription rights, bonds with subscription rights or other securities, in accordance with the conditions set out in the CCA. The board of directors is authorized, when exercising its powers under the authorized capital, to limit or cancel the statutory preferential subscription right of the shareholders in the interest of the company, including in favor of one or more specific persons or of members of the personnel of the company or of its subsidi-
The fully paid up shares as well as other securities of the company may exist as registered or dematerialized securities. Each holder may, at any time and at his/her/its own expenses, request the conversion of his/her/its paid in securities
The securities are indivisible vis-à-vis the company which can suspend the rights of any share regarding which disputes would arise as to the ownership, usufruct or naked ownership. Co-owners, usufructuaries and bare-owners must be represented by a common authorized representative and notify the company accord-
In case of usufruct, the usufructuary shall exercise all the rights attached to the shares, and the bare-owners of the share shall be represented vis-à-vis the company by the usufructuary, except with respect to (the exercise of) the preferential subscription right, which belongs to the bare owner(s). This rule applies except as otherwise provided in an agreement between the parties or in a will. In that case, the bare owner(s) and the usufructuary(ies) must notify the company in writing of
mandatory rules prescribed by the CCA.
Nature of the shares
into another form, within the limits of the law.
aries.
ingly.
such an arrangement.
The subscribed capital is 2,295,277.90 euros. The capital is fully paid-up and is
The most recent capital increase was decided upon on 11 October 1999, as part of the merger through acquisition of Belcofi NV by Ackermans & van Haaren NV.
In accordance with the decision of the extraordinary general meeting dated 9 November 2020, the board of directors is authorized to increase the capital in one or more instalments with a maximum (aggregate) amount of 500,000 euros (excluding issuance premium) and this in accordance with the terms and conditions set forth in the special report of the board of directors prepared in accordance with
The board of directors can use this authorization for a period of five years from 25
The board of directors can also make use of the authorized capital in case of a public takeover bid on securities issued by the company, in accordance with the provisions and within the limits of article 7:202 CSA. The board of directors is allowed to use this authorization in case the notification of a public takeover bid by the Financial Services and Markets Authority to the company is received not
Capital increases decided pursuant to these authorizations will be carried out in accordance with the modalities specified by the board of directors, including among others by contribution in cash or in kind, with or without share premium,
The authorizations can be renewed in accordance with legal provisions.
later than three years as from 9 November 2020.
represented by 33,496,904 shares without nominal value.
Subscribed capital
Capital increases
Authorized capital
article 7:199 CSA.
November 2020.
The company may carry out all civil, commercial, industrial and financial activities as well as activities relating to real and movable property that are linked, directly or indirectly, to its statutory purpose or that may enhance the realization thereof. The company may provide securities or guarantee in favor of companies, enterprises, businesses or associations in which it has a participation, act as representative or agent, provide advances, credit facilities and mortgages or other securities. The company's activities may be carried out both abroad and in Belgium.
The statutory and consolidated annual accounts of the company are deposited with the National Bank of Belgium. A coordinated version of the company bylaws can be consulted with the clerk of the Business Court of Antwerp - Division Antwerp. The annual financial report is sent to the registered shareholders and to anyone who so requests. The coordinated version of the company bylaws and the annual financial report are also available on the company's website (www.avh.be).
The subscribed capital is 2,295,277.90 euros. The capital is fully paid-up and is represented by 33,496,904 shares without nominal value.
The most recent capital increase was decided upon on 11 October 1999, as part of the merger through acquisition of Belcofi NV by Ackermans & van Haaren NV.
In accordance with the decision of the extraordinary general meeting dated 9 November 2020, the board of directors is authorized to increase the capital in one or more instalments with a maximum (aggregate) amount of 500,000 euros (excluding issuance premium) and this in accordance with the terms and conditions set forth in the special report of the board of directors prepared in accordance with article 7:199 CSA.
The board of directors can use this authorization for a period of five years from 25 November 2020.
The board of directors can also make use of the authorized capital in case of a public takeover bid on securities issued by the company, in accordance with the provisions and within the limits of article 7:202 CSA. The board of directors is allowed to use this authorization in case the notification of a public takeover bid by the Financial Services and Markets Authority to the company is received not later than three years as from 9 November 2020.
The authorizations can be renewed in accordance with legal provisions.
Capital increases decided pursuant to these authorizations will be carried out in accordance with the modalities specified by the board of directors, including among others by contribution in cash or in kind, with or without share premium, by incorporation of, distributable or non-distributable, reserves and share premiums and profits carried forward, with or without the issuance of new shares with or without voting rights, below, above or at par value, in accordance with the mandatory rules prescribed by the CCA.
The board of directors may use this authorization to issue, subordinated or nonsubordinated, convertible bonds, subscription rights, bonds with subscription rights or other securities, in accordance with the conditions set out in the CCA.
The board of directors is authorized, when exercising its powers under the authorized capital, to limit or cancel the statutory preferential subscription right of the shareholders in the interest of the company, including in favor of one or more specific persons or of members of the personnel of the company or of its subsidiaries.
The fully paid up shares as well as other securities of the company may exist as registered or dematerialized securities. Each holder may, at any time and at his/her/its own expenses, request the conversion of his/her/its paid in securities into another form, within the limits of the law.
The securities are indivisible vis-à-vis the company which can suspend the rights of any share regarding which disputes would arise as to the ownership, usufruct or naked ownership. Co-owners, usufructuaries and bare-owners must be represented by a common authorized representative and notify the company accordingly.
In case of usufruct, the usufructuary shall exercise all the rights attached to the shares, and the bare-owners of the share shall be represented vis-à-vis the company by the usufructuary, except with respect to (the exercise of) the preferential subscription right, which belongs to the bare owner(s). This rule applies except as otherwise provided in an agreement between the parties or in a will. In that case, the bare owner(s) and the usufructuary(ies) must notify the company in writing of such an arrangement.
• EU Taxonomy: regulations that determine which investments can be classified as 'green' and which contribute to the realisation of the EU Green Deal. The classification is based on technical screening criteria (TSC) and minimum criteria for the avoidance of significant harm (DNSH).
to improve the disclosure of information to investors on the sustainability impact
• Responsible shareholding: structured monitoring as a shareholder of ESG aspects in participations (e.g. defining and monitoring an ESG strategy and re-
• Responsible products and services: products or services that match the needs of customers/users and are produced or provided in a sustainable way. • Responsible investment policy: investing with a view to a sustainable mix of activities. This means that investments are first examined in terms of whether the company is active in a sector that AvH wishes to invest in, whether in sensitive sectors it scores well on relevant ESG aspects, and whether it is active in a sector that has a positive impact on ESG goals. It may also lead to divestments
• Value creation: the average growth (CAGR) of the consolidated shareholders' equity (group share), including dividends, measured over a certain period of
• Return on equity (ROE): the relative profitability of the group, more particularly the amount of net income returned as a percentage of shareholders' equity. • SPV (Special Purpose Vehicle): a company in which a project or part of a
• TLTRO (Targeted longer-term refinancing operations): an ECB instrument that encourages banks to provide loans to businesses and consumers. • Real estate portfolio: the outstanding capital employed equals the sum of the shareholders' equity and the net financial debt of the real estate division.
• XBRL: An electronic language, specifically designed for the exchange of finan-
lated processes).
from companies.
project is contained.
• CCA: Code of Companies and Associations.
cial reporting over the Internet.
time.
• Solvency and long-term profitability: healthy balance sheet structures, with business plans and strategies that make it possible to achieve a fair return in the long term and enable the investments required for that purpose.
• Talent management: taking care of the human capital needed for the proper functioning of the company concerned (recruitment, training, personal development, appraisal, well-being, etc.), where the talents of staff members can
• TSC (Technical Screening Criteria): technical screening criteria defined for each economic activity in the EU Taxonomy, and used to determine whether a
• UN PRI (United Nations Principles of Responsible Investment): framework of the United Nations that focuses on a responsible investment policy as shareholder, where ESG factors are taken into account in order to achieve proper
• Cost-income ratio: the relative cost efficiency (cost versus income) of the
• Common Equity Tier1 capital ratio (CET1): the regulatory core capital
• ESEF: the European Single Electronic Format is an electronic reporting format in which issuers on EU regulated markets must prepare their annual financial re-
• Rental yield based on fair value: rental yield is only calculated on buildings
• Net financial position: cash & cash equivalents and short-term investments
• EBITDA: EBIT plus depreciation and amortisation on fixed assets
in operation, excluding the projects and the assets held for sale.
of investment policies and investment decisions.
emerge and be used in the best possible way.
particular activity can be classified as 'green'.
returns by managing risks and opportunities.
Financial and legal terminology
buffer held by banks to offset any losses. • EBIT: Earnings before interest and taxes.
minus short- and long-term financial debt.
banking activities.
ports.
to improve the disclosure of information to investors on the sustainability impact of investment policies and investment decisions.
Value creation: the average growth (CAGR) of the consolidated shareholders' equity (group share), including dividends, measured over a certain period of time.
Return on equity (ROE): the relative profitability of the group, more particularly the amount of net income returned as a percentage of shareholders' equity.
Questions can be asked by phone on +32 3 231 87 70 or by e-mail [email protected] to the attention of Jan Suykens or Tom Bamelis.
Ackermans & van Haaren NV Begijnenvest 113 2000 Antwerp, Belgium Phone +32 3 231 87 70 E-mail: [email protected] Website: www.avh.be RPR Antwerpen VAT: BE 0404.616.494
© Ian Segal
Mission to Mars nv (www.missiontomars.agency)
The digital version of this annual report can be consulted at www.avh.be
Dit jaarverslag is ook verkrijgbaar in het Nederlands. The Dutch version of this document should be considered as the official version.

| May 19, 2022 Interim statement Q1 2022 | |
|---|---|
| May 23, 2022 General meeting | |
| August 31, 2022 Half-year results 2022 | |
| November 23, 2022 Interim statement Q3 2022 |

Ackermans & van Haaren NV Begijnenvest 113 2000 Antwerp - Belgium Tel. +32 3 231 87 70 [email protected] www.avh.be
ANNUAL REPORT 2021
ANNUAL REPORT
2021
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