CONTENT

2020 BULKERS LTD.

Board of Directors' Report 3 Responsibility Statement 10 Corporate Governance Report 11 Consolidated Financial Statements 15 Reconciliation of Alternative Performance Measures 32 Auditors' Report 33 Offices 38

BOARD OF DIRECTORS' REPORT

KEY EVENTS DURING 2024

The Company reported net profit of US\$76.3 million and EBITDA of US\$93.2 million for 2024.
The Company achieved average time charter equivalent earnings of approximately US\$31,900 per day, gross.
The Company declared total cash distributions and dividends of US\$3.42 per share for 2024.
The Company sold the vessels Bulk Shanghai and Bulk Seoul for a total consideration of US\$127.5 million and settled the sale leaseback financing for both vessels.
In March 2024, the interest rate swaps were terminated for US\$2.9 million in cash.
The vessels Bulk Sandefjord and Bulk Santiago were drydocked at a total cost of US\$2.2 million.
The Company entered into a new amended non-amortizing loan facility, maturing in April 2029 with an interest rate of SOFR plus 195 basis points in margin.

SUBSEQUENT EVENTS

The Company achieved average time charter equivalent earnings for January and February 2025 of approximately US\$16,700, and US\$13,500, per day, gross, respectively.
So far in 2025, the Company has declared dividends and cash distributions of US\$0.04 per share for the months of January and February 2025.

2020 Bulkers Ltd. (together with its subsidiaries, the "Company" or the "Group" or "2020 Bulkers") is a limited liability company incorporated in Bermuda on September 26, 2017. The Company's shares are traded on the Oslo Børs under the ticker "2020".

2020 Bulkers is an owner and operator of large dry bulk vessels. The Company has six Newcastlemax dry bulk vessels in operation. All vessels are trading on charters to reputable counterparties.

HEALTH, SAFETY AND ENVIRONMENT

2020 Bulkers is fully committed to health, safety, quality and environmental protection and identifies these as being essential to long-term financial and reputational success.

2020 Bulkers has outsourced ship management to third party contractors. A structured due diligence and audit process is in place to ensure the highest ship management standards are applied.

Safety is at the core of our activities, both in the office and onboard our vessels, and we have a commitment to safeguard persons from harm or injury and prevent damage to property. 2020 Bulkers´ employees are expected to identify operational risks and implement safe work practices.

2020 Bulkers experienced no Loss Time Accidents (LTA) or other personnel injuries in 2024. This statistic includes seagoing crew under employment contracts with our technical managers. The 2020 Bulkers fleet consists of six modern, fuel efficient 208,000 DWT Newcastlemax dry bulk vessels. The sister vessels delivered by New Times Shipyard from August 2019 through June 2020 are fitted with Exhaust Gas Cleaning Systems and Ballast Water Treatment Systems in compliance with international regulations.

The vessels are estimated to be 36% more carbon emission effective per ton mile compared to a standard non-eco Capesize vessel due to higher cargo carrying capacity, energy optimized ship hull design, high thermal and mechanical efficiency of main and auxiliary engines and other energy consuming systems onboard.

The 2020 Bulkers fleet was delivered with an EEDI of 2.11, outperforming IMO requirements by 16% (phase 1). The Company still benefits from high focus on performance during contracting, as the fleet also surpasses the EEDI requirements for vessels contracted between 2020 and 2024 by 6% (Phase 2).

We are committed to make use of proven and economically viable means to reduce our environmental footprint.

HUMAN RESOURCES AND DIVERSITY

The Company prohibits discrimination against any employee or prospective

BOARD OF DIRECTORS' REPORT

employee on the basis of gender, race, color, age, religion, sexual preference, marital status, national origin, disability, ancestry, political opinion, or any other basis prohibited by the laws that govern its operations. This is embedded in the Company's Code of Conduct.

The Company will not engage in or support discrimination and has adopted a non-discriminating practice that strives to ensure equal treatment in recruitment, hiring, compensation, access to training, employee benefits and services, promotion, termination and retirement, irrespective of age, gender, race, color, disability, religion or belief, language, national or social origin, trade union membership, or any other status recognized by international law. This is embedded in the Company's Code of Conduct.

As of December 31, 2024, the Company had seven full time employees of which one was female and six were male employees. All seagoing crew are under employment contract with our technical managers. The Board of Directors consists of three members of which one is female and two are male.

The absence due to sickness was approximately zero % in 2024.

GOING CONCERN

In accordance with section 3-3a of the Norwegian Accounting Act, the Board confirms that the prerequisites for the going concern assumption exist and that the consolidated financial statements have been prepared based on a going concern basis.

CORPORATE DEVELOPMENTS AND FINANCING

The Board remains focused on returning the majority of operational free cash flow after debt service back to shareholders on a monthly basis. The Company has as of today declared dividends or cash distributions for 57 consecutive months. Following the cash distribution for February 2025, the Company will have returned approximately 145% of the paid-in equity to shareholders.

In February 2024, the Company signed an agreement to sell the vessels Bulk Shanghai and Bulk Seoul to an unaffiliated third party for a total consideration of US\$127.5 million. The two vessels were owned by Ocean Yield under sale leaseback arrangements, and the Company exercised its options with Ocean Yield to effectuate the sale. The Company recognized a net book gain of approximately US\$40.9 million and the sales were completed on March 20, 2024, and April 4, 2024, for Bulk Shanghai and Bulk Seoul, respectively.

In April 2024, the Company signed an agreement to refinance and amend its US\$162.5 million Term Loan Facility maturing in March 2027. Pursuant to the new agreement, the Company repaid US\$27.5 million of the outstanding amount under the Term Loan Facility, which was replaced with a new non-amortizing US\$112.5 million Loan Facility maturing in April 2029. The new Loan Facility has an interest rate of SOFR+195 bps in margin.

In August 2024, the Company sold 40% of the shares in 2020 Bulkers Management AS to Himalaya Shipping for a total consideration of NOK 3.2 million.

The Company has a solid funding situation with a cash position of approximately US\$15 million as of March 5, 2025.

Cash breakeven for the fleet, which includes expected general and administrative expenses, operating costs and debt service is estimated at approximately US\$11,500 per vessel per day.

The Company has as of March 5, 2025, approximately US\$98 million of net debt, corresponding to approximately US\$16 million per vessel.

MANAGEMENT DISCUSSION AND ANALYSIS

Consolidated Statements of Operations Operating revenues were US\$114.1 million for the twelve months ended December 31, 2024 (US\$73.0 million for the twelve months ended December 31, 2023). The Company achieved an average time charter equivalent rate, gross, of US\$31,900 for the twelve months ended December 31, 2024, compared to US\$24,700 for the twelve months ended December 31, 2023. During the twelve months ended December 31, 2024, the Company recognized a gain of US\$40.9 million for the sale of Bulk Shanghai and Bulk Seoul on March 20, 2024, and April 4, 2024, respectively. During the twelve months ended December 31, 2024, the Company charged Himalaya Shipping approximately US\$1.5 million (US\$1.1 million during the twelve months ended December 31, 2023) for management services recognized as Other operating income in the Consolidated Statements of Operations. In addition, the Company recognized US\$2.2 million in insurance settlement during the twelve months ended December 31, 2023.

Total operating expenses were US\$30.4 million for the twelve months ended December 31, 2024 (US\$35.3 million for the twelve months ended December 31, 2023).

Vessel operating expenses were US\$16.1 million and US\$19.4 million for the twelve months ended December 31, 2024 and

BOARD OF DIRECTORS' REPORT

2023, respectively. The decrease compared to the twelve months ended December 31, 2023, is primarily due to sale of the Bulk Shanghai and Bulk Seoul on March 20, 2024, and April 4, 2024, respectively.

Voyage expenses and commission were US\$0.9 million for the twelve months ended December 31, 2024 (US\$0.9 million for the twelve months ended December 31, 2023).

General and administrative expenses were US\$3.9 million for the twelve months ended December 31, 2024 (US\$3.4 million for the twelve months ended December 31, 2023).

Depreciation and amortization were US\$9.5 million and US\$11.6 million for the twelve months ended December 31, 2024 and 2023, respectively. The decrease compared to the twelve months ended December 31, 2023, is primarily due to sale of the Bulk Shanghai and Bulk Seoul on March 20, 2024, and April 4, 2024, respectively.

Total financial expenses, net, were US\$6.7 million for the twelve months ended December 31, 2024 (US\$10.6 million for the twelve months ended December 31, 2023). The decrease compared to the twelve months ended December 31, 2023 is primarily due to the settlement of sale leaseback financing for Bulk Seoul and Bulk Shanghai partly offset by higher interest expense on the term loan facility.

Consolidated Balance Sheets

The Company had total assets of US\$266.6 million as of December 31, 2024, (December 31, 2023: US\$376.1 million). The decrease compared to total assets as of December 31, 2023, is primarily due to the sale of Bulk Shanghai and Bulk Seoul.

Total shareholders' equity was US\$151.9 million and US\$161.0 million as of December 31, 2024 and December 31, 2023, respectively.

Total liabilities as of December 31, 2024, were US\$114.7 million (December 31, 2023: US\$215.1 million). The decrease is primarily due to the US\$27.5 million repayment in connection with refinancing of the term loan as well as the repayment of the US\$62.9 million outstanding balance on the sale leaseback financing for Bulk Shanghai and Bulk Seoul. In addition, the Company paid US\$3.7 million in scheduled amortization on both the term loan and the sale leaseback financing during the first three months of 2024.

Consolidated Statements of Cash Flows

Net cash provided by operating activities was US\$44.7 million for the twelve months ended December 31, 2024 (US\$41.2million for the twelve months ended December 31, 2023). The increase compared to the twelve months ended December 31, 2023, is primarily due to higher time charter rates achieved partly offset by fewer fleet operational days due to sale of vessels.

Net cash received from investing activities was US\$123.5 million for the twelve months ended December 31, 2024 (US\$nil for the twelve months ended December 31, 2023). The Company received US\$125.8 million in net proceeds from the sale of vessels and US\$0.3 million in proceeds from the sale of 40% of the shares in 2020 Bulkers Management AS. The Company incurred US\$2.2 million in expenses in connection with drydocking of Bulk Sandefjord and Bulk Santiago and US\$0.4 million relating to scheduled drydockings in 2025.

Net cash used in financing activities was US\$182.8 million during the twelve months ended December 31, 2024 (US\$26.1 million used in financing activities during the twelve months ended December 31, 2023). The Company repaid US\$27.5 million on the term loan in connection with the refinancing, repaid the outstanding balance of US\$62.9 million on the sale leaseback financing for Bulk Shanghai and Bulk Seoul, paid scheduled amortization of US\$3.7 million and paid US\$86.0 million of dividends and cash distributions during the twelve months ended December 31, 2024. The Company repaid US\$14.8 million of long-term debt, paid US\$14.5 million of cash distributions and received US\$3.2 million in proceeds from share issuances during the twelve months ended December 31, 2023.

As of December 31, 2024, the Company's cash and cash equivalents and restricted cash amounted to US\$16.2 million (December 31, 2023: US\$30.8 million).

Outstanding shares

As of December 31, 2024, the Company had a share capital of US\$22,870,906 divided into 22,870,906 shares at par value of US\$1.00 each.

OUR FLEET

The current chartering status is summarized in the table on the next page.

During 2024 the Company had the following fixed charter coverage:

Five vessels fixed for January 2024, at average US\$20,869 per day, gross.

Five vessels fixed for February 2024, at average US\$20,869 per day, gross.

Three vessels fixed for March 2024, at average US\$19,177 per day, gross.

In addition, all the above vessels earned scrubber benefits during the fixed rate time charter periods.

BOARD OF DIRECTORS' REPORT

Ship name	Delivery	Charterer	Rate US\$	Charter expiry
Bulk Sandefjord	Aug-19	Koch	Index linked + premium + scrubber benefit	Dec 26 – Dec 27
Bulk Santiago	Sep-19	Koch	Index linked + premium + scrubber benefit	Dec 26 – Dec 27
Bulk Shenzhen	Jan-20	Koch	Index linked + premium + scrubber benefit	Dec 26 – Dec 27
Bulk Sydney	Jan-20	Koch	Index linked + premium + scrubber benefit	Dec 26 – Dec 27
Bulk Sao Paulo	Jun-20	European charterer	Index linked + premium a + scrubber benefit	Apr 25 – Jun 25
Bulk Santos	Jun-20	European charterer	Index linked + premium + scrubber benefit	Apr 25 – Jun 25

COMMERCIAL UPDATE

2020 Bulkers has commercially outperformed the Baltic 5TC index for 63 out of 67 months since delivery of its first vessel.

All the concluded charters represent a significant earnings premium to a standard Capesize vessel driven by the additional cargo intake and lower fuel consumption. Charterers are also paying a premium to reflect the economic benefit of our vessels' scrubbers.

The structure of our index-linked contracts allows the Company to convert these charters to fixed rates on the basis of the prevailing FFA market from time to time, should we wish to increase our level of fixed charter coverage.

DRY DOCKING

The Bulk Sandefjord and Bulk Santiago completed their five year special surveys in March 2024. Total cost was US\$2.2 million for both vessels. The Company incurred 13 days of offhire per vessel in conjunction with the special surveys.

The Company expects to complete five year special surveys for Bulk Shenzhen, Bulk Sydney, Bulk Sao Paulo and Bulk

Santos during the first half of 2025. The estimated total cost for all vessels is approximately US\$5 million which will be funded from cash.

MARKET COMMENTARY

The Baltic 5TC Capesize index averaged US\$22,593 in 2024, up from US\$16,389 in 2023. The index today (March 7, 2025) stands at US\$20,084 having averaged US\$9,954 year to date, down from US\$22,326 during the same period in 2024.

2024 as a whole, generally saw good trade growth with Capesize ton-miles increasing 3.1%, compared to 2023. The year started out strong with Q1 averaging about USD 17,000 per day. The solid trend continued throughout the second and third quarter with a total tonne mile increase from Q1-Q3 of 5.5%. Albeit record China import of iron ore and bauxite for the total of 2024, the historical seasonality favouring Q4 contracted due to weak panamax markets, where capesize coal volumes were cannabilized by the smaller segments. The Baltic 5 TC index dropped from average of US\$24,909 in the third quarter to average US\$18,301 in the fourth quarter. The solid

bauxite volumes have continued into 2025, and after two large cyclones in Australia in January and February, Australia is exporting iron ore again reflecting the yearly guided volumes.

The total increase in Capesize ton-miles in 2024 was driven by a 5.2% increase in Brazilian iron ore exports, while Australian export volumes grew 1% year over year. Bauxite export volumes have continued to grow, showing a 17% increase year over year, following more than 25% growth in 2023.

So far in 2025, Capesize ton-miles have been supported by a 48% increase in Guinea bauxite exports, compared to the same period last year. Iron-ore exports are flat compared to the same period last year, while coal tonne-miles are down 36%.

Global crude steel production for 2024 was down 1.5% year over year. The World ex. China had an 0.3% increase, while Chinese steel production decreased 2.5%.

Chinese iron ore imports were up by 4%, from 1,244 million tonnes in 2023 to 1,297 million tonnes in 2024.

BOARD OF DIRECTORS' REPORT

Chinese iron ore port inventories have increased both in nominal and seasonal terms, and currently stand at 148 million tons, compared to 125 million tons a year ago. The last three months shows that the iron ore stockpiles are decreasing and the iron ore consumption in terms of days are still about the historical average.

Growth in vessel supply will be moderate in the coming years with expected Capesize deliveries of 7.8 million dwt. in 2025, 10.4 million dwt. in 2026 and 13 million dwt. after 2026. 11.4 million dwt. were delivered in 2024. As a consequence of the high ordering in other shipping segments, Chinese yards are believed to have very limited capacity for ordering of large drybulk vessels before 2028, with orders recently having been placed for delivery as late as 2029. This gives good visibility for limited supply growth in the coming years. New ordering is expected to remain subdued in part driven by uncertainties as it relates to the optimal propulsion systems to meet the shipping industry's ambitions for de-carbonization. The fact that large bulk carriers are a relatively low margin product for the shipyards also means the yards favor building container ships, tankers and gas carriers. Current newbuilding costs for a scrubber fitted Newcastlemax in China is believed to be just under US\$80 million.

We reiterate upside to the future development in the Capesize market from current levels, relate to continued strong exports of iron ore and bauxite from Brazil and West Africa. The Simandou project in Guinea is reportedly progressing well, with the first shipment expected in second half 2025, followed by a 24-month ramp-up to 60 million tonnes per annum for Phase 1 and an additional 60 million tonnes per annum for Phase 2. Furthermore, Vale aims to increase capacity by 50 million

tonnes per annum by 2026 from its Vargem Grande, Capanema, and S11D mines. The aging Capesize fleet will enter a large Special Survey year in 2025, where 23% of the fleet will have to drydock. This is a 52% increase compared to dry dockings completed in 2024. Historical drydock data from 2015 to date shows that a 5, 10 and 15 year Special Survey on average takes 13, 16 and 19 days to complete, respectively.

Key downside risks to the Capesize market include a continued economic slowdown in China, as well as heightened geopolitical tensions, now also with trade wars including higher tolls and tariffs.

CAPESIZE FLEET DEVELOPMENT

The global Capesize fleet stands at 400 million dwt. as of March 2025, up from 394 million dwt. in March 2024.

The current orderbook for Capesize dry bulk vessels currently stands at 7.2% of the existing fleet, up from 6.5% in March 2024.

14.2 million dwt. was ordered in 2024, compared to 11.4 million dwt in 2023

0.84 million dwt. has been scrapped in 2024, compared to 1.0 million dwt. in 2023.

CORPORATE GOVERNANCE REPORT AND ENVIRONMENTAL, SOCIAL AND GOVERNANCE REPORT

The Company has prepared a Corporate Governance Report which is included as a separate section of this Annual Report. The Environmental Social and Governance Report can be found on the Company's website. The Company has based its corporate governance principles on the Norwegian Code of Practice for Corporate Governance published on October 14, 2021 (the "Code"). There are, however, some

areas where the Company's governance principles differ from those of the Code, primarily due to differences between the Bermuda Companies Act and/or the Company's Bye-laws and the Norwegian Public Limited Companies Act which are detailed in the Corporate Governance Report.

RISK FACTORS

The Company is exposed to a variety of risks, including market, operational and financial risks.

The most significant risk to the Company is the cyclicality of the dry bulk market with attendant volatility in freight rates, vessel values and consequently, profitability. Fluctuations in rates result from imbalances between the supply and demand for vessel capacity and changes in the supply and demand for the commodities carried by water internationally. The supply of and demand for shipping capacity determine the freight rates. Because the factors affecting the supply and demand dynamics of the shipping segment the Group is invested in are outside of the Group's control and are unpredictable, the nature, timing, direction and degree of changes they influence in business conditions are also unpredictable.

Other key risks are outlined below, which are not meant to be exhaustive:

The Company's vessels will be subject to perils particular to marine operations, including capsizing, grounding, collision and loss and damage from severe weather or storms. The vessels may also be subject to other unintended accidents. Such circumstances may result in loss of or damage to the relevant vessel, damage to property (including other vessels) and damage to the environment or persons or for actions for damages connected with

BOARD OF DIRECTORS' REPORT

existing and future contracts which cannot be fulfilled. Such events may lead to the Group being held liable for substantial amounts by contractual counterparties, injured parties, their insurer and public governments. In the event of pollution, the Group may be subject to strict liability. Environmental laws and regulations applicable in the countries in which the Group operates have become more stringent in recent years. Such laws and regulations may expose the Group to liability for the conduct of or conditions caused by others, or for acts by the Group that were in compliance with all applicable laws at the time such actions were taken.

The occurrence of the aforementioned events may have a material adverse effect on the Group's business, financial condition, results of operation and liquidity, and there can be no assurance that the Group's insurance will fully compensate any such potential losses and/or expenses. Further, the Company's management will monitor the performance of each investment, however, the Company will rely upon third party technical and day-to-day management of the assets, and there can be no assurance that such management will operate successfully.

The operation of dry bulk vessels has certain unique operational risks and the cargo itself and its interaction with the vessel can be a risk factor. By their nature, dry bulk cargoes are often heavy and may shift in a hold unless carefully distributed and stowed causing loss of vessel stability. High moisture bulk cargoes may cause free water surface on-top with subsequent loss of stability during a voyage, and certain cargoes may react badly to water exposure. In addition, dry bulk vessels are often subjected to battering treatment during unloading operations with grabs, and use

of bulldozers to maximize cargo outturn. This harsh handling may cause structural weakness or damage to the vessels and thus render them more susceptible to a hull breach at sea. Hull breaches in dry bulk vessels may lead to the flooding of cargo holds. If a dry bulk vessel suffers flooding, the combination of cargo and sea water may result in very high shear force and bending moment and eventually cause catastrophic buckling or collapse of vessel's bulkheads leading to the loss of the vessel.

If the Group is unable to adequately maintain or safeguard its vessels, it may be unable to prevent such events. Any of these circumstances or events could negatively impact the Group's business, financial condition or results of operations. In addition, the loss of any of its vessels could harm the Group's reputation as a safe and reliable vessel owner and operator.

The Group's success depends, to a significant extent, upon the abilities and efforts of a small number of key personnel, employed in 2020 Bulkers Management AS and providing services to the Group under the terms of the Management Agreement, and there can be no assurance that such individuals will continue to be employed by the Group and involved in the management of the Group in the future, or that their continued involvement will guarantee the future success of the Group. If the Group does not retain such key competence, and/or if it is unable to attract new talent or competencies relevant for the future development of the Group, this may have a negative effect on the success of the Group, and the Group's ability to expand its business and/ or to maintain and develop its competitive skill set, which will correspondingly have an adverse effect on the Group's competitive position and financial performance.

The Company generates revenues and incurs operating expenses in U.S. dollars and the majority of the general and administrative expenses are denominated in NOK. The Company has not hedged any foreign currency exposure.

The interest rate on the term loan facility is based on SOFR + a margin. In April 2020 the Company entered into interest swap arrangements for the outstanding loan amount under the term loan until August/ September 2024. In March 2024, the Company terminated the interest rate swaps and is currently exposed to interest rate fluctuations.

The Company has chartered out four vessels to Koch Shipping Pte. Ltd. and two vessels to a European charterer. The two customers are large international companies, and 2020 Bulkers assess the companies as reputable counterparties with low credit risk.

There is a concentration of credit risk with respect to cash and cash equivalents to the extent that all of the amounts are carried with Danske Bank and Nordea. However, we believe this risk is remote, as Danske Bank and Nordea are established financial institutions.

The availability of financing alternatives for future investment opportunities may be unavailable at sufficiently attractive terms. The Company is also exposed to general movements on the Oslo Børs, which may limit the possibility of raising new equity at attractive prices.

With the increased use of technologies such as the internet to conduct business, the Group, service providers to the Group and Oslo Børs are susceptible to operational, information security and related

BOARD OF DIRECTORS' REPORT

"cyber" risks both directly and indirectly, which could result in material adverse consequences for the Group and the shareholders, such as causing disruptions and impacting business operations, potentially resulting in financial losses. Unlike many other types of risks faced by the Group, these risks are typically not covered by any insurance. In general, cyber incidents can result from deliberate attacks or unintentional events. Cyber incidents include, but are not limited to, gaining unauthorized access to digital systems (e.g., through "hacking" or malicious software coding) for purposes of misappropriating assets or sensitive information, corrupting data, or causing operational disruption. Cyberattacks may also be carried out in a manner that does not require gaining unauthorized access, such as causing denial-of-service attacks on websites (i.e., efforts to make network services unavailable to intended users).

2020 Bulkers maintains Directors & Officers liability insurance against liabilities incurred in their capacity as Director or Officer. The insurance is capped at US\$20 million.

OUTLOOK

2020 Bulkers has a robust financial structure with moderate financial leverage and a solid cash position. Our operating cash breakeven is estimated at approximately US\$11,500 per vessel per day. The current FFA curve for the balance of 2025 implies

earnings of approximately US\$32,000 per day for a scrubber fitted Newcastlemax.

The Company will continue its strong capital discipline and will remain focused on returning the majority of free cash flow to shareholders as monthly dividends.

FORWARD-LOOKING STATEMENTS

This report includes forward looking statements. Forward looking statements are, typically, statements that do not reflect historical facts and may be identified by words such as "anticipate", "believe", "continue", "estimate", "expect", "intends", "may", "should", "will" and similar expressions. The forward-looking statements in this report are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although 2020 Bulkers Ltd. believes that these assumptions are reasonable, they are, by their nature, uncertain and subject to significant known and unknown risks, contingencies and other factors which are difficult or impossible to predict and which are beyond our control. Such risks, uncertainties, contingencies and other factors could cause actual events to differ materially from the expectations expressed or implied by the forward-looking statements included herein.

The information, opinions and forward-looking statements contained herein speak only as of the date hereof and are subject to change without notice.

ABOUT 2020 BULKERS LTD.

2020 Bulkers Ltd. is a limited liability company incorporated in Bermuda on 26 September 2017. The Company's shares are traded on Oslo Børs under the ticker "2020". 2020 Bulkers is an owner and operator of large dry bulk vessels. The Company has six Newcastlemax dry bulk vessels in operation.

March 10, 2025

Lori Wheeler Naess Viggo Bang-Hansen Magnus Halvorsen

/s/ Lori Wheeler Naess /s/ Viggo Bang-Hansen /s/ Magnus Halvorsen Director Director Chairperson

RESPONSIBILITY STATEMENT

We confirm that, to the best of our knowledge, the consolidated financial statements for 2024, which have been prepared in accordance with US GAAP, give a fair presentation of the Company's consolidated assets, liabilities, financial position and result of operations, and that the 2024 Board of Directors report includes a fair review of the information required under the Norwegian Securities Trading Act section 5-6 fourth paragraph.

March 10, 2025

Lori Wheeler Naess Viggo Bang-Hansen Magnus Halvorsen

/s/ Lori Wheeler Naess /s/ Viggo Bang-Hansen /s/ Magnus Halvorsen Director Director Chairperson

CORPORATE GOVERNANCE REPORT

2020 Bulkers Ltd. ("2020 Bulkers" or "the Company") is a company organized and existing under the laws of Bermuda. The corporate governance principles applicable to the Company are set out in the Bermuda Companies Act 1981, its bye-laws (the "Bye-laws") and its memorandum of association.

As a consequence of the listing of the Company's shares on the Oslo Børs (Oslo Stock Exchange, the "OSE"), certain aspects of Norwegian law, notably the Norwegian Securities Trading Act and the Norwegian Stock Exchange Regulations are also relevant for its corporate governance policy.

1. 2020 BULKERS CORPORATE GOVERNANCE POLICY

The overall corporate governance policy of 2020 Bulkers is the responsibility of its board of directors (the "Board").

In defining this policy, the Board will observe the requirements set out in applicable laws, cf. above, relevant recommendations and the specific requirements arising from the Company's business activities.

The most important recommendation of relevance to the Company's corporate governance is the Norwegian Code of Practice for Corporate Governance of 14 October 2021 (the "Code").

The Board recognizes that the Code represents an important standard for corporate governance for companies whose shares are listed on the OSE. Most of the principles and recommendations in the Code are included in the Company's corporate governance policy. There are, however, some areas where the Company's governance principles differ from those of the Code, primarily due to differences

between the Bermuda Companies Act and/ or the Bye-laws and the Norwegian Public Limited Companies Act. These differences are described below.

The Board has codified certain corporate governance principles in a "Code of Conduct," applicable to all employees in the Company and its subsidiaries (the "2020 Bulkers Group").

The Code of Conduct can be found on the Company's website (https://2020bulkers. com/company/).

The Board has formulated the Company's overall mission and the core values on which all of the activities of the 2020 Bulkers Group shall be based. These can be found on the Company's website.

The Board has, in line with the Code's recommendations, prepared this report in order to disclose those of its corporate governance principles which do not comply with the recommendations of the Code.

2. THE BUSINESS

The Company's memorandum of association describes the Company's objectives and purposes as unrestricted. This deviates from the recommendation in the Code but is in line with the requirements of the Bermuda Companies Act.

The Company has clear objectives and strategies for its business. These are described in the Company's annual report and on its website.

3. EQUITY AND DIVIDENDS

The Board strives to identify and pursue clear business goals and strategies for the Company, to assess and manage the risks associated with these, and to maintain an equity capital and liquidity position which are sufficient to match the same.

Under the Bye-laws, the Board may declare dividends and cash distributions without the approval of the shareholders in general meetings. This differs from the recommendation in the Code.

The Company's aim is to provide its shareholders with a competitive return on their investment through a positive development in the price of the Company's shares and, when the Company's cash flow allows, dividends or cash distributions to its shareholders.

The Company's shareholders may, by way of a resolution in a general meeting of all shareholders (a "General Meeting") increase the Company's authorized share capital, reduce the authorized share capital (by reducing the number of unissued but authorized shares) and increase or reduce the issued share capital. The procedures for such corporate actions are set out in the Bye-laws and the Bermuda Companies Act.

The Board has, under Bermuda law, wide powers to issue authorized but unissued shares in the Company. The Board is also authorized in the Bye-laws to purchase the Company's shares and hold these in treasury. These powers are not restricted to any specific purposes nor to a specific period as the Code recommends.

4. EQUITABLE TREATMENT OF SHARE-HOLDERS AND TRANSACTIONS WITH CLOSE ASSOCIATES

The Company has one class of shares only. Each share carries one vote. All shares have equal rights. All shares give a right to participate in General Meetings.

Under the Bermuda Companies Act, no shareholder has a pre-emptive right to subscribe for new shares in a limited company unless (and only to the extent

CORPORATE GOVERNANCE REPORT

that) the right is expressly granted to the shareholder under the bye-laws of such company or under any contract between the shareholder and such company. The Bye-laws do not provide for pre-emptive rights.

The Board will only transact in the Company's shares at their market value.

Members of the Board (each a "Director") and the Company's senior management shall notify the Board if they have any material interest, whether direct or indirect, in any transaction which the 2020 Bulkers Group intends to conclude.

Following these guidelines, any Directors and/or members of the Company's senior management who have an interest in any such transaction shall always refrain from participating in the discussions on whether to conclude such transaction or not in the relevant corporate bodies in the 2020 Bulkers Group.

Further, the Board shall always consider whether it is appropriate to obtain an independent third-party valuation of the object of any material transaction between the Company and any of its close associates.

5. FREELY NEGOTIABLE SHARES

The Company's shares are freely tradable.

6. GENERAL MEETINGS

The Code requires that notice of General Meetings, (including any supporting documents for the resolutions to be considered therein) is made available on the Company's website no later than 21 days prior to the date of the General Meeting.

The Bye-laws allow, in accordance with Bermuda law, for notice to be given no less than seven days (excluding the day on which the notice is served and the day on which the General Meeting to which it relates is to be held) prior to a General Meeting. This differs from the recommendation of the Code.

The Board aspires to maintain good relations with its shareholders and possible investors in its shares, and to have an investor relation policy which complies with the OSE's Code of Practice for Investor Relations.

The Board shall ensure that as many shareholders as possible are able to participate in the General Meetings. To achieve a high rate of shareholder attendance therein the Company shall:

provide, on its website, the date of and, if possible, further information on each General Meeting as early as possible, and at the latest seven days in advance thereof;
provide, together with or before the notice is given, sufficient supporting documentation for any resolution proposed to be made therein in order for the shareholders to prepare;
ensure that any registration deadline is set as close to the General Meeting as possible; and
ensure that the shareholders may vote for each and all of the candidates for the Board.

7. NOMINATION COMMITTEE

The Code recommends that the Company has a nomination committee.

The Company is not, under Bermuda law, obliged to establish a nomination committee. The Board is of the opinion that there are, for the time being, not sufficient reasons to establish a nomination committee.

The Board will consult with the Company's main shareholders prior to proposing candidates for Directors and will ensure that the Board consists of Directors with the expertise and competence as shall be required by the Company from time to time.

8. CORPORATE ASSEMBLY AND BOARD OF DIRECTORS, COMPOSITION AND INDEPENDENCE

The Company does not have a corporate assembly.

According to the Bye-laws the Board shall consist of not less than two Directors. Currently the Board consists of three Directors.

It is the view of the Board that at least two of its Directors are independent of the Company's main shareholders. Further, it is the view of the Board that a majority of the Directors are independent of the Company's senior managers and main business partners. Although the Chair performs certain executive functions, no Director is employed by the 2020 Bulkers Group.

The Board will, in accordance with normal procedures for Bermuda companies, elect its chairman. This differs from the recommendation in the Code that the General Meeting shall elect the chairman of the Board.

The Directors shall, subject to applicable law and the Bye-laws, hold office until the first General Meeting following such Director's election. The Directors may be re-elected.

A short description of the current Directors is available on the Company's website – https://2020bulkers.com/team/.

CORPORATE GOVERNANCE REPORT

9. THE WORK OF THE BOARD

The Code recommends that the Board develops and approves written guidelines for its own work as well as the work of the Company's senior managers with particular emphasis on establishing clear internal allocation of responsibilities and duties.

The Bermuda Companies Act does not require the Board to prepare such guidelines. The Board is of the opinion that there are no reasons to issue such guidelines at present.

The Code recommends that the Board establishes an audit committee and a remuneration committee.

Although the Bermuda Companies Act does not require the Company to establish such committees, the Board has established an Audit Committee, but the Board is of the opinion that there is no reason to establish a remuneration committee at present.

10. RISK MANAGEMENT AND INTERNAL CONTROL

The Board is focused on ensuring that the 2020 Bulkers Group's business practices are sound and that adequate internal control routines are in place. The Board continuously assesses the possible consequences of and the risks related to the 2020 Bulkers Group's operations.

The 2020 Bulkers Group is committed to protecting the health and safety of its employees and contractors in their activities for the 2020 Bulkers Group and is committed to ensure generally accepted QHSE principles are integrated in everything the 2020 Bulkers Group does.

The Board supervises the Company's internal control systems. These cover both the 2020 Bulkers Group's operations and its guidelines for ethical conduct and social responsibility.

11. REMUNERATION OF THE DIRECTORS

The remuneration of the Directors is set by the General Meeting. The Company may, on occasion, pay Directors their fee in the Company's shares and/or grant Directors under the Company's share option scheme.

Section 11 of the Code requires that Directors should not take on specific assignments for the Company in addition to their appointment as Directors.

The 2020 Bulkers Group will not refrain from engaging Directors for specific assignments for the Company if such engagement is considered beneficial to the Company. This differs from the recommendation in the Code. However, such assignments will be disclosed to the Board and the Board shall approve the assignment, as well as the remuneration.

12. REMUNERATION OF LEADING EMPLOYEES

The remuneration of the 2020 Bulkers Group's senior managers is based on four components. The first component is each individual's fixed salary. This is set based on the individual's position and responsibility and the international salary level for comparable positions.

The second component is local compensation such as mandatory pension payments.

The third component is a variable, discretionary bonus. Bonuses will be granted based on the performance of the 2020 Bulkers Group as a whole and each individual in relation to targets set annually.

The fourth component is a share option scheme established by the Company where share options can be issued to senior managers in the 2020 Bulkers Group.

The Code recommends that guidelines for the remuneration of executive personnel are prepared and approved by the General Meeting. Such guidelines should set forth an absolute limit to performance related remuneration. The 2020 Bulkers Group's remuneration policy does not require such a procedure, nor does it contain any such limit. This differs from the recommendation in the Code.

The Bye-laws permits the Board to issue share options to the Company's employees, including members of the 2020 Bulkers Group's senior management team, without requiring that the General Meeting approves the number of options granted or the terms and conditions of such. In addition, the share option scheme is an incentive program rather than remuneration directly limited to the Company's results.

13. INFORMATION AND COMMUNICATION

The Company is committed to provide information on its financial situation, ongoing projects and other circumstances relevant for the valuation of the Company's shares to the financial markets on a regular basis.

The Company is also committed to disclose all information necessary to assess the value of its shares on its website. Interested parties will find the Company's latest news releases, financial calendar, company presentations, share and shareholder information, information about analyst coverage and other relevant information here.

CORPORATE GOVERNANCE REPORT

Such information may also be found on the website of the OSE – https://www. euronext.com/nb/markets/oslo.

Information to the 2020 Bulkers Group's shareholders shall be published on the Company's website at the same time as it is sent to the shareholders.

14. TAKEOVER OFFER

The Code recommends that the board of directors should establish guiding principles for how it will act in the event of a take-over bid. The same is not a requirement under Bermuda law and the Board has not fixed specific, written guidelines for such scenario other than as set out

herein. In the event of a takeover offer, the Board will seek to ensure that the Company's business activities are not disrupted unnecessarily in the event a general offer is made for the Company's shares. The Board will, furthermore, strive to ensure that shareholders are given sufficient information and time to form a view of the terms of such offer.

If a takeover offer is made, the Board will issue a statement on its merits in accordance with statutory requirements and the recommendations in the Code.

The Board will consider obtaining a valuation of the Company's equity capital from an independent expert if a takeover offer is made in order to provide guidance to its shareholders as to whether to accept such offer or not.

15. AUDITOR

The Board will, each year, agree a plan for the audit of the 2020 Bulkers Group's accounts with its auditor. The Board will furthermore interact regularly with the auditor within the scope of this plan.

For the years ended December 31, 2024 and 2023

CONSOLIDATED STATEMENTS OF OPERATIONS

	12 months to	12 months to
(In millions of US\$ except per share data)	December 31, 2024	December 31, 2023
Operating revenues
Time charter revenues	71.7	69.7
Other operating income	1.5	3.3
Gain on sale of vessels	40.9	-
Total operating revenues	114.1	73.0
Operating expenses
Vessel operating expenses	(16.1)	(19.4)
Voyage expenses and commission	(0.9)	(0.9)
General and administrative expenses	(3.9)	(3.4)
Depreciation and amortization	(9.5)	(11.6)
Total operating expenses	(30.4)	(35.3)
Operating profit	83.7	37.7
Financial expenses, net
Interest expense	(6.8)	(11.2)
Other net financial income (expense)	0.1	0.6
Total financial expenses, net	(6.7)	(10.6)
Net income before income taxes	77.0	27.1
Income tax	(0.7)	(1.5)
Net income attributable to shareholders of 2020 Bulkers Ltd.	76.3	25.6
Per share information:
Basic earnings per share	3.34	1.13
Diluted earnings per share	3.34	1.13
Consolidated Statements of Comprehensive Income
Net income attributable to shareholders of 2020 Bulkers Ltd.	76.3	25.6
Unrealized gain (loss) on interest rate swaps	(0.7)	(5.2)
Reclassification for gains included in the statements of operations
due to hedge discontinuance	(3.3)	-
Other comprehensive income	(4.0)	(5.2)
Total comprehensive income attributable to shareholders of 2020 Bulkers Ltd.	72.3	20.4

CONSOLIDATED BALANCE SHEETS

(In millions of US\$)	December 31, 2024	December 31, 2023
ASSETS
Current assets
Cash and cash equivalents	16.1	30.7
Restricted cash	0.1	0.1
Trade receivables	0.8	0.9
Accrued revenues	0.3	0.2
Other current assets	1.9	6.8
Total current assets	19.2	38.7
Long term assets
Vessels and equipment, net and drydocking	247.4	337.4
Total long-term assets	247.4	337.4
Total assets	266.6	376.1
LIABILITIES AND EQUITY
Current liabilities
Current portion of long-term debt	-	14.8
Accounts payable	0.5	0.6
Accrued expenses	3.1	3.5
Declared cash distribution	-	4.1
Other current liabilities	1.0	3.0
Total current liabilities	4.6	26.0
Long term liabilities
Long-term debt	110.1	189.1
Total long-term liabilities	110.1	189.1
Commitments and contingencies
Equity
Common shares of par value US\$1.0 per share: authorized 75,000,000
(2023:75,000,000). Issued and outstanding 22,870,906 (2023: 22,870,906)	22.9	22.9
Additional paid-in capital	1.0	1.5
Contributed surplus	12.1	11.2
Non-controlling interest	0.1	-
Accumulated other comprehensive income	-	4.0
Retained earnings	115.8	121.4
Total shareholders' equity	151.9	161.0
Total liabilities and shareholders' equity	266.6	376.1

March 10, 2025

/s/ Lori Wheeler Naess	/s/ Viggo Bang-Hansen	/s/ Magnus Halvorsen
Lori Wheeler Naess	Viggo Bang-Hansen	Magnus Halvorsen
Director	Director	Chairperson

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions of US\$)	12 months to December 31, 2024	12 months to December 31, 2023
Net income	76.3	25.6
Gain on sale of vessels	(40.9)	-
Cash received from settlement of interest rate swaps	2.9	-
Share based compensation	0.2	0.1
Depreciation and amortization	9.5	11.6
Change in trade receivables	0.1	1.3
Change in accrued revenues	(0.1)	-
Change in accounts payable	(0.1)	(0.4)
Change in other current assets and liabilities	(3.2)	3.1
Change in other long-term liabilities	-	(0.1)
Net cash provided by operating activities	44.7	41.2
Investing activities
Proceeds from sale of shares subsidiary	0.3	-
Net proceeds from sale of vessels	125.8	-
Cash paid for drydocking	(2.6)	-
Net cash provided by investing activities	123.5	-
Financing activities
Repayment of long-term debt and fees paid for refinancing and debt settlement	(96.8)	(14.8)
Net proceeds from share issuances	-	3.2
Dividends and cash distributions paid	(86.0)	(14.5)
Net cash used in financing activities	(182.8)	(26.1)
Net increase (decrease) in cash and cash equivalents and restricted cash	(14.6)	15.1
Cash and cash equivalents and restricted cash at beginning of period	30.8	15.7
Cash and cash equivalents and restricted cash at end of period	16.2	30.8

Supplemental disclosure of cash flow information

Interest paid	(9.0)	(10.8)
Income taxes paid	(1.3)	(0.1)

CONSOLIDATED STATEMENTS OF CHANGES IN SHARE-HOLDERS' EQUITY

(In millions of US\$, except number of shares)	Number of shares	Share capital	Additional paid-in capital	Contri- buted surplus	Non- controlling interest	Other compre hensive income (loss)	Retained earnings (deficit)	Total equity
Consolidated balance as of December 31, 2022	22 220 906	22.2	0.5	28.2	-	9.2	95.8	155.9
Issue of common shares	650 000	0.7	2.5	-	-	-	-	3.2
Transfer(1)	-	-	(1.6)	1.6	-	-	-	-
Share based compensation	-	-	0.1	-	-	-	-	0.1
Cash distributions	-	-	-	(18.6)	-	-	-	(18.6)
Total comprehensive income for the period	-	-	-	-	-	(5.2)	25.6	20.4
Consolidated balance as of December 31, 2023	22 870 906	22.9	1.5	11.2	-	4.0	121.4	161.0
Transfer(2)	-	-	(0.9)	0.9	-	-	-	-
Share based compensation	-	-	0.2	-	-	-	-	0.2
Sale of shares in subsidiary (3)	-	-	0.2	-	0.1	-	-	0.3
Dividends	-	-	-	-	-	-	(81.9)	(81.9)
Total comprehensive income for the period	-	-	-	-	-	(4.0)	76.3	72.3
Consolidated balance as of December 31, 2024	22 870 906	22.9	1.0	12.1	0.1	-	115.8	151.9

(1) At the 2023 Annual General Meeting held May 9, 2023, it was approved to reduce the Share Premium Account (Recognized as Additional paid-in capital in the Consolidated Statements of Changes in Shareholders' Equity) of the Company by US\$1,594,000 and to credit the same amount resulting from the reduction to the Company's Contributed Surplus account, with effect from May 9, 2023.

(2) At the 2024 Annual General Meeting held May 7, 2024, it was approved to reduce the Share Premium Account (Recognized as Additional paid-in capital in the Consolidated Statements of Changes in Shareholders' Equity) of the Company by US\$889,250 and to credit the same amount resulting from the reduction to the Company's Contributed Surplus account, with effect from May 7, 2024.

(3) In August 2024, the Company sold 40% of the shares in 2020 Bulkers Management AS to Himalaya Shipping.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1. GENERAL INFORMATION

2020 Bulkers is an owner and operator of large dry bulk vessels. The Group has six Newcastlemax dry bulk vessels in operation.

Basis of presentation

Our consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP).

2. ACCOUNTING POLICIES

Principle of Consolidation

The consolidated financial statements include the assets and liabilities of the parent company and subsidiaries where we have control. All intercompany balances and transactions have been eliminated upon consolidation.

Use of estimates

The preparation of financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the amounts reported in our financial statements and accompanying notes. Actual results could differ from those estimates.

Fair value measurement

We have determined the estimated fair value amounts presented in these consolidated financial statements using available market information and appropriate methodologies. However, considerable judgment is required in interpreting market data to develop the estimates of fair value. The estimates presented in these consolidated financial statements are not necessarily indicative of the amounts that we could realize in a current market exchange. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts.

We account for fair value measurement in accordance with the accounting standards guidance using fair value to measure assets and liabilities. The guidance provides a single definition for fair value, together with a framework for measuring it, and requires additional disclosure about the use of fair value to measure assets and liabilities.

Reporting and functional currency

The Company and the majority of its subsidiaries have the US\$ as their functional currency because the majority of their revenues, expenses and financing are denominated in US\$. Accordingly, the Company's reporting currency is also U.S. dollars. Foreign currency gains or losses on consolidation are recorded as a separate component of other comprehensive income (loss) in shareholders' equity for subsidiaries that have functional currencies other than US\$.

Foreign currency

Transactions in foreign currencies during the year are recognized at the rates of exchange in effect at the date of the transaction. Foreign currency monetary assets and liabilities are revalued using rates of exchange at the balance sheet date. Foreign currency transaction gains or losses are included in the consolidated statements of operations.

Revenue and expense recognition

Our shipping revenues are primarily generated from time charters. In a time charter, the vessel is hired by the charterer for a specified period of time in exchange for consideration which is based on a daily hire rate. The charterer has full discretion over the ports visited, shipping routes and vessel speed. In a time charter contract, we are responsible for all the costs incurred for running the vessel such as crew costs, vessel insurance, repairs and maintenance and lubes. Costs incurred by the Company in connection with time charters are recognized on an accruals basis. The charterer bears the voyage related costs such as bunker expenses, port charges and canal tolls during the hire period. The performance

NOTES

obligations in a time charter contract are satisfied over the term of the contract beginning when the vessel is delivered to the charterer until it is redelivered back to the Group. The time charter contracts are considered operating leases and therefore do not fall under the scope of ASC 606 Revenue from Contracts with Customers because (i) the vessel is an identifiable asset (ii) we do not have substantive substitution rights and (iii) the charterer has the right to control the use of the vessel during the term of the contract and derives the economic benefits from such use. Time charter contracts are accounted for as operating leases in accordance with ASC 842 Leases and related interpretations. For arrangements where the Company is the lessor, we intend to elect the practical expedient which allows the Company to treat the lease and non-lease components as a single lease component for the leases where the timing and pattern of transfer for the non-lease component and the associated lease component to the lessees are the same and the lease component, if accounted for separately, would be classified as an operating lease.

Income from time charters is recognized on a straight-line basis over the period of the time charter contract (or lease contract) and at the prevailing rate for the relevant assessment period for variable or index-linked time charter contracts.

Variable lease payments included into our time-charter agreements, such as profit sharing for fuel savings from scrubbers, that do not depend on an index or rate are excluded from the calculation of lease payments and recognized in the period in which the variability is resolved.

In a voyage charter contract, which we consider in scope of ASC 606, the charterer hires the vessel to transport a specific agreed upon cargo for a single voyage. The consideration in such a contract is determined on the basis of a freight rate per metric ton of cargo carried or occasionally on a lump sum basis. Estimates and judgments are required in ascertaining the most likely outcome of a particular voyage and actual outcomes may differ from estimates. In a voyage charter contract, the performance obligations begin to be satisfied once the vessel begins loading the cargo. We have determined that our voyage charter contracts consist of a single performance obligation of transporting the cargo within a specified time period. Therefore, the performance obligation is met evenly as the voyage progresses, and the revenue is recognized on a straight-line basis over the voyage days from the commencement of loading to completion of discharge.

During 2024 and 2023, the Company had revenues from time charter contracts.

The guidance also specifies treatment for certain contract related costs, being either incremental costs to obtain a contract, or costs to fulfill a contract. Under the guidance, an entity shall recognize as an asset the incremental costs of obtaining a contract with a customer if the entity expects to recover those costs. The guidance also provides a practical expedient whereby an entity may recognize the incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset that the entity otherwise would have recognized is one year or less. Costs to fulfill a contract must be capitalized if they meet certain criteria. In a voyage contract, the Company bears all voyage related costs such as fuel costs, port charges and canal tolls. These costs are considered contract fulfillment costs because the costs are direct costs related to the performance of the contract and are expected to be recovered. The costs incurred during the period prior to commencement of loading the cargo, primarily bunkers, are deferred as they represent setup costs and are recorded as a current asset and are subsequently amortized on a straight-line basis as we satisfy the performance obligations under the contract.

Share-based compensation

The cost of equity settled transactions is measured by reference to the fair value at the date on which the share options are granted. The fair value of the share options issued under the Company's employee share option plans is determined at the grant date taking into account the terms and conditions upon which the options are granted, and using a valuation technique that is consistent with generally accepted valuation methodologies for pricing financial instruments, and that incorporates all factors and assumptions that knowledgeable, willing market participants would consider in determining fair value. The fair value of the share options is recognized in General and administrative expense in the Consolidated Statements of Operations, with a corresponding increase in equity over the period during which the employees become unconditionally entitled to the options. Compensation cost is initially recognized based upon options expected to vest, excluding forfeitures, with appropriate adjustments to reflect actual forfeitures.

Impairment of vessels

We continually monitor events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. Among other indicators we look at the market capitalization of the Company against the net book value of equity and market conditions in the dry bulk freight market. In assessing the recoverability of our vessels carrying amounts, we make assumptions regarding estimated future cash flows and estimates in respect of residual or scrap value. When such events or changes in circumstances are present, we assess the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total of the future cash flows is less than the carrying amount of those assets, we recognize an impairment loss based on the excess of the carrying amount over the lower of the fair market value of the assets, less cost to sell, and the net present value ("NPV") of estimated future undiscounted cash flows from the employment of the asset ("value-in-use").

As of December 31,2024, and December 31, 2023, the Company had no indications that the carrying amount of a particular vessel may not be fully recoverable.

Sale lease-back transactions

When a sale and leaseback transaction does not qualify for sale accounting, the transaction is accounted for as a financing transaction by the seller-lessee. To account for a failed sale and leaseback transaction as a financing arrangement, the seller-lessee does not derecognize the underlying asset; the seller-lessee continues depreciating the asset as if it was the legal owner. The sales proceeds received from the buyer-lessor are recognized as a financial liability. A seller-lessee will make rental payments under the leaseback. These payments are allocated between interest expense and principal repayment of the financial liability. The amount allocated to interest expense is determined by the incremental borrowing rate or imputed interest rate. The sale and lease back transactions that the Company entered into for Bulk Seoul and Bulk Shanghai, involved purchase obligations and was therefore treated as financing arrangements. Please refer to note 11.

Deferred charges

Costs associated with long-term financing, including debt arrangement fees, are deferred and amortized over the term of the relevant loan using the straight-line method as this approximates the effective interest method. Amortization of loan costs will be included in "Interest expense" in the Consolidated Statements of Operations. If a loan is repaid early, any unamortized portion of the related deferred charge is charged against "Other financial expenses" in the period in which the loan is repaid. Deferred charges are presented as a deduction from the corresponding liability in the Consolidated Balance Sheet.

Vessels and equipment, net

Vessels and equipment are recorded at historical cost less accumulated depreciation and, if appropriate, impairment charges. Depreciation is calculated on a straight-line basis over the useful life of the assets based on cost less estimated residual values. The estimated useful life for our vessels is 25 years. The estimated residual values are based on ten year average steel price and lightweight ton of the vessels.

Drydocking

Maintenance of class certification requires expenditure and can require taking a vessel out of service from time to time for survey, repairs or modifications to meet class requirements. When delivered, the Group's vessels can generally be expected to have to undergo a class survey once every five years. The Group's vessels are being built to the classification requirements of American Bureau of Shipping (ABS) and the Liberian Ship Register. Normal vessel repair and maintenance costs will be expensed when incurred. We will recognize the cost of a drydocking at the time the drydocking takes place. The Group will capitalize a substantial portion of the costs incurred during drydocking, including the survey costs and depreciates those costs on a straight-line basis from the time of completion of a drydocking or intermediate survey until the next scheduled drydocking or intermediate survey.

Earnings per share

Basic earnings per share ("EPS") is computed based on the income available to common stockholders and the weighted average number of shares outstanding. Diluted earnings per share includes the effect of the assumed conversion of potentially dilutive instruments, which for the Company includes share options. The determination of dilutive EPS may require us to make adjustments to net income and the weighted average shares outstanding used to compute basic EPS unless anti-dilutive.

Trade receivables

Trade receivables are presented net of allowances for doubtful balances. At each balance sheet date, all potentially uncollectible accounts are assessed individually for purposes of determining the appropriate provision for doubtful accounts.

Cash and cash equivalents

Cash compromises cash on hand and cash at bank. All demand and time deposits and highly liquid, low risk investments with original maturities of three months or less at the date of purchase are considered equivalent to cash. Cash and cash equivalents that are restricted as to their use are classified as Restricted cash in the Consolidated Balance Sheets.

Interest-bearing debt

Interest-bearing debt is recognized initially at fair value less directly attributable transaction costs. Subsequent to initial recognition, interest-bearing borrowings are stated at amortized cost. Transaction costs are amortized over the term of the loan.

Current and long-term classification

Assets and liabilities are classified as current assets and liabilities respectively, if their maturity is within one year of the balance sheet date. Otherwise, they are classified as non-current assets and liabilities.

Related parties

Parties are related if one party has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operating decisions. Parties are also related if they are subject to common control or common significant influence.

Interest rate hedging

The interest rate swaps are recognized at fair value. All the interest rate swaps are designated for hedge accounting. Gains or losses on the hedging instrument are recognized in other comprehensive income (loss), to the extent that the hedge is determined to be effective. All other gains or losses are recognized immediately in the consolidated statements of operations.

The fair values of the interest rate swaps are disclosed in note 12. The fair value of the interest rate swaps is recognized and presented as a current asset or liability for maturity equal to or less than twelve months and a non-current asset or liability for maturity exceeding twelve months.

3. RECENTLY ISSUED ACCOUNTING STANDARDS

Adoption of new accounting standards

Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures

US FASB ASU 2023-07

The amendments in this Update improve financial reporting by requiring disclosure of incremental segment information on an annual and interim basis for all public entities to enable investors to develop more decision-useful financial analyses.

Currently, Topic 280 requires that a public entity disclose certain information about its reportable segments. For example, a public entity is required to report a measure of segment profit or loss that the CODM uses to assess segment performance and make decisions about allocating resources. Topic 280 also requires other specified segment items and amounts, such as depreciation, amortization, and depletion expense, to be disclosed under certain circumstances. The amendments in this Update do not change or remove those disclosure requirements.

The amendments in this Update also do not change how a public entity identifies its operating segments, aggregates those operating segments, or applies the quantitative thresholds to determine its reportable segments.

The amendments in this Update are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted.

4. INCOME TAXES

2020 Bulkers Ltd. is incorporated in Bermuda. 2020 Bulkers Ltd. transferred tax domicile from Bermuda to Norway effective August 9, 2022. Our vessel owning subsidiaries are taxed under the Norwegian Tonnage Tax Regime. The estimated income tax expense for the twelve months ended December 31, 2024, is US\$0.7 million (US\$1.5 million for the twelve months ended December 31, 2023) and is related to taxable net financial income (under the Norwegian Tonnage Tax Regime) primarily due to realized gains on interest rate swaps. The Group does not have any accrued interest or penalties relating to income taxes.

5. SEGMENT INFORMATION

Our chief operating decision maker, or the CODM, being our Board of Directors, measures performance based on our overall return to shareholders based on consolidated net income. The CODM does not review a measure of operating result at a lower level than the consolidated group and we only have one reportable segment. Our vessels operate worldwide and therefore management will not evaluate performance by geographical region as this information is not meaningful.

The CODM does review operating expenses on a quarterly basis. Of total vessel operating expenses of US\$16.1 million (US\$19.4 million for the twelve months ended December 31, 2023), crew costs amount to US\$8.2 million (US\$9.9 million for the twelve months ended December 31, 2023) for the twelve months ended December 31, 2024.

For the year ended December 31, 2024, two customers accounted for 10 percent or more of our consolidated revenues in the amounts of US\$49.0 million and US\$22.7 million, respectively. For the year ended December 31, 2023, three customers accounted for 10 percent or more of our consolidated revenues in the amounts of US\$51.6 million, US\$10.3 million and US\$7.8 million, respectively.

6. REVENUES

The Company recognized revenues from time charter contracts (described in note 8) during the twelve months ended December 31, 2024. The Company has recognized US\$0.3 million (US\$0.2 million as of December 31, 2023) of revenues which was not invoiced as of December 31, 2024, and the amount is recognized as Accrued revenues. In addition, the Company has invoiced US\$0.7 million (US\$2.3 million as of December 31, 2023) to customers which was not earned as of December 31, 2024, and the amount is recognized as Other current liabilities. During the twelve months ended December 31, 2024, the Company recognized US\$1.5 million (US\$1.1 million during the twelve months ended December 31, 2023) in management fee as Other operating income. During the twelve months ended December 31, 2023, the Company recognized US\$2.2 million in insurance settlement as Other operating income.

7. EARNINGS PER SHARE

(In US\$, except share numbers)	12 months to December 31, 2024	12 months to December 31, 2023
Basic earnings per share	3.34	1.13
Diluted earnings per share	3.34	1.13
Issued ordinary shares at the end of the period	22 870 906	22 870 906
Weighted average number of shares outstanding - basic	22 870 906	22 574 933
Weighted average number of shares outstanding - diluted	22 874 248	22 574 933

The computation of basic EPS is based on the weighted average number of outstanding shares during the period. Diluted EPS includes the potential effect of conversion of 60,000 of share options (2023: none) outstanding issued to employees since the average share price for the twelve months to December 31, 2024, was above the strike price. Diluted EPS excludes the potential effect of conversion of 115,000 of share options (2023: 60,000) outstanding issued to directors and employees since the average share price for the twelve months to December 31, 2024, was below the strike price.

8. LEASES

Lessor

The Company had the following vessels on operating lease contracts as of December 31, 2024:

Vessel	Charterer	Charter expiry	Gross rate/day, USD
Bulk Sandefjord	Koch Shipping	Dec 26 - Dec 27	Index linked + premium + scrubber benefit
Bulk Santiago	Koch Shipping	Dec 26 - Dec 27	Index linked + premium + scrubber benefit
Bulk Shenzhen	Koch Shipping	Dec 26 - Dec 27	Index linked + premium + scrubber benefit
Bulk Sydney	Koch Shipping	Dec 26 - Dec 27	Index linked + premium + scrubber benefit
Bulk Sao Paulo	European charterer	Apr - Jun 25	Index linked + premium + scrubber benefit
Bulk Santos	European charterer	Apr - Jun 25	Index linked + premium + scrubber benefit

9. VESSELS AND EQUIPMENT, NET

	Vessels and
(In millions of US\$)	equipment, net	Drydocking	Total
Cost as of December 31, 2022	383.4	-	383.4
Capital expenditures	-	-	-
Cost as of December 31, 2023	383.4	-	383.4
Capital expenditures	-	2.6	2.6
Asset disposals	(95.5)	-	(95.5)
Cost as of December 31, 2024	287.9	2.6	290.5
Accumulated depreciation as of December 31, 2022	34.4	-	34.4
Depreciation	11.6	-	11.6
Accumulated depreciation as of December 31, 2023	46.0	-	46.0
Depreciation	9.2	0.3	9.5
Asset disposals - accumulated depreciation	(12.4)	-	(12.4)
Accumulated depreciation as of December 31, 2024	42.8	0.3	43.1
Balance as of December 31, 2023	337.4	-	337.4
Balance as of December 31, 2024	245.1	2.3	247.4

See note 11 for information on sale of the vessels Bulk Shanghai and Bulk Seoul.

10. RELATED PARTY TRANSACTIONS

In March 2023, Magnus Halvorsen, Chairperson of the Company, exercised 400,000 share options at a strike price of US\$4.985.

In November 2023, Kate Blankenship, previous Director of the Company, exercised 75,000 share options at a strike price of US\$4.445. Kate Blankenship resigned as a Director on September 11, 2024, and consequently is not considered a related party.

In December 2023, Vidar Hasund, Chief Financial Officer of the Company, exercised 75,000 share options at a strike price of US\$4.445.

11. DEBT

(In millions of US\$)	December 31, 2024	December 31, 2023
Pledged
Term loan Tranche I ("Bulk Sandefjord"), balloon payment April 2029	17.9	22.9
Term loan Tranche II ("Bulk Santiago"), balloon payment April 2029	18.3	23.3
Term loan Tranche V ("Bulk Shenzhen"), balloon payment April 2029	18.7	23.8
Term loan Tranche VI ("Bulk Sydney"), balloon payment April 2029	18.8	23.7
Term loan Tranche VII ("Bulk Sao Paulo"), balloon payment April 2029	19.2	24.2
Term loan Tranche VIII ("Bulk Santos"), balloon payment April 2029	19.6	24.6
Other long term debt
Vessel financing ("Bulk Seoul")	-	32.0
Vessel financing ("Bulk Shanghai")	-	32.0
Long-term debt, gross	112.5	206.5
Less current portion long term debt	-	(14.8)
Less deferred loan costs	(2.4)	(2.6)
Total long-term debt	110.1	189.1

Term loan facility

The term loan facility contains the following financial covenants for the Group (i) value adjusted equity shall be equal to or greater than 30% of value adjusted total assets, (ii) working capital (defined as consolidated current assets minus consolidated current liabilities (excluding current portion of long term debt and subordinated shareholder loans)) shall at all times be no less than US\$0 and (iii) free and available cash shall at all times be the greater of (a) US\$1.25 million per delivered vessel and (b) 5% of total debt. In addition, the fair market value of our vessels shall at all times be at least 140% of the aggregate outstanding loans. As of December 31, 2024, we were compliant with the covenants and our obligations under the term loan facility agreement. The vessels are pledged upon draw down of the loan facility, with cross collateral agreements in place for each vessel within the term loan facility.

In March 2024, the Company terminated the interest rate swaps and received a cash settlement of approximately US\$2.9 million. The amount was transferred to the statements of operations reducing interest expense until original maturity of the interest rate swaps in August and September 2024.

Sale and leaseback arrangement

In October 2019, the Company entered into a sale and leaseback arrangement with Ocean Yield for its two Newcastlemax vessels, Bulk Seoul and Bulk Shanghai. The vessels were delivered from the yard on October 30, 2019, and November 6, 2019, respectively, and were at delivery sold to Ocean Yield for a price per vessel of US\$42 million, net of a US\$5 million sellers' credit. The vessels were chartered back to the Company on thirteen year bareboat charters which included a purchase obligation at the end of the respective charter periods and certain options to either sell or acquire the vessels during the charter periods. The bareboat charter hire was US\$6,575 per day plus an adjustment based on LIBOR plus a margin of 450 basis points. Since the Company had purchase obligations at the end of the charter periods, the Company accounted for the transaction as a financing arrangement. The Company pledged the shares in the subsidiaries chartering the vessels back from Ocean Yield and issued certain guarantees in line with standard terms contained in sale and leaseback transactions.

In February 2024, the Company signed an agreement to sell the vessels Bulk Shanghai and Bulk Seoul to an unaffiliated third party for a total consideration of US\$127.5 million. The Company exercised its option with Ocean Yield to effectuate the sale. Bulk Shanghai and Bulk Seoul were delivered to the new owner on March 20, 2024, and April 4, 2024, respectively, and the sale and leaseback arrangements were settled. The Company recognized a total gain of US\$40.9 million for the sale of Bulk Shanghai and Bulk Seoul during the twelve months ended December 31, 2024.

The outstanding long-term debt as of December 31, 2024, is repayable as follows:

(In millions of US\$)
April 2029	112.5

12. FINANCIAL ASSETS AND LIABILITIES

Foreign currency risk

The majority of our transactions, assets and liabilities are denominated in United States dollars. However, we incur expenditure in currencies other than United States dollars, mainly in Norwegian kroner. There is a risk that currency fluctuations in transactions incurred in currencies other than the functional currency will have a negative effect on the value of our cash flows. We are then exposed to currency fluctuations and we may enter into foreign currency swaps to mitigate such risk exposures.

Fair values

The guidance for fair value measurements applies to all assets and liabilities that are being measured and reported on a fair value basis. This guidance enables the reader of the financial statements to assess the inputs used to develop those measurements by establishing a hierarchy for ranking the quality and reliability of the information used to determine fair values. The same guidance requires that assets and liabilities carried at fair value should be classified and disclosed in one of the following three categories based on the inputs used to determine its fair value:

Level 1: Quoted market prices in active markets for identical assets or liabilities;

Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data;

Level 3: Unobservable inputs that are not corroborated by market data.

The carrying value and estimated fair value of our cash and financial instruments are as follows:

		December 31, 2024		December 31, 2023
(In millions of US\$)	Hierarchy	Fair value	Carrying value	Fair value	Carrying value
Assets
Cash and cash equivalents	1	16.1	16.1	30.7	30.7
Restricted cash	1	0.1	0.1	0.1	0.1
Other current assets (interest rate swaps)	2	-	-	4.0	4.0
Liabilities
Current portion of long-term debt	2	-	-	14.8	14.8
Long-term debt	2	112.5	110.1	193.4	189.1

Financial instruments included in the consolidated financial statements within 'Level 1 and 2' of the fair value hierarchy are valued using quoted market prices, broker or dealer quotations or alternative pricing sources with reasonable levels of price transparency. There have been no transfers between different levels in the fair value hierarchy during the periods presented.

Concentrations of risk

There is a concentration of credit risk with respect to cash and cash equivalents to the extent that all of the amounts are carried with Danske Bank and Nordea Bank. However, we believe this risk is remote, as Danske Bank and Nordea Bank are established financial institutions.

13. SHARE BASED PAYMENT COMPENSATION

In April 2022, the Board approved a grant of 60,000 share options to employees. Each share option gives the holder the right to purchase one share in the Company at an exercise price of US\$18 per share. The exercise price will be reduced by any dividends and cash distributions paid. The share options vest equally over a three year vesting period, commencing one year from date of grant and will expire five years after the grant date. The total estimated cost is approximately US\$321k and will be expensed over the requisite service period. US\$107k has been expensed in the twelve months ended December 31, 2024 (US\$107k during the twelve months ended December 31, 2023).

In September 2024, the Board approved a grant of 115,000 share options to directors and employees. Each share option gives the holder the right to purchase one share in the Company at an exercise price of US\$16.7 per share. The exercise price will be reduced by any dividends and cash distributions paid. The share options vest equally over a three year vesting period, commencing one year from date of grant and will expire five years after the grant date. The total estimated cost is approximately US\$345k and will be expensed over the requisite service period. US\$70k has been expensed in the twelve months ended December 31, 2024.

	Outstanding	Weighted	Weighted	Weighted
	share	average	average	average grant
	options	remaining life	exercise price	date fair value
Outstanding at December 31, 2022 - unvested	60 000	4.3	16.9	13.3
Outstanding at December 31, 2022 - exercisable	650 000	1.0	5.1	9.5
Granted	-	-	-	-
Exercised	(650 000)	0.5	4.8	9.5
Exercisable	20 000	4.0	16.8	13.3
Forfeited	-	-	-	-
Outstanding at December 31, 2023 - unvested	40 000	3.7	15.9	13.3
Outstanding at December 31, 2023 - exercisable	20 000	3.7	15.9	13.3
Granted	115 000	5.0	16.7	12.9
Exercised	-	-	-	-
Exercisable	20 000	3.0	15.7	13.3
Forfeited	-	-	-	-
Outstanding at December 31, 2024 - unvested	135 000	4.3	15.5	12.9
Outstanding at December 31, 2024 - exercisable	40 000	2.3	12.5	13.3

The exercise price of US\$18 per share for the share options granted in April, 2022 was reduced with total cash distributions and dividends of US\$3.58, US\$0.82 and US\$1.12 for 2024, 2023 and 2022, respectively. The exercise price of US\$16.7 per share for the share options granted in September 2024, was reduced with total dividends of US\$0.66 for 2024.

The fair value of the share options granted in September 2024 and April 2022 was calculated using the Black-Scholes method. The significant assumptions used to estimate the fair value of the share options are set out below:

	2024	2022
Grant date	September 1	April 7
Risk-free rate	3.84%	2.66%
Expected life	4.5 years	4 years
Expected future volatility	32%	61%

14. COMMITMENTS AND CONTINGENCIES

The Company insures the legal liability risks for its shipping activities with Assuranceforeningen SKULD and Assuranceforeningen Gard Gjensidig, both mutual protection and indemnity associations. As a member of these mutual associations, the Company is subject to calls payable to the associations based on the Company's claims record in addition to the claim records of all other members of the associations. A contingent liability exists to the extent that the claims records of the members of the associations in the aggregate show significant deterioration, which result in additional calls on the members.

To the best of our knowledge, there are no legal or arbitration proceedings existing or pending which have had or may have significant effects on our financial position or profitability and no such proceedings are pending or known to be contemplated.

15. COMPENSATION

During the year ended December 31, 2024, we paid our executive officers (CEO, CFO, CTO, COO and CCO) aggregate compensation of US\$1.8 million (2023: US\$1.3 million). In addition to cash compensation, we recognized US\$150k during the year ended December 31, 2024 (2023: 89k), relating to share options granted to executive officers. As of December 31, 2024, the members of Management and Directors that hold shares and share options of the Company are set out below:

Name	Position	Shares	Share options
Lori Wheeler Naess	Director	-	7 500
Viggo Bang-Hansen	Director	-	7 500
Magnus Halvorsen*	Chairperson	2 032 118	20 000
Herman Billung	CEO	10 000	50 000
Vidar Hasund	CFO	90 000	20 000
Lars-Christian Svensen	CCO	4 700	30 000
Christian Dahll	COO	15 130	15 000
Petter Lalic	CTO	-	15 000

* 1,527,026 shares held through his controlled company MH Capital AS, and 505,092 shares held privately.

Auditors fee:

(In millions of US\$)	12 months to December 31, 2024	12 Months to December 31, 2023
Statutory audit fee	0.2	0.2
Other non-auditing services	-	-
Total fees	0.2	0.2

16. SHAREHOLDERS' EQUITY

At the 2023 Annual General Meeting held May 9, 2023, it was approved to reduce the Share Premium Account (Recognized as Additional paid-in capital in the Consolidated Statements of Changes in Shareholders' Equity) of the Company by US\$1,594,000 and to credit the same amount resulting from the reduction to the Company's Contributed Surplus account, with effect from May 9, 2023.

At the 2024 Annual General Meeting held May 7, 2024, it was approved to reduce the Share Premium Account (Recognized as Additional paid-in capital in the Consolidated Statements of Changes in Shareholders' Equity) of the Company by US\$889,250 and to credit the same amount resulting from the reduction to the Company's Contributed Surplus account, with effect from May 7, 2024.

Number of shares
22 220 906
400 000
100 000
30 000
45 000
75 000
22 870 906
22 870 906

Largest shareholders as of December 31, 2024:

Name	Holding of shares	In %
The Bank of New York Mellon SA/NV (nominee)	1 892 855	8.28
Avanza Bank AB (nominee)	1 580 927	6.91
J.P. Morgan Securities LLC (nominee)	1 554 327	6.80
MH Capital AS	1 527 026	6.68
Brown Brothers Harriman & Co. (nominee)	1 433 428	6.27
State Street Bank and Trust Comp (nominee)	708 277	3.10
Clearstream Banking S.A. (nominee)	683 047	2.99
Citibank, N.A. (nominee)	602 615	2.63
Verdipapirfondet Alfred Berg Gamba	573 077	2.51
Magnus Halvorsen	505 092	2.21
Skandinaviska Enskilda Banken AB (nominee)	436 147	1.91
DNB Bank ASA	417 031	1.82
Nordnet Bank AB (nominee)	407 506	1.78
Verdipapirfondet DNB Smb	405 679	1.77
Danske Bank A/S (nominee)	368 870	1.61
DNB Luxembourg S.A. (nominee)	357 340	1.56
Nordnet Livsforsikring AS	345 188	1.51
Masira Inversion SIL	330 756	1.45
DZ Privatbank S.A. (nominee)	293 286	1.28
Svenska Handelsbanken AB (nominee)	289 590	1.27
Total	14 712 064	64.33
Other shareholders	8 158 842	35.67
Total	22 870 906	100.00

17. SUBSEQUENT EVENTS

Dividends and cash distributions

In January 2025, the Company declared a cash distribution of US\$0.05 per share for December 2024. In February 2025, the Company declared a dividend of US\$0.03 per share for January 2025. In March 2025, the Company declared a cash distribution of US\$0.01 per share for February 2025.

RECONCILIATION OF ALTERNATIVE PERFOR-MANCE MEASURES

RECONCILIATION OF ALTERNATIVE

PERFORMANCE MEASURES

(In millions of US\$)	12 months to December 31, 2024	12 months to December 31, 2023
Operating profit	83.7	37.7
Depreciation and amortization	(9.5)	(11.6)
EBITDA	93.2	49.3
	12 months to	12 months to

(In millions of US\$, except per day data)	December 31, 2024	December 31, 2023
Time charter revenues	71.7	69.7
Address commission	(2.5)	(2.5)
Operating revenues, gross	74.3	72.2
Fleet operational days	2 328	2 920
Average time charter equivalent rate, gross	31 900	24 700

The European Securities and Markets Authority ("ESMA") issued guidelines on Alternative Performance Measures ("APMs") that came into force on July 3, 2016. The Company has defined and explained the purpose of the following APMs:

EBITDA, when used by the Company, means operating profit (loss) excluding depreciation and amortization. The Company has included EBITDA as a supplemental disclosure because the Company believes that the measure provides useful information regarding the Company's ability to service debt and pay dividends and provides a helpful measure for comparing its operating performance with that of other companies.

Average time charter equivalent rate, gross, when used by the Company, means time charter revenues and voyage charter revenues excluding address commission, less voyage charter expenses and adjusted from "load to discharge" basis to "discharge to discharge" basis and divided by operational days. The Company has included Average time charter equivalent rate, gross, as a supplemental disclosure because the Company believes that the measure provides useful information regarding the fleets' daily income performance.

To the shareholders and Board of Directors of 2020 Bulkers Ltd.

Independent Auditor's Report

Report on the Audit of the Financial Statements

Opinion

We have audited the consolidated financial statements of 2020 Bulkers Ltd. and its subsidiaries (the Group), which comprise the balance sheets as at December 31, 2024, statements of operations, comprehensive income, cash flows and changes in shareholders' equity for the year then ended, and notes to the financial statements, including a summary of material accounting policies.

In our opinion the accompanying consolidated financial statements give a fair presentation of the financial position of the Group as at December 31, 2024, and its financial performance and its cash flows for the year then ended in accordance with the accounting principles generally accepted in the United States of America (USGAAP).

Our opinion is consistent with our additional report to the Audit Committee.

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Group as required by relevant laws and regulations in Norway and the International Ethics Standards Board for Accountants' International Code of Ethics for Professional Accountants (including International Independence Standards) (IESBA Code), and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

To the best of our knowledge and belief, no prohibited non-audit services referred to in the Audit Regulation (537/2014) Article 5.1 have been provided.

We have been the auditor of the Group for 8 years from the incorporation of the Group on September 26, 2017, for the accounting year 2017.

Key Audit Matters

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 period. This matter was addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on this matter.

The Group's business activities are largely unchanged compared to last year. We have not identified regulatory changes, transactions or other events that qualified as new key audit matters. The Impairment Assessment for Vessels and Equipment has the same characteristics and risks this year as the previous year and consequently have been an area of focus also for the 2024 audit.

PricewaterhouseCoopers AS, Dronning Eufemias gate 71, Postboks 748 Sentrum, NO-0106 Oslo T: 02316, org. no.: 987 009 713 MVA, www.pwc.no Statsautoriserte revisorer, medlemmer av Den norske Revisorforening og autorisert regnskapsførerselskap

Impairment Assessment for Vessels and Equipment

Refer to note 2 (Accounting policies) and note 9 (Vessels and equipment, net) where management explains how they assess the value of the vessels.

The Group holds six Newcastlemax vessels on the balance sheet within Vessels and equipment, net, which transport dry cargoes globally. The vessels have a combined carrying amount of USD 247.4 million. The Group has not recognized an impairment on the Newcastlemax vessels in 2024.

Indicators of impairment for the vessels were assessed and not considered present during 2024. As explained in the notes, management considered, among others, the conditions in the dry bulk freight market, estimated fair value of the vessels, less cost of sale, and the market capitalization of the Group against the net book value of equity, which gave no indication of impairment. As a result of the above factors, management has not performed an impairment test.

In their assessment of impairment indicators, management considers each vessel to be the lowest level for which an entity can separately identify cash flows that are largely independent of the cash flows of other assets and liabilities, and consequently we assessed indicators for impairment on the same basis.

We focused on this area due to the significant carrying value of the vessels and the judgement inherent in the assessment of indicators of impairment.

Key Audit Matters How our audit addressed the Key Audit Matter

We evaluated and challenged management's assessment of indicators of impairment and the process by which this was performed. We assessed management's accounting policy against US GAAP and obtained explanations from management as to how the specific requirements of the standards, in particular ASC 360, were met. We also assessed the consistency year on year of the application of the accounting policy.

To assess the estimates for fair value less costs of disposal as an indicator of impairment, management compiled broker valuation certificates for the vessels. We satisfied ourselves that the external brokers had both the objectivity and the competence to provide the estimate. To assess this, we corroborated that, under the terms of the bank lending facilities, specific brokers are identified as being approved for use, for purposes of minimum value clause covenant reporting. Management used brokers from this approved list. We interviewed selected brokers to understand how the estimates for fair value were compiled. We also satisfied ourselves that the brokers were provided with relevant facts in order to determine such an estimate, by testing key inputs such as build date, build location and certain key specifications back to the ships register. We found that management sufficiently understood the valuations from third party brokers, including the methodology used in arriving at the valuations, performing sensitivity analysis, and performing comparisons to other available market data where possible. Management has also used the market intelligence obtained from the sale of two vessels to confirm the valuations obtained.

In order to assess each of the assumptions in the impairment indicator assessment, we interviewed management and challenged their assumptions. For certain key assumptions we specifically used current and historical external market data to corroborate the freight rates assessed by management. We challenged management on their assessment of market rates. We also corroborated management's assessment with external market reports where possible. We considered that freight rates used by management were within an

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Report on Other Legal and Regulatory Requirements

Report on Compliance with Requirement on European Single Electronic Format (ESEF)

Opinion

As part of the audit of the consolidated financial statements of 2020 Bulkers Ltd., we have performed an assurance engagement to obtain reasonable assurance about whether the financial statements included in the annual report, with the file name 2020 Bulkers Ltd. Annual Report 2024.xhtml, have been prepared, in all material respects, in compliance with the requirements of the Commission Delegated Regulation (EU) 2019/815 on the European Single Electronic Format (ESEF Regulation) and regulation pursuant to Section 5-5 of the Norwegian Securities Trading Act, which includes requirements related to the preparation of the annual report in XHTML format.

In our opinion, the consolidated financial statements, included in the annual report, have been prepared, in all material respects, in compliance with the ESEF regulation.

Management's Responsibilities

Management is responsible for the preparation of the annual report in compliance with the ESEF regulation. This responsibility comprises an adequate process and such internal control as management determines is necessary.

Auditor's Responsibilities

Our responsibility, based on audit evidence obtained, is to express an opinion on whether, in all material respects, the consolidated financial statements included in the annual report have been prepared in compliance with ESEF. We conduct our work in compliance with the International Standard for Assurance Engagements (ISAE) 3000 – "Assurance engagements other than audits or reviews of historical financial information". The standard requires us to plan and perform procedures to obtain reasonable assurance about whether the financial statements included in the annual report have been prepared in compliance with the ESEF Regulation.

As part of our work, we have performed procedures to obtain an understanding of the Group's processes for preparing the financial statements in compliance with the ESEF Regulation. We examine whether the financial statements are presented in XHTML-format. We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Oslo, March 10, 2025 PricewaterhouseCoopers AS

Peter W. Wallace State Authorised Public Accountant (This document is signed electronically)

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Auditor's report



Signers:
Name	Method	Date
Wallace, Peter William	BANKID	2025-03-10 13:13




























This document package contains:		This file is sealed with a digital signature.
- Closing page (this page) - The original document(s)		The seal is a guarantee for the authenticity of the document.

OFFICES

2020 BULKERS LTD.

OSLO OFFICE

2020 Bulkers Management AS Tjuvholmen allé 3, 9th floor, 0252 Oslo, Norway

+47 22 83 30 00

BERMUDA OFFICE

2020 Bulkers Ltd. S.E. Pearman Bldg., 2nd floor, 9 Par-la-Ville Road Hamilton HM 11, Bermuda

+1 441 542 9329

[email protected]

AI Terminal

2020 Bulkers

9911_10-k_2025-03-11_21291e35-aba3-4aa8-b8f2-7d08125f7adf.pdf

CONTENT

BOARD OF DIRECTORS' REPORT

KEY EVENTS DURING 2024

SUBSEQUENT EVENTS

HEALTH, SAFETY AND ENVIRONMENT

HUMAN RESOURCES AND DIVERSITY

BOARD OF DIRECTORS' REPORT

GOING CONCERN

CORPORATE DEVELOPMENTS AND FINANCING

MANAGEMENT DISCUSSION AND ANALYSIS

BOARD OF DIRECTORS' REPORT

Consolidated Balance Sheets

Consolidated Statements of Cash Flows

Outstanding shares

OUR FLEET

BOARD OF DIRECTORS' REPORT

COMMERCIAL UPDATE

DRY DOCKING

MARKET COMMENTARY

BOARD OF DIRECTORS' REPORT

CAPESIZE FLEET DEVELOPMENT

CORPORATE GOVERNANCE REPORT AND ENVIRONMENTAL, SOCIAL AND GOVERNANCE REPORT

RISK FACTORS

BOARD OF DIRECTORS' REPORT

BOARD OF DIRECTORS' REPORT

OUTLOOK

FORWARD-LOOKING STATEMENTS

ABOUT 2020 BULKERS LTD.

March 10, 2025

RESPONSIBILITY STATEMENT

March 10, 2025

CORPORATE GOVERNANCE REPORT

1. 2020 BULKERS CORPORATE GOVERNANCE POLICY

2. THE BUSINESS

3. EQUITY AND DIVIDENDS

4. EQUITABLE TREATMENT OF SHARE-HOLDERS AND TRANSACTIONS WITH CLOSE ASSOCIATES

CORPORATE GOVERNANCE REPORT

5. FREELY NEGOTIABLE SHARES

6. GENERAL MEETINGS

7. NOMINATION COMMITTEE

8. CORPORATE ASSEMBLY AND BOARD OF DIRECTORS, COMPOSITION AND INDEPENDENCE

CORPORATE GOVERNANCE REPORT

9. THE WORK OF THE BOARD

10. RISK MANAGEMENT AND INTERNAL CONTROL

11. REMUNERATION OF THE DIRECTORS

12. REMUNERATION OF LEADING EMPLOYEES

13. INFORMATION AND COMMUNICATION

CORPORATE GOVERNANCE REPORT

14. TAKEOVER OFFER

15. AUDITOR

CONSOLIDATED STATEMENTS OF OPERATIONS

CONSOLIDATED BALANCE SHEETS

March 10, 2025

CONSOLIDATED STATEMENTS OF CASH FLOWS

Supplemental disclosure of cash flow information

CONSOLIDATED STATEMENTS OF CHANGES IN SHARE-HOLDERS' EQUITY

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1. GENERAL INFORMATION

Basis of presentation

2. ACCOUNTING POLICIES

Principle of Consolidation

Use of estimates

Fair value measurement

Reporting and functional currency

Foreign currency

Revenue and expense recognition

NOTES

Share-based compensation

Impairment of vessels

Sale lease-back transactions

Deferred charges

Vessels and equipment, net

Drydocking

Earnings per share

Trade receivables

Cash and cash equivalents

Interest-bearing debt