Annual Report • Apr 22, 2025
Annual Report
Open in ViewerOpens in native device viewer



FOR GENERATIONS

FOR GENERATIONS
For generations, Arendals Fossekompani has provided people and communities with clean energy and inspiration. Established in 1896 to harness the energy from an everlasting resource, water – we have utilised the benefits of this resource to build and develop high-tech companies. What started as a local producer of hydropower, has transformed into a global industrial investor.
While running water continues to power our business, we search for, invest in, and support companies that have the potential to make a difference. To enable the transition to a more sustainable future, we offer human and financial resources to renew and advance industries. Our competence is particularly strong in areas such as energy transition, electrification, materials, digitalisation, and big data analytics.
We are a proud builder and supporter of technology that impacts the world. This is our legacy, our history, our future. It is what we have done, and what we will continue to do.
For generations.

FOR GENERATIONS
FOR GENERATIONS
FOR GENERATIONS
FOR GENERATIONS
FOR GENERATIONS
FOR GENERATIONS
The report is structured into four sections: Introduction, Board of Directors Report, Financial Statement and Signatures. We have ensured compliance with the Corporate Sustainability Reporting Directive (CSRD) from the European Commission and Norwegian Accounting Act, presenting these requirements within relevant sections of the report. Throughout the report, you will find codes such as 'GOV-1' and 'SBM-3,' which denote specific disclosure requirements or data points as per the European Sustainability Reporting Standards (ESRS). For a detailed index of ESRS disclosure requirements and codes, please refer to page 77.

Letter from the CEO 14
| About Arendals Fossekompani | 16 |
|---|---|
| Who we are | 20 |
| Strategy and business model | 20 |
| Risk and uncertainties | 21 |
| Value creation for generations | 22 |
| Performance | 24 |
| Arendals Fossekompani Group | 26 |
| Arendals Fossekompani Group Management | 30 |
| Volue | 32 |
| ENRX | 34 |
| NSSLGlobal | 36 |
| Tekna | 38 |
| AFK Vannkraft | 40 |
| Alytic | 42 |
| AFK Eiendom | 44 |
| Shareholder information | 46 |
| Reporting 100 years ago | 48 |
| Corporate governance report | 52 |
|---|---|
| Board of Directors | 60 |
| Sustainability Statement | 62 |
|---|---|
| General | 62 |
| Basis for preparation | 64 |
| Governance | 65 |
| Strategy | 68 |
| IRO management | 70 |
| ESRS index | 77 |
| Environment | 80 |
| E1 Climate change | 82 |
| E5 Resource use and circular economy | 92 |
| EU Taxonomy | 94 |
| Social | 116 |
| S1 Own workforce | 118 |
| Governance | 126 |
| G1 Business conduct | 128 |
| Entity-specific: cyber security | 130 |
| Signatures by the BoD and the CEO | 131 |
| Financial Statements | 132 |
|---|---|
| Consolidated financial statements | 134 |
| Notes | 142 |
SIGNATURES
| Signatures | 192 |
|---|---|
| Declaration by the BoD and the CEO | 194 |
| Auditor's Reports | 195 |
8
Highlights Letter from the CEO 14


7

4,363
2,244
9%
| mNOK | 2024 | 2023 | 2022 | 2021 | 2020 | |
|---|---|---|---|---|---|---|
| Operating revenue | 1,634 | 1,464 | 1,217 | 1,041 | 891 | |
| Ownership: 40% | Adjusted EBITDA | 362 | 267 | 203 | 214 | 196 |
| Head office: Oslo, Norway | EBIT | -24 | 87 | 40 | 45 | 82 |
| Employees: 822 | NIBD | 342 | 382 | -330 | -267 | -293 |
| Equity value in AFK parent: mNOK 2,571 | ARR | 1,175 | 984 | 765 | 667 | 572 |
| Debt to AFK Parent: mNOK 0 | Cash EBITDA | 134.5 | 42.2 | 46.9 | 87.1 | 54.9 |
| mNOK | 2024 | 2023 | 2022 | 2021 | 2020 | |
|---|---|---|---|---|---|---|
| Operating revenue | 292 | 320 | 199 | 184 | 150 | |
| Ownership: 70% | Adjusted EBITDA | -54 | -32 | -95 | -32 | 10 |
| Head office: Sherbrooke, Canada | EBIT | -63 | -97 | -153 | -89 | -24 |
| Employees: 185 | NIBD | 172 | 125 | -28 | -211 | 154 |
| Equity value in AFK parent: mNOK 323 | Revenue (Adv. Materials) | 209 | 201 | 140 | 123 | 93 |
| Debt to AFK Parent: mNOK 217 | Market cap. (31.12) | 414 | 1 039 | 739 | 4 345 | - |
| mNOK | 2024 | 2023 | 2022 | 2021 | 2020 | |
|---|---|---|---|---|---|---|
| Operating revenue | 1,914 | 1,800 | 1,338 | 1,171 | 1,104 | |
| Ownership: 95% | EBITDA | 222 | 198 | 75 | 143 | 109 |
| Head office: Skien, Norway | EBIT | 134 | 116 | -3 | 83 | 41 |
| Employees: 1,158 | NIBD | 1,054 | 777 | 558 | 172 | 185 |
| Equity value in AFK parent: mNOK 454 | Revenue (Heat) | 1,859 | 1,750 | 1,331 | 1,171 | 1,104 |
| Debt to AFK Parent: mNOK 452 | EBIT (Heat) | 182 | 139 | 40 | 83 | 41 |
| mNOK | 2024 | 2023 | 2022 | 2021 | 2020 | |
|---|---|---|---|---|---|---|
| Revenue | 1,400 | 1,206 | 1,042 | 907 | 898 | |
| Ownership: 80% | EBITDA | 295 | 231 | 255 | 208 | 214 |
| Head office: London, UK | EBIT | 263 | 211 | 209 | 166 | 162 |
| Employees: 249 | NIBD | -474 | -346 | -340 | -299 | -241 |
| Equity value in AFK parent: mNOK 273 | Gov. & defense revenue | 896 | 675 | 626 | 548 | 521 |
| Debt to AFK Parent: mNOK 0 | Paid dividend | 138 | 131 | 118 | 106 | 133 |
| mNOK | 2024 | 2023 | 2022 | 2021 | 2020 | |
|---|---|---|---|---|---|---|
| Ownership: 96% | Revenue | 67 | 46 | 41 | 27 | 2 |
| Head office: Arendal, Norway | EBITDA | -49 | -71 | -41 | -12 | -1 |
| Employees: 119 | EBIT | -88 | -85 | -46 | -16 | -1 |
| Equity value in AFK parent: mNOK 280 | NIBD | 14 | 4 | -18 | -17 | -24 |
| Debt to AFK Parent: mNOK 4 | ARR | 55 | 42 | 26 |
| mNOK | 2024 | 2023 | 2022 | 2021 | 2020 | |
|---|---|---|---|---|---|---|
| Revenue | 363 | 511 | 606 | 373 | 63 | |
| EBITDA | 261 | 425 | 545 | 308 | 7 | |
| Ownership: 100% | EBIT | 253 | 414 | 535 | 298 | -2 |
| Head office: Froland, Norway | Avg. Power price (EUR/MWh) | 50 | 79 | 211 | 71 | 11 |
| Employees: 16 | Production (GWh) | 607 | 542 | 351 | 517 | 482 |
| Ownership: 100% | mNOK | 2024 | 2023 | 2022 | 2021 | 2020 |
|---|---|---|---|---|---|---|
| Head office: Arendal, Norway | Revenue | 295 | 18 | 35 | 510 | 10 |
| Employees: 5 | EBITDA | 29 | 2 | 6 | 40 | -2 |
| Equity value in AFK parent: mNOK 228 | EBIT | 13 | -10 | -7 | 27 | -11 |
| Debt to AFK Parent: mNOK 111 | NIBD | 213 | 361 | 136 | 70 | 358 |
| mNOK |
|---|
| Revenue |
| EBITDA |
| EBIT |
| NIBD |
| ARR |
In partnership with Advent International and Generation Investment Management, Volue was delisted from the Oslo Stock Exchange, reducing our ownership from 60% to 40% and realising NOK 1 billion in net cash proceeds.
NSSLGlobal reported the highest revenue and operating profit in the company's history, in addition to securing new maritime NAVCOM, IT security, governmental engineering, and defense contracts across Europe. Celebrating its 55th anniversary, the company continues to evolve to meet the demands of a rapidly changing market.

ENRX achieved its highestever revenue and operating profit in 2024, driven by robust performance in the North American market for its Heat division. The company continued to focus on strengthening its operational capabilities and optimising its product offerings, positioning itself for sustained growth moving forward.

Tekna continued to execute on its comprehensive profitability program in 2024, with recurring cost reductions expected to positively impact profitability and cash generation in 2025.

The Alytic portfolio saw strong focus on commercialisation, expanding product offerings and strengthening management teams including new CEOs in Utel, Kontali and Factlines.


AFK Eiendom won an attractive contract to build a new production facility for the electronics manufacturing company, Kitron. The development marks the opening of a new industrial area in Arendal.
Volue delivered strong top line growth of 12% in 2024 and an adjusted EBITDA margin of 22%. The company implemented a comprehensive restructuring program significantly reducing the operational cost base, paving the way for continued margin expansion. Additionally, Volue acquired PowerBot GmbH, a leading provider of algorithmic

Construction of the new hydropower plant Kilandsfoss has progressed according to schedule. Once completed, the plant is expected to generate an average of 38 GWh annually. Kilandsfoss is scheduled to begin electricity production in 2026.
Arendals Fossekompani contributes to climate change mitigation, climate change adaptation, and transition to circular economy. Aligned turnover was 8.3%, while eligible, non-aligned turnover accounted for 51.5%. Aligned CapEx was 0.9%, and eligible, nonaligned CapEx was 80.3%. Aligned OpEx was 11.5%, with eligible, non-aligned OpEx at 69.1%.



To optimise and de-risk the portfolio, Arendals Fossekompani sold the renewable development company Vergia to Swiss Life Asset Managers and ceased investment in battery company, Commeo.
| 2024 | 2023 | 2022 | 2021 | 2020 | |
|---|---|---|---|---|---|
| Profit & loss statement | |||||
| Revenue and other income | 4,363 | 3,897 | 4,587 | 4,232 | 3,157 |
| EBITDA | 607 | 611 | 726 | 697 | 401 |
| EBITDA margin (%) | 14% | 16% | 16% | 16% | 13% |
| Operating profit (EBIT) | 394 | 444 | 429 | 450 | 161 |
| Operating margin (%) | 9% | 11% | 9% | 11% | 5% |
| Net financial items | -133 | 26 | 37 | -106 | -47 |
| Share of profit/(loss) from associated companies | -34 | -14 | -40 | -12 | -14 |
| Earnings before tax (EBT) | 227 | 456 | 426 | 332 | 99 |
| Income tax expense | 270 | 394 | 458 | 235 | 34 |
| Profit (-loss) from continuing operations | -42 | 61 | -33 | 97 | 66 |
| Profit (-loss) from discontinued operations | 2,286 | -91 | - | 29 | 54 |
| Profit (-loss) | 2,244 | -30 | -33 | 126 | 120 |
| Profit (-loss) attributable to equity holders | 2,238 | 33 | 6 | 107 | 62 |
| Non-current assets | 5,133 | 4,247 | 3,277 | 2,432 | 2,412 |
|---|---|---|---|---|---|
| Current assets | 3,720 | 4,813 | 4,563 | 4,406 | 4,575 |
| Equity excl. Non-controlling interests | 5,144 | 3,001 | 3,127 | 3,368 | 3,553 |
| Total equity | 5,414 | 3 639 | 3,784 | 3,909 | 3,856 |
| Non-current interest-bearing liabilities | 1,505 | 2 470 | 1,054 | 808 | 601 |
| Other non-current liabilities | 104 | 201 | 123 | 109 | 122 |
| Current interest-bearing liabilities | 337 | 469 | 340 | 301 | 784 |
| Other current liabilities | 1,492 | 2,282 | 2,540 | 1,711 | 1,624 |
| Total liabilities | 3,438 | 5,421 | 4,056 | 2,929 | 3,131 |
| Total assets / total equity & liabilities | 8,852 | 9,060 | 7,840 | 6,838 | 6,987 |
| Net interest-bearing debt1 | 54 | 1,015 | -947 | -1,599 | -348 |
| Liquidity and cash flow | |||||
|---|---|---|---|---|---|
| Cash and cash equivalents (31.12) | 1,800 | 1,929 | 2,340 | 2,708 | 1,688 |
| Net cash from operating activities | 743 | -398 | 483 | 848 | 125 |
| Cash flow | -185 | -362 | -392 | 1,006 | 544 |
| 2024 | 2023 | 2022 | 2021 | 2020 | |
|---|---|---|---|---|---|
| Profit & loss statement | |||||
| Revenue and other income | 377 | 519 | 628 | 382 | 70 |
| EBITDA | 188 | 350 | 463 | 249 | -45 |
| Operating profit (EBIT) | 174 | 335 | 449 | 236 | -55 |
| Net financial items | 2,388 | 175 | 547 | 1,345 | 557 |
| Earnings before tax (EBT) | 2,562 | 510 | 996 | 1,581 | 502 |
| Income tax expense | 138 | 299 | 392 | 159 | -18 |
| Profit (-loss) | 2,423 | 211 | 604 | 1,422 | 520 |
| Statement of financial position | |||||
| Equity ratio (%) | 82% | 61% | 71% | 79% | 82% |
| Book value of equity | 5,267 | 3,026 | 3,027 | 2,872 | 3,383 |
| Total assets / total equity & liabilities | 6,391 | 4,947 | 4,238 | 3,629 | 4,101 |
| Net interest-bearing debt1 | -45 | 495 | -430 | -860 | -93 |
| Intercompany loans and receivables | 852 | 1 602 | 787 | 71 | 287 |
| Liquidity and cash flow | |||||
| Cash and cash equivalents | 913 | 1,064 | 1,160 | 1,411 | 766 |
| Available liquidity2 | 2,899 | 2,196 | 3,107 | 3,411 | 2,555 |
| Net cash from operating activities | -72 | -67 | 393 | 236 | -154 |
| Key figures per share | |||||
| Share price (31.12, NOK) | 142.4 | 164.8 | 251.5 | 440 | 183 |
| Dividend per share (NOK) | 4.00 | 3.95 | 7.55 | 37.08 | 3.44 |
| Number of outstanding shares (31.12) | 54.94 | 54.86 | 54.88 | 54.90 | 54.88 |
Intercompany loans are excluded from the Net Interest Bearing Debt (NIBD) definition. See Note 17 and 25 for further information.
Cash and cash equivalents plus undrawn credit facilities.
With over a century of industrial development experience, Arendals Fossekompani continues to leverage our strengths as active owners and developers of companies building next generation industrial technologies. Turbulence has persisted throughout 2024 with ongoing wars in Ukraine and the Middle East, climate change increasingly impacting our weather systems, and large political shifts resulting from the biggest election year in history. Our response has been to build resilience. We have focused on improving the operational performance of our businesses and increasing the robustness of our portfolio.
In 2024, we positioned Volue for realising its full potential by delisting the company off the Oslo Stock Exchange together with our new partners, Advent International and Generation Investment Management. The partnership secures access to capital, resources and networks necessary to take Volue to the next level. Together with our new partners, our clear goal is to further accelerate Volue's growth and value creation to the benefit of Arendals Fossekompani's shareholders. As part of the transaction, we reduced our ownership in Volue from 60% to 40% at premium pricing, thereby realising a financial gain of NOK 3.3 billion and net cash proceeds of NOK 1 billion while maintaining significant exposure to Volue's growth journey.
Managing risk has also been an important theme in 2024. We have de-risked the portfolio by decreasing our exposure to capital intensive and subsidy dependent business models. As part of this strategy, we divested renewable development company,Vergia.We also decided to discontinue our engagement in the battery space due to the increasing cost disadvantage of European production and generally challenging market conditions. This resulted in an impairment of Arendals Fossekompani's shareholding and shareholder debt in Commeo.
Benjamin Golding Chief Executive Officer, Arendals Fossekompani ASA
Driving growth and continuous operational improvement in our businesses is an important source of value creation for Arendals Fossekompani. Our main portfolio companies delivered strong operating results in 2024 with record performance from both ENRX and NSSLGlobal, while normalising power prices resulted in lower hydropower profits than last year. Overall, consolidated revenues for the group grew by 12%, operating margin ended at 9% and our balance sheet was strengthened from a net debt position of NOK 495 million at the start of the year, to net cash of NOK 45 million at the end of the year.
Volue saw continued revenue growth and underlying margin expansion in 2024. In addition to the de-listing, the company also completed the acquisition of algo-trading company PowerBot GmbH and executed a significant restructuring programme laying the foundation for further margin expansion in the year to come.
ENRX continued to strengthen its Heat business during the year with both healthy revenue growth as well as margin expansion, resulting in the best year in the company's history. New factories were established in Poland and China. The company also progressed its entry into the emerging high power wireless charging market, where it is taking a leading position in defining industry standards.
During the year, NSSLGlobal grew its profits and continued to expand its efforts in maritime and governmental projects, providing secure connectivity through GEO and LEO satellite networks together with customised hardware and software solutions for critical operations as well as for crew welfare. Like ENRX, NSSLGlobal also reported the highest revenue and operating profit in the company's history.

Tekna improved its operating result through a series of profitability improvement initiatives during the year. After completing a comprehensive programme to increase powder production capacity, the company also set new production records during the year. Carefully managing costs and cash while expanding addressable market will remain the key focus for Tekna in the year to come.
We are expanding our local hydropower generation capacity. Construction of the new hydropower plant, Kilandsfoss, is progressing according to schedule. When finished, it will produce 38 GWh per year, equivalent to the energy consumption of approximately 2,000 households. Kilandsfoss hydropower plant is scheduled to start production of electricity in 2026.
During the year, AFK Eiendom won an attractive contract to build a new production facility for the electronics manufacturing company Kitron, in doing so opening a new industrial area in Arendal. We have also contributed to social and community initiatives in the region. Since 1896, we have supported communities and created value locally. This is a source of pride in our company as we look forward to creating new partnerships and continuing our influence in the years to come.
2024 has been a year with both difficult challenges and important achievements. As we stand at the start of a new year, we do so with a more focused and balanced portfolio, new partners, improved operations and a strong balance sheet. All is set for creating value for our owners, employees, customers and society at large. None of which is possible without our people. Thank you all for your commitment, hard work, innovation and grit. You are our greatest strength and our greatest asset. I sincerely look forward to continuing to create value together, for generations to come.


| NUMBER OF EMPLOYEES BY COUNTRY | Dots on map reflect approximate locations | ||||
|---|---|---|---|---|---|
| Norway | 800 | Finland | 70 | Malaysia | 9 |
| Germany | 262 | France | 65 | Japan | 8 |
| India | 262 | Denmark | 50 | Italy | 7 |
| China | 202 | Sweden | 37 | Singapore | 5 |
| United Kingdom | 183 | Spain | 29 | Austria | 1 |
| Poland | 178 | Switzerland | 20 | Ireland | 1 |
| Canada | 161 | Thailand | 15 | South Korea | 1 |
| United States | 115 | Brazil | 12 | ||
| Romania | 92 | Netherlands | 10 | Total | 2,594 |

Digital energy and infrastructure solutions for the green transition
Employees 822
Ownership 40%
Head office Oslo, Norway Countries 12
Arendals Fossekompani Group Management
Employees 20
Head office Arendal, Norway
Countries 1
Leading provider of advanced materials for the global additive manufacturing industry, and plasma systems for industrial research and production
| Employees | Ownership |
|---|---|
| 185 | 69.5% |
| Head office | Countries |
| Sherbrooke, Canada | 5 |
| Market cap (31.12) | Listed on |
| 414 MNOK | Oslo Børs |
Cyber secure space and satellite communication services anywhere
Employees 249
Ownership 80% Countries 9
Head office London, UK
Leading international tech company within induction heating and induction charging
| Employees | Ownership |
|---|---|
| 1,158 | 95% |
| Head office | Countries |
| Skien, Norway | 15 |
Active investor and transformer of data intensive companies
| Employees | |
|---|---|
| 119 | 96% |
| Head office | Countries |
| Arendal, Norway | 6 |
500 GWh hydropower production providing steady cash flow
Employees 16
Ownership 100%
Head office Froland, Norway Countries 1

Portfolio of property investments and development projects
Employees 5 Head office Arendal, Norway Ownership 100% Countries 1
Arendals Fossekompani is a long-term industrial investor that combines industrial, technological, and capital markets expertise to identify and develop opportunities for sustainable value creation. Our portfolio companies operate in industries such as B2B software and analytics, satellite communications, induction technology, industrial 3D printing, property, and hydropower. Our companies employ over 2,500 professionals across 25 countries. Established in 1896, we have been a producer of renewable hydropower for more than 100 years. Our company is headquartered in Arendal and has been listed on the Oslo Stock Exchange since 1913.
We are a proud builder of next generation companies within energy and technology. This is our legacy, our history, our future. It is what we have done, and what we will continue to do. For generations.
Arendals Fossekompani is a collaborative, dynamic and responsible company with a long-term perspective.
Arendals Fossekompani generates long-term value through three core activities:
With over a century of industrial development experience, our investment approach leverages our strengths. We create value through strategic use of capital, expertise and network. Our goal is to create an attractive total return for our shareholders in a sustainable manner.
Active ownership: As an owner, we actively work with the boards and management teams of our portfolio companies. We support our companies in setting ambitious targets and developing strategies to reach them, we monitor performance, support M&A and financing, and work to build strong boards, management teams and leaders.
Long-term perspective: In every investment, we have a long-term view of our objectives. We retain ownership of our portfolio companies for as long as we are the best owner, ensuring long-term value and stability.
Forward-thinking: We seek to build world-leading positions in industries driven by global megatrends such as Energy transition, Digitalisation and Deglobalisation. We believe that a responsible approach to environmental, social, and governance (ESG) factors is essential for achieving solid risk-adjusted returns over time.
We invest in forward-looking B2B companies within energy and/or technology.
Ownership: We look for controlling stakes in companies, either independently or in complementary partnerships with others. We invest in both listed and unlisted shares.
Geography: We seek to invest primarily in Nordic companies with a global market potential.
Maturity: We search for growth-stage companies with a proven business model and self-financing operations
Sustainability: Investments should contribute to, or have the potential to contribute to, at least one of the six environmental objectives defined in the EU Taxonomy.
Sustainability is an integral part of our investment strategy, and we work closely with our portfolio companies to enhance our collective performance on environmental, social and governance topics (ESG). We have four strategic material sustainability topics: Climate change, Resource Use and Circular Economy, Own Workforce and Business Conduct. Each strategic focus area has specific targets to ensure that we maximise our positive impacts, reduce our negative impacts, harness the opportunities presented to us, and manage or mitigate the associated risks.
Three global megatrends will continue to drive the growth of our portfolio companies.
Energy transition. Despite political turmoil, increased effects of ongoing climate change, as well as ambitious national and international climate targets are driving investments in renewable energy, energy infrastructure solutions, electrification and recycling. This creates significant investment and business opportunities throughout the energy system. Tomorrow's energy system is assumed to be decentralised and low-carbon and will create a complex system of pro-sumers and flexibility solutions. The shift towards electrification and energy efficiency is expected to continue. The energy transition is a key value driver for Volue, ENRX, Alytic and AFK Vannkraft.
Digitalisation. All industries are undergoing rapid digitalisation, driven by exponential growth in data and the increasing need to transform data into actionable insights. The transformation from traditional on-premises software solutions to software-as-a-service (SaaS) continues in full force. Artificial intelligence will continue to be integrated into an increasing scope of applications. This opens up new business opportunities and forces businesses in all sectors to adapt. For software vendors, this provides the opportunity to deliver new products with stable revenue models. Digitalisation is a key value driver for Volue, NSSLGlobal and Alytic.
Deglobalisation. Geopolitical tensions create uncertainty in value chains, increased protectionism and the need for new ways of producing critical components. Tensions between East and West are driving increased investment in sectors such as space and defence. Deglobalisation is a value driver for NSSLGlobal and Tekna.
We are faced with ongoing uncertainty associated with geopolitical turmoil and economic volatility that is likely to lead to supply chain disruptions, shifts in interest rates, and fluctuating energy prices. Cyber risk is also high on Arendals Fossekompani's radar, due to the increasing global incidence of attacks to digital infrastructure and security measures, and the composition of our portfolio companies. In addition, climate change presents worsening environmental threats to and evolving compliance requirements on businesses. These factors, among others, require continual mitigation and attention to the knock-on effects of risks, such as to corporate cost bases and governance processes.
Arendals Fossekompani updates its strategy on an annual basis to adapt to the evolving risk and opportunity landscape by monitoring, assessing and continually working to mitigate risk. Our Board of Directors reviews the company's risk profile and strategic adaptation to it, and in 2024 updated the company's approach for the next three-year period to 2027.
We conduct company-wide consultations on risk annually and maintain an up-to-date risk log that reflects changes in our businesses and M&A activities, geopolitical events, regulatory environments and the availability of information. Risk assessment findings and mitigation measures, as well as associated opportunities, are anchored in Arendals Fossekompani's management team and overseen by our Board of Directors.
In 2024-2025, the most significant risks Arendals Fossekompani faces as a Group are:
| Risk | Risk mitigating action | |
|---|---|---|
| Market and financial risks |
Increasing risk related to escalating geopolitical unrest |
|
| Continued risk to portfolio of economic downturn and volatility and unforeseen capital demands |
||
| Operational risks | Continued risk of increasing cost bases, governance inefficiencies and cyber security incidents |
and contingency planning |
| Compliance and environmental risks |
Continued risk of extreme weather events, regulatory changes or non-compliance, and souring of community relations |
across the Group on ESG |
| Risk | Risk mitigating action |
|---|---|
| Increasing risk related to escalating geopolitical unrest Continued risk to portfolio of economic downturn and volatility and unforeseen capital demands |
Mitigation measures in place include close monitoring of critical supply chains and contingency planning, as well as ongoing tight performance management |
| governance inefficiencies and cyber security incidents |
Mitigation measures in place include hands-on and collaborative ownership, internal controls and preparedness, and contingency planning |
| Continued risk of extreme weather events, regulatory changes or non-compliance, and souring of community relations |
Mitigation measures in place include capacity-building and collaboration across the Group on ESG |
| More information on our risk profile is outlined in the sustainability statement and the financial statements. |
1896 Company founded
1913 Electricity and industry 1927 More hydropower 1960s Financial investor
1990s New opportunities


Arendals Fossekompani was founded on 30 January 1896 to harness the forces in the Arendal watercourse system and transform them into electric power. We acquired rights to several waterfalls, including Bøylefossen and Flatenfossen. Norwegian industrial entrepreneur Sam Eyde was instrumental in the early years.
Arendals Fossekompani gradually built a substantial financial capacity. At the end of the 1960s, the company changed its mission statement and built a portfolio of financial investments in listed and unlisted companies.

The construction of Bøylefoss Hydropower Plant started in 1911, in parallel with the establishment of new industry in Eydehavn. The first electric power from Bøylefoss was delivered to Eydehavn in the summer of 1913. That same year, Arendals Fossekompani was listed at Oslo Børs.

Deregulation of the Norwegian electricity market presented new market opportunities. Arendals Fossekompani played an active role and established a subsidiary, Markedskraft, as an independent provider of services in the Nordic and European wholesale electricity market.


The growing demand for electricity for industrial purposes led to the development of Flatenfoss Hydropower Plant in 1927. The original plant was operational until it was replaced in 2009.

The new millennium marked the start of the transformation of Arendals Fossekompani, from a local hydropower producer to an international investment company. A series of successful investments in Norwegian and international companies from the early 2000s till today, have contributed to the current portfolio of companies in forward-looking industries.
| Arendals Fossekompani Group | 26 |
|---|---|
| Arendals Fossekompani Group Management | 30 |
| Volue | 32 |
| ENRX | 34 |
| NSSLGlobal | 36 |
| Tekna | 38 |
| AFK Vannkraft | 40 |
| Alytic | 42 |
| AFK Eiendom | 44 |
| Shareholder information | 46 |
| Reporting 100 years ago | 48 |

Head office Arendal, Norway Chief Executive Officer Benjamin Golding
Employees 2,594
Chair Trond Westlie

Countries 25
Arendals Fossekompani is a long-term industrial investor that combines industrial, technological, and capital markets expertise to identify and develop opportunities for sustainable value creation. Our portfolio of companies employ over 2,500 professionals across 25 countries.
In 2024, Arendals Fossekompani reported consolidated revenue of NOK 4,363 million (3,897 million) and operating profit of NOK 394 million (444 million). Profit from continuing operations amounted to -42 million (61 million). Ordinary profit after tax amounted to NOK 2,244 million (-30 million), of which the Arendals Fossekompani shareholders' share of the profit was NOK 2,238 million (33 million). Including currency differences, changes in the value of available-for-sale financial assets, minority interests, and other comprehensive income items, the Group's total comprehensive income was NOK 2,380 million (60 million).
Consolidated revenues in 2024 increased by 12% yearon-year, with the operating margin coming in at 9.0% (11.4%). The year was marked by record high results in portfolio companies NSSLGlobal and ENRX, along with top line growth and margin expansion on adjusted EBITDA level for Volue. Revenue and operating profit from AFK Vannkraft was significantly down from 2023 due to lower prices. Note that revenue growth for the Group in 2024 was positively impacted by a weaker Norwegian Krone, compared to 2023. Consolidated group operating cash flow in 2024 amounted to NOK 743 million (-398 million).
Arendals Fossekompani's financial position was significantly strengthened in the 2024 and remains solid. The Parent company's available cash on 31 December 2024 amounted to NOK 914 million (1,064 million). In addition, the company has undrawn credit facilities of NOK 1,985 million (1,132 million), securing available liquidity of NOK 2,899 million (2,196 million) at the end of 2024. The Net Interest-Bearing Debt (NIBD), excluding shareholder loans, was NOK -45 million (495 million) at the end of 2024.
Arendals Fossekompani, Advent International and Generation Investment Management, completed the voluntary tender offer for the shares in Volue on 28 October 2024. The joint strategic ownership is expected to significantly accelerate Volue's growth and value creation, directly benefiting Arendals Fossekompani's shareholders through our continued 40% stake in Volue. Additionally, the transaction, priced at NOK 42 per share, resulted in net cash proceeds of NOK 1 billion.
In July, Arendals Fossekompani closed the sale of its 100% shareholding in Vergia to Swiss Life Asset Managers.
In July, following Arendals Fossekompani's decision to cease its investment in the German battery company Commeo, the company filed for insolvency. This resulted in the impairment of the goodwill of EUR 24.2 million (NOK 277 million) related to the acquisition of Commeo recognised in the consolidated group accounts.
Capitalised R&D in Commeo was impaired with EUR 8.3 million (NOK 95 million). Arendals Fossekompani's parent company recognised impairment losses of EUR 81.3 million related to the entire book value of shareholding and shareholder debt.
The discontinuation of Commeo and the divestment of Vergia were measures Arendals Fossekompani made to focus, de-risk and optimise the portfolio, while reducing exposure to capital intensive businesses in line with strategy.
Financial figures for Volue, Commeo and Vergia in the Annual Report for 2024 are recognised as discontinued operations. When referring to group results and figures, this report will refer to results for continued operations, unless specified otherwise. See Financial Note 3 for further information.
Volue reported operating revenue of NOK 1,634 million (1,464 million), corresponding to a growth of 12%. Growth was driven by all segments, in particular the Energy segment. Volue's Energy solutions are experiencing strong demand driven by end-users need for more advanced software solutions to meet the growing complexity of the energy markets. Adjusted EBITDA amounted to NOK 362 million (267 million), corresponding to a margin of 22% (18%). Annual recurring revenue (ARR) grew by 19%, reaching NOK 1,175 million by year-end, while Software-as-a-service (SaaS) revenue showed 41% growth year-on-year. At the end of 2024, Volue acquired PowerBot GmbH, a leading algotrading software provider. The acquisition complements Volue's existing trading solutions in Europe.
ENRX reported operating revenue of EUR 164.6 million (157.6 million), up 5% from 2023. Growth was mainly driven by a strong North American market for the Heat division. The European and Asian markets saw flat devel- opment in 2024, with delays in deliveries and invest- ments. Operating profit came in at EUR 11.5 million (10.1 million), and 2024 represented the highest revenue and EBIT in the company's history. Total order intake in 2024 was EUR 147 million (166 million). The reduced order intake was mainly related to a larger Charge project (EUR 13 million) awarded in 2023.
| FINANCIAL FIGURES (MNOK) | 2024 | 2023 | 2022 | |
|---|---|---|---|---|
| Revenue and other income | 4,363 | 3,897 | 4,587 | |
| EBITDA | 607 | 611 | 726 | |
| Operating profit | 394 | 444 | 429 | |
| Operating margin | 9% | 11% | 9% | |
| Earnings before tax (EBT) | 227 | 456 | 426 | |
| Profit (-loss), continuing operations | -42 | 61 | -33 | |
| Profit (-loss) discontinued operations | 2,286 | -91 | - | |
| Profit (-loss) attributable to equity holders | 2,238 | 33 | 6 | |
| Total comprehensive income | 2,380 | 60 | 12 | |
| Operating cash flow | 743 | -398 | 483 | |
| NIBD | 54 | 1,015 | -947 | |
| Equity | 5,475 | 3,649 | 3,784 | |
| Equity ratio | 61% | 40% | 48% | |
| SUSTAINABILITY KPIs | 2024 | 2023 | 2022 | |
| Environment | Scope 1 GHG (tCO2 e) |
1,794 | 1,858 | 1,744 |
| Scope 2 GHG (location-based, tCO2 e) |
1,950 | 2,318 | 2,515 | |
| Scope 3 GHG (tCO2 e)1 |
677,009 | - | - | |
| Energy consumption (MWh) | 27,623 | 27,111 | 26,516 | |
| Renewable energy consumption (location-based, % of total) | 57% | 53% | 50% | |
| Social | Female employees | 19% | 21% | 20% |
| Female members of Executive Management | 24% | 24% | 14% | |
| Lost time injury frequency rate per million exposed hours | 1.7 | 2.2 | 1.0 | |
| Sick leave rate | 2% | 3% | 3% | |
| Voluntary turnover rate2 | 10% | - | - | |
| Governance | Signature of Code of Conduct | 88% | 69% | 78% |
| Internal training in Code of Conduct | 76% | 61% | 45% | |
| Signature of Business Partner Code of Conduct3 | 76% | - | - | |
| Convictions of violation of anti-corruption or anti-bribery laws | 0 | 0 | 0 | |
| 1. Only a limited set of Scope 3 categories were reported in previous years |
such that the total emissions in 2024 are not comparable to previously reported data.
NSSLGlobal reported revenue of GBP 101.9 million (91.8 million) in 2024, corresponding to a growth of 11%. Revenue growth was largely driven by increased government engineering projects, as well as continued high airtime revenue. NSSLGlobal reported a continued strong operating margin of 19% (18%), strengthened by higher utilisation of engineering resources and gross margin improvement. Revenue and operating profit in 2024 was the highest in the company's history. The company experienced solid sales throughout the year, including new maritime NAVCOM and IT security orders, governmental engineering orders, as well as defense contracts across Europe.
Tekna reported operating revenue of CAD 37.2 million (40.9 million) in 2024, down 9% from 2023. The reduced top line was driven by a slow-down in order intake for Systems. Advanced Materials revenue grew by 7%1 in 2024, driven largely by the aerospace & defense and medical segments, and increased sales of both small and large particle-sized material. Adjusted EBITDA came in at CAD -6.9 million (-4.1 million). Tekna continued to execute on its comprehensive profitability program in 2024, with recurring cost reductions expected to positively impact profitability and cash generation in 2025. Tekna made further progress on qualifying its nano material for next-generation Multi-layer ceramic capacitors (MLCC) in 2024, and received its first revenue-generating order for nano-nickel material samples.
AFK Vannkraft (Hydropower) reported revenue of NOK 363 million (511 million) in 2024. The average electricity price in the NO2 price area of EUR 50.1/MWh was significantly down from 2023 (79.4/MWh). Production was high at 607 GWh (542 GWh), due to higher precipitation and inflow than normal for the watercourse. Operating profit amounted to NOK 253 million (414 million) and earnings after tax amounted to NOK 97 million (119 million). The construction of Kilandsfoss hydropower plant proceeded according to schedule in 2024.
Alytic reported revenue of NOK 67 million (46 million) in 2024, corresponding to a growth of 44%. Alytic continued the development and commercialisation of its portfolio of data- and technology-driven companies during 2024, increasing ARR to NOK 55 million, up 31% YoY. Highlights for the portfolio included expansion of product offerings and strengthening of Management teams.
AFK Eiendom reported revenue of NOK 295 million (18 million) and operating profit of NOK 13 million (-10 million). 2024 was largely characterised by revenue recognition of the third stage of the Bryggebyen development project. In addition, AFK Eiendom was awarded the contract to build and lease new production facilities for Kitron.
In 2024 development costs of NOK 87 million were capitalised (NOK 77 million.) Other research and development costs in the Group are expensed as they arise and amounted to NOK 139 million in 2024 and NOK 80 million in 2023.
Arendals Fossekompani Group reported a slight reduction in overall emissions in 2024 compared to 2023. Total Scope 1 emissions decreased to 1,794 tCO2e (1,858 tCO2e). Scope 2 emissions decreased for the third consecutive year to 1,950 tCO2e (2,318 tCO2e), while energy consumption saw a slight increase to 27,623 MWh (from 27,111 MWh). For the first time in 2024, all relevant Scope 3 emissions were included, whereas previous years only accounted for business travel, waste, and fuel-andenergy-related activities. This resulted in Scope 3 emissions totalling 677,009 tCO2e.
Arendals Fossekompani's portfolio contributes to multiple environmental objectives of the EU Taxonomy, including climate change mitigation, climate change adaptation, and the transition to a circular economy. The group's aligned turnover in 2024 was 8.3%, while the eligible, but not aligned turnover was 51.5%. Aligned CapEx was 0.9%, and eligible, non-aligned CapEx was 80.3%. Aligned OpEx was 11.5%, while eligible, not aligned OpEx was 69.1%. We recognise that Arendals Fossekompani's primary contribution going forward is enabling others in the transition, and the high percentage of eligible activities reflects the significant potential within our portfolio companies.
The lost time injury frequency rate decreased to 1.7 in 2024, down from 2.2 in 2023. Employees remain our most valuable asset and enhancing their safety and well-being continue to be our top priority. The sick leave improved and was 2.0% in 2024, down from 2.7% in 2023. Female employees decreased from 21% in 2023 to 19% in 2024. Female members of C-suite positions (or Executive Management) were 24% at the end of year 2024, which remains unchanged from 2023.
On 13 February, the Board of Directors decided to pay an ordinary cash dividend of NOK 1.00 per share for the fourth quarter of 2024. The dividend was paid on 28 February.
On 18 March, Tekna announced the appointment of Mr. Claude Jean as the new CEO of Tekna Group, effective April 28, 2025. Mr. Jean is an accomplished senior technology executive with a proven track record of building and leading world-class electronic manufacturing services and R&D. He joins Tekna from Teledyne Technologies where he has held several leading positions including Executive Vice President, Strategy & Partnership, Semiconductor and as General Manager of Teledyne DALSA.
There is ongoing uncertainty associated with geopolitical turmoil, supply chain constraints, inflation, interest rates, and the development of energy prices. Recent threats of tariffs and trade restrictions, in particular, have introduced high levels of unpredictability. Arendals Fossekompani and our portfolio companies will continue to closely monitor the geopolitical situation and implement relevant measures if required. In this unpredictable environment, Arendals Fossekompani's solid financial position enables continued support of our portfolio companies, both in handling potential short-term challenges and also with continued investments to accelerate growth.
In light of the market's estimated power price trend for 2024 and forecasted production, revenue and operating profit for AFK Vannkraft is expected to be lower in 2025 compared to 2024.
Total revenue and operating profit from Arendals Fossekompani Group, excluding AFK Vannkraft, is expected to be in line with 2024. Volue (associated company) expects revenue and operating profit to be higher in 2025 compared to 2024.
In an effort to meet our decarbonisation targets relating to our own operations, and to the extent possible, to our value chain, Arendals Fossekompani is developing a transition plan. The plan will include decarbonisation levers
for the Arendals Fossekompani Group collectively along with details on the resource allocation required to meet these targets. This is expected to be delivered by 2026 and will follow the upcoming EFRAG Implementation Guidance on transition plans.
With a focus on the largest GHG emitters in Arendals Fossekompani Group, we will strengthen the accuracy and understanding of our Scope 3 upstream and downstream emissions, as well as quantifying the potential financial effects linked to significant physical and transition risks and climate-related opportunities.
We have also adopted new and updated sustainability-related policies in 2024. To operationalise the new policies and meet their objectives, a new blueprint for responding to priority areas and our performance on our KPIs will be shared across the portfolio.
On 31 December 2024, there was a total of 55,995,250 shares in the company, of which 1,058,832 were treasury shares. The share price on 31 December 2024 was NOK 142.4, compared to NOK 164.8 on 31 December 2023, corresponding to a decrease of 14%. When including direct yield (dividend payouts) in the same period, total decrease in shareholder value was 11%.
Arendals Fossekompani's total market capitalisation was NOK 8 billion at year-end. Compounded annual return to AFK shareholders was 9% (16% including dividends) in the period December 2014 to December 2024.
Combining industrial, technological and capital markets expertise, Arendals Fossekompani's Group Management identifies and develops opportunities for sustainable value creation. As an active owner of our portfolio companies, we support management in target setting, strategy development, performance management, M&A and financing, and work to build strong boards, management teams and leaders to ensure long-term sustainable value creation. In every investment, we have a long-term view of our objectives. We retain ownership of our portfolio companies as long as we are the best owner, ensuring long-term value and stability. Arendals Fossekompani has an attractive portfolio in industries such as B2B software and analytics, satellite communications, induction technology, industrial 3D printing, property, and hydropower. Our companies are both listed and privately owned, and Arendals Fossekompani is predominantly the majority owner.
(Figures in parentheses refer to the previous year)
In 2024, Arendals Fossekompani Group Management reported operating expenses of NOK 87 million (84 million). The operating profit was NOK -81 million (-78 million). Net profit for the year was NOK 2,325 million (92 million). The net profit in 2024 was mainly driven by recognition of a financial gain resulting from the Volue transaction (NOK 3.3 billion), partly offset by an impairment loss (NOK 1 billion) related to the battery company Commeo. Other items impacting net profit in 2024 were dividend payments from portfolio companies and interest income on intercompany loans.
Operating cash flow in Arendals Fossekompani parent company in 2024 amounted to NOK -72 million (-67 million). EBITDA in 2024 amounted to NOK 188 million (349 million), of which the deviation to operating cash flow primarily related to taxes paid of NOK -256 million (-400 million). The reduction in ownership in Volue from 60% to 40% resulted in a net cash proceeds of NOK 1,008 million recognised as cash flow from investments. Arendals Fossekompani parent company repaid longterm borrowings totaling NOK 876 million in 2024.
Arendals Fossekompani's financial position was significantly strengthened in 2024 and remains solid. The company's available cash on 31 December 2024 amounted to NOK 914 million (1,064 million). In addition, the company has undrawn credit facilities of NOK 1,985 million (1,132 million), securing available liquidity of NOK 2,899 million (2,196 million) at the end of 2024. The Net Interest Bearing Debt (NIBD), excluding shareholder loans, was NOK -45 million (495 million) at the end of 2024.
Arendals Fossekompani, Advent International and Generation Investment Management, completed the voluntary tender offer for the shares in Volue on 28 October 2024. Arendals Fossekompani, Advent and Generation bring highly complementary expertise to a long-term partnership, ensuring continuity and preservation of established company values, while simultaneously integrating fresh and innovative perspectives. The company is well positioned for further growth, both organically and through acquisitions. The joint strategic ownership is expected to significantly accelerate Volue's growth and value creation, directly benefiting Arendals Fossekompani's shareholders through our continued 40% stake in the company. Additionally, the transaction, priced at NOK 42 per share, resulted in net cash proceeds of NOK 1 billion.
In July, Arendals Fossekompani closed the sale of Vergia to Swiss Life Asset Managers. At the time of the divestment, the Vergia portfolio comprised three ownership positions: 48.1% ownership of offshore wind energy developer Seagust, 47.9% ownership of green ammonia company North Ammonia, and 30.4% ownership of Power-to-X company HydePoint.
In July, following Arendals Fossekompani's decision to cease its investment in the German battery company Commeo, the company filed for insolvency. The discontinuation of Commeo and the divestment of Vergia were measures Arendals Fossekompani have taken to focus, de-risk and optimise the portfolio, while reducing exposure to capital intensive businesses in line with strategy.
Head office Arendal, Norway Chief Executive Officer Benjamin Golding
Employees 20
Chair Trond Westlie
Countries 1
Arendals Fossekompani Group Management employs 20 people at the head office in Arendal. The team focuses on identification and development of new sustainable business opportunities, active ownership of our portfolio companies and management of financial investments.

| FINANCIAL FIGURES (MNOK) | 2024 | 2023 | 2022 | |
|---|---|---|---|---|
| Revenue and other income | 17 | 13 | 23 | |
| EBITDA | -75 | -75 | -82 | |
| Operating profit (EBIT) | -81 | -78 | -86 | |
| Operating margin | -463% | -616% | -375% | |
| Earnings before tax (EBT) | 2,307 | 97 | 461 | |
| Provision for income tax | -17 | 5 | 5 | |
| Earnings after tax (EAT) | 2,325 | 92 | 456 | |
| NIBD | -45 | 495 | -430 | |
| Equity | 4,645 | 2,320 | 2,228 | |
| Equity ratio | 83% | 59% | 74% | |
| SUSTAINABILITY KPIs | 2024 | 2023 | 2022 | |
| Environment | Scope 1 GHG (tCO2 e) |
0 | 0 | 0 |
| Scope 2 GHG (location-based, tCO2 e) |
0.6 | 1.8 | 0.3 | |
| Scope 3 GHG (tCO2 e)1 |
622 | - | - | |
| Energy consumption (MWh) | 89 | 90 | 32 | |
| Renewable energy consumption (location-based, % of total) | 96% | 96% | 94% | |
| Social | Female employees | 50% | 38% | 38% |
| Female members of Executive Management | 33% | 33% | 33% | |
| Lost time injury frequency rate per million exposed hours | 0 | 0 | 0 | |
| Sick leave rate | 2% | 3% | 3% | |
| Voluntary turnover rate2 | 5% | - | - | |
| Governance | Signature of Code of Conduct | 100% | 100% | 100% |
| Internal training in Code of Conduct | 100% | 100% | 100% | |
| Signature of Business Partner Code of Conduct3 | - | - | - | |
| Convictions of violation of anti-corruption or anti-bribery laws | 0 | 0 | 0 | |
| 1. Only a limited set of Scope 3 categories were reported in previous years |
such that the total emissions in 2024 are not comparable to previously reported data.
30 ARENDALS FOSSEKOMPANI ANNUAL REPORT 2024 INTRODUCTION ABOUT PERFORMANCE CORPORATE GOVERNANCE SUSTAINABILITY FINANCIAL SIGNATURES 31
Volue reported operating revenue of NOK 1,634 million (1,464 million) in 2024. Adjusted EBITDA amounted to NOK 362 million (267 million), corresponding to an adjusted EBITDA margin of 22% (18%). The operating profit was NOK -24 million (87 million), while the ordinary profit before tax was NOK -50 million (70 million).
Operating revenue grew by 12% across all segments, driven primarily by the Energy segment, which achieved a growth of 15%. Volue's Energy division has gained high market traction, driven by increased demand for advanced services and enhanced automation, addressing the evolving complexity, and more granular time resolutions in the power markets. Additionally, The Power Grid and Infrastructure segments saw revenue growth of 5% and 8%, respectively.
Annual recurring revenue (ARR) grew by 19% from 2023, reaching NOK 1 175 million by year-end. Software-asa-Service (SaaS) revenue showed a 41% growth yearon-year, with SaaS accounting for 34% (27%) of total revenue in 2024.
In October, Arendals Fossekompani, Advent International and Generation Management completed the acquisition and delisting of Volue. The joint strategic ownership is expected to significantly accelerate Volue's growth and value creation.
Following the delisting from Oslo Stock Exchange and change in ownership structure, a new strategy was outlined for the company, with a clear focus on which markets to target and what products to scale upon. As a result of this process, a significant restructuring process was conducted, with related non-recurring restructuring costs booked in the fourth quarter of 2024. The operating profit in 2024 was further impacted by non-recurring costs related the delisting process and stock options.
The Energy segment generated 15% growth in revenue in 2024, driven mainly by solid sales of insight and intraday trading products, both to new customers and through upselling to existing customers. Growth was particularly driven by the Energy software product stack, with optimalisation solutions as core.
Volue sees significant growth driven by new asset owners entering the power production market. These players will typically be smaller in size, operate leaner organisations and lack the capabilities to monetise assets continously. To support them, Volue Market Services provides software an added service, enabling sophisticated market participation through optimalisation-as-a-service and trading-as-a-service offerings, complemented by 24/7 asset monitoring.
Insight by Volue announced the integration of a cutting-edge AI-based weather forecast into the weather-driven fundamental models as a new product in 2024. This innovation enhances the accuracy and utility of Volue's wind power predictions, offering significant value to power market actors relying on precise weather insights for energy forecasting and decision-making.
The Power Grid segment continued its strong focus on expansion in the Nordic market, with a solid growth of 12% in recurring revenues. Large ongoing investments for the grid companies lead to strong market demands, and Volue sees good growth opportunities in both the Nordic home market, as well as further expansion outside the Nordics.
The Infrastructure segment continued the strong development in 2024, in line with previous years, with strong focus on the Nordic homemarkets. A growing customer base, now counting 1 130 customers, lays out a solid foundation for continuing the further expansions of SaaS offerings. The Infrastructure segment now have customers in eight countries. With no marketing activities outside the home market, this is a testament to the inherent business value of the products for the construction industry.
At the end of Q4, Volue acquired PowerBot GmbH, a leading algotrading software provider.The acquisition of PowerBot's scalable and open platform complements Volue's strong existing enterprise-grade trading solutions by addressing the needs of a growing class of quantitative power traders across Europe. PowerBot is a certified Independent Software Vendor (ISV) at EPEX Spot, Nord Pool and various other European energy exchanges. PowerBot will benefit from Volue's resources and expertise to further accelerate its development and improve its customer experience over the coming years. Volue's commercial teams will bring the PowerBot platform to existing customers across its portfolio.
In 2024, Scope 1 emissions remained consistent with the previous year at 18 tCO2e, while Scope 2 emissions decreased to 173 tCO2e (224 tCO2e). All relevant Scope 3 categories were included for the first time at 698 tCO2e.
Volue has prioritised strategic investments in its SaaS platform and expansion into new markets in an effort to capture market opportunities arising from the green transition. Due to the aforementioned restructuring in 2024, the company enters 2025 with a lower cost base. Going forward, Volue expects organic growth around 15%, improvements in Cash EBITDA and a continued active M&A agenda.
| Head office | Countries |
|---|---|
| Oslo, Norway | 12 |
| Ownership | Chief Executive Officer |
| 40% | Trond Straume |
| Employees | Chair |
| 822 | Peter Michael Daffern |
Peter Michael Daffern
Volue is a market leader in technologies and services that power the green transition. Based on 50 years of experience, Volue provides innovative solutions, systems and insights to industries critical to society. Over 800 employees work with more than 2,500 customers across energy, power grid, water and infrastructure projects that ensure a sustainable, flexible and reliable future. The company is headquartered in Oslo, Norway and active in 40+ countries.

| FINANCIAL FIGURES (MNOK) | 2024 | 2023 | 2022 | |
|---|---|---|---|---|
| Operating revenue | 1,634 | 1,464 | 1,217 | |
| EBITDA | 164 | 215 | 147 | |
| Adjusted EBITDA | 362 | 267 | 203 | |
| Operating profit | -24 | 87 | 40 | |
| Operating margin | -1% | 6% | 3% | |
| Earnings before tax (EBT) | -50 | 70 | 36 | |
| Net profit | -43 | 43 | 19 | |
| Operating cash flow | 227 | -97 | 214 | |
| NIBD | 342 | 382 | -330 | |
| Equity | 6,703 | 850 | 809 | |
| Equity ratio | 82% | 40% | 43% | |
| Cash EBITDA1 | 134.5 | 42.2 | 46.9 | |
| SUSTAINABILITY KPIs | 2024 | 2023 | 2022 | |
| Environment | Scope 1 GHG (tCO2 e) |
18 | 18 | 17 |
| Scope 2 GHG (location-based, tCO2 e) |
173 | 224 | 155 | |
| Scope 3 GHG (tCO2 e)2 |
698 | - | - | |
| Energy consumption (MWh) | 2,238 | 2,405 | 2,112 | |
| Renewable energy consumption (location-based, % of total) | 67% | 71% | 65% | |
| Social | Female employees | 24% | 23% | 23% |
| Female members of Executive Management | 20% | 17% | 10% | |
| Lost time injury frequency rate per million exposed hours | 0 | 0 | 0 | |
| Sick leave rate | 3% | 3% | 3% | |
| Voluntary turnover rate3 | 8% | - | - | |
| Governance | Signature of Code of Conduct | 100% | 89% | 97% |
| Internal training in Code of Conduct | 0% | 89% | 0% | |
| Signature of Business Partner Code of Conduct4 | 23% | - | - | |
| Convictions of violation of anti-corruption or anti-bribery laws 1. Adjusted EBITDA less capitalised R&D and leasing costs. 2. Only a limited set of Scope 3 categories were reported in previous years |
0 | 0 | 0 |
such that the total emissions in 2024 are not comparable to previously reported data. 3. Turnover rates for 2023 and 2022 include involuntary as well as voluntary departures.
(Figures in parentheses refer to the previous year)
ENRX reported operating revenue of EUR 164.6 million (157.6 million) in 2024. EBITDA amounted to EUR 19.1 million (17.4 million). The operating profit was EUR 11.5 million (10.1 million), while the ordinary profit before tax was EUR 4.6 million (6.3 million).
Revenue growth of 4.5% during 2024 was driven by a strong market in the Heat division, and a smaller revenue contribution from the Charge division. In geographical terms, the company saw solid growth in North America, while the growth in Europe and Asia was flat due to delayed deliveries and slower customer decision-making processes.
2024 represented the highest revenue and EBIT in the company's history. Operating margin for the year was 7.0% (6.4%). The Heat division contributed with revenue of EUR 159.8 million in 2024 (153.2 million) and an improved operating margin of 10% (8%). The Charge division, which develops induction charging solutions, had a negative EBIT contribution of EUR -3.9 million (-1.5 million) in line with plan.
The order intake in 2024 was impacted by postponed decisions from customers and the geopolitical situation leading to stagnation in many markets. Order intake ended at EUR 147 million (EUR 166.5 million), of which most of the shortfall vs. last year was explained by the contract awarded in 2023 for construction of the electrified roadway in Florida, USA (EUR 12.7 million). The order intake was geographically split between Europe EUR 55.5 million, Asia EUR 52.7 million and North America EUR 38.9 million.
The order backlog of EUR 67 million (86 million) per yearend was reduced during the year due to high deliveries, in combination with reduced order intake.
In 2024, ENRX's Scope 1 GHG emissions were 921 tCO2e (957 tCO2e) while Scope 2 emissions decreased by 12%. This reduction was driven by the installation of solar panels at sites in Poland and India. Additionally, ENRX reported all relevant Scope 3 activities for the first time, recording 631,680 tCO2e.
According to the EU Taxonomy mapping, the share of Taxonomy-eligible, not aligned turnover for ENRX was 82%, an increase from 74% in 2023. Taxonomy eligible, not aligned CapEx was 88%, and eligible, not aligned OpEx was 78.8%. The majority of the turnover comes from manufacturing of induction power generators. The activity enables customers to lower own emissions in production processes and enable the manufacturing of low carbon technologies. ENRX also contributes to the circular economy objective through its sales of spare parts. ENRX currently does not meet all alignment criteria.
The reduction in voluntary turnover rate 12% (18%) was due to restructuring in Germany in 2023 which had no equivalent in 2024.
The market for heating products is expected to remain somewhat uncertain in the coming months as customer decision-making processes take longer and orders are postponed. However, ENRX expects order intake largely in line with 2024.
ENRX expects revenue for 2025 to be in line with 2024. Operating profit is expected to improve due to the ongoing profitability program and focus on cost control.
The Charge division will continue its work on the Dynamic Road project in North America in 2025. The division will also introduce new products within the light industrial segment.
Electrification is expected to see growth over the next decade. The global trend is a shift from gas and flame heating to more energy-efficient and eco-friendly alternatives, such as induction heating. To remain at the forefront of induction technology, ENRX continues its R&D efforts.
For several years, ENRX has been the leading supplier of equipment to the renewable power sector. The acquisition of IPT Technology in 2022 and establishment of the Charge division opens a growing and potentially large market within wireless charging solutions, which is expected to generate long-term revenue and cost synergies to further improve the company's operational leverage.
| Head office | Countries |
|---|---|
| Skien, Norway | 15 |
| Ownership | Chief Executive Officer |
| 95% | Bjørn E. Petersen |
| Employees | Chair |
| 1,158 | Benjamin Golding |
Leveraging decades of experience, ENRX combines global market leadership for industrial induction heating systems (Heat) with leading technology in the highgrowth market for wireless induction charging solutions (Charge). Industries served by ENRX include automotive, renewable energy/wind energy, pipe fabrication, electronics, cable and mechanical engineering. The company has operations in 15 countries.

| FINANCIAL FIGURES (MNOK) | 2024 | 2023 | 2022 | |
|---|---|---|---|---|
| Operating revenue | 1,914 | 1,800 | 1,338 | |
| EBITDA | 222 | 198 | 75 | |
| Operating profit | 134 | 116 | -3 | |
| Operating margin | 7% | 6% | 0% | |
| Earnings before tax (EBT) | 53 | 71 | -20 | |
| Net profit | 9 | 28 | -34 | |
| Operating cash flow | 73 | 4 | 46 | |
| NIBD | 1,054 | 777 | 558 | |
| Equity | 509 | 417 | 384 | |
| Equity ratio | 21% | 21% | 22% | |
| SUSTAINABILITY KPIs | 2024 | 2023 | 2022 | |
| Environment | Scope 1 GHG (tCO2 e) |
921 | 957 | 895 |
| Scope 2 GHG (location-based, tCO2 e) |
1,572 | 1,788 | 2,162 | |
| Scope 3 GHG (tCO2 e)1 |
631,680 | - | - | |
| Energy consumption (MWh) | 9,629 | 9,666 | 10,160 | |
| Renewable energy consumption (location-based, % of total) | 35% | 30% | 29% | |
| Social | Female employees | 15% | 15% | 16% |
| Female members of Executive Management | 13% | 14% | 14% | |
| Lost time injury frequency rate per million exposed hours | 2.4 | 3.1 | 1.1 | |
| Sick leave rate | 3% | 4% | 3% | |
| Voluntary turnover rate2 | 9% | - | - | |
| Governance | Signature of Code of Conduct | 84% | 48% | 65% |
| Internal training in Code of Conduct | 83% | 44% | 78% | |
| Signature of Business Partner Code of Conduct3 | 100% | - | - | |
| Convictions of violation of anti-corruption or anti-bribery laws | 0 | 0 | 0 | |
| 1. Only a limited set of Scope 3 categories were reported in previous years |
such that the total emissions in 2024 are not comparable to previously reported data.
(Figures in parentheses refer to the previous year)
NSSLGlobal reported revenues of GBP 101.9 million (91.8 million) in 2024. EBITDA amounted to GBP 21.5 million (17.6 million). Operating profit was GBP 19.2 million (16.1 million), while the ordinary profit after tax was GBP 14.7 million (12.5 million). Revenue and operating profit in 2024 was the highest in the company's history.
Revenue growth in 2024 was largely driven by increased government engineering projects, as well as continued high airtime related to operational activity caused by events in Ukraine and in the Middle East.
The largest customer segment for NSSLGlobal is the Government & Defense sector, where revenue increased by 27% in 2024 to GBP 65 million.
NSSLGlobal has long-standing customer relationships with several governmental institutions, including the UK Ministery of Defence and the German Armed Forces, and constantly works to further refine their offerings to these customers.
Operating margin for the year increased slightly to 19% (18%) and was largely related to a small improvement in gross margin together with higher utilization of internal engineering resources, which reduced operating costs.
The company experienced healthy sales throughout the year, including new maritime NAVCOM and ITSM (IT security management) orders, governmental engineering orders, as well as defence contracts across Europe. NSSLGlobal remains a significant service provider to the UK Ministry of Defence and German Armed Forces through a number of long-term framework agreements and recent contract and project wins for both commercial communication, ICT and entertainment services.
In early 2024, NSSLGlobal extended its largest Commercial Satellite Contract with the UK MOD for a further 5 years through the Babcock Skynet Service Delivery Wrap (SDW) umbrella contract. NSSLGlobal also rolled out a number of multi-million European government engineering projects, including a large EUR 15 million engineering project for the German Armed Forces. In addition, the company won a number of new multi-million governmental projects in 2024, providing a strong order backlog into 2025 and 2026.
On the Commercial maritime side, NSSLGlobal continued to roll out its FusionIPLeo service to existing and new clients. This includes a hybrid of the best of GEO, LTE and LEO based satellite constellations. It combines the trusted benefits of a global, high availability GEO service with the low latency and high capacity from LTE and LEO satellites. At the core of this service is NSSLGlobal's Smart@Sea platform providing secure and seamless solutions to the end user, as well as additional cyber, Crew entertainment, IT and Management functionality.
In 2024, NSSLGlobal saw a slight reduction in Scope 1 and Scope 2 emissions. Scope 1 emissions were 201 tCO2e (from 208 tCO2e), and Scope 2 emissions were 189 tCO2e (from 201 tCO2e). Despite the increase in company activities, locations, and employees, this reflects positive progress. Additionally, NSSLGlobal included all relevant Scope 3 activities for the first time, totalling 8,051 tCO2e.
The share of Taxonomy-eligible, not aligned turnover for NSSLGlobal was 4.5%. Eligible, not aligned CapEx was 70.9%, while eligible, non-aligned OpEx was 3.1%.
NSSLGlobal expects 2025 revenue and operating profit to be lower than in 2024, due to expected reduced event traffic, and the completion of a large project in 2024, which will not recur in 2025.
Depending on the developments in the geopolitical landscape, including the situation in Ukraine and the Middle East, and the increased demand for European spending on defence, NSSLGlobal could see significant variability to its forecasted event traffic in 2025. NSSLGlobal also holds a solid pipeline for Project Sales particularly in the governmental market, but revenue for these are unlikely to be seen in 2025 unless fast tracked by the respective government.
| Head office | Countries |
|---|---|
| London, UK | 9 |
| Ownership | Chief Executive Officer |
| 80% | Sally-Anne Ray |
| Employees | Chair |
| 249 | Arild Nysæther |
NSSLGlobal is an independent provider of cyber secure satellite and mobile communications and IT support that delivers high-quality voice and data services across the globe, regardless of location or terrain. NSSLGlobal's activities are divided into four main areas: Airtime, Projects, Hardware and Service. Its main customers are within the maritime segment, the military and government sector, large international corporations and the energy sector. The revenue model is to a large degree based on multiyear subscription and support contracts, thereby securing a significant degree of recurring revenues.

| FINANCIAL FIGURES (MNOK) | 2024 | 2023 | 2022 | |
|---|---|---|---|---|
| Revenue and other income | 1,400 | 1,206 | 1,042 | |
| EBITDA | 295 | 231 | 255 | |
| Operating profit | 263 | 211 | 209 | |
| Operating margin | 19% | 18% | 20% | |
| Earnings before tax (EBT) | 277 | 209 | 236 | |
| Net profit | 202 | 164 | 178 | |
| Operating cash flow | 334 | 122 | 154 | |
| NIBD | -474 | -346 | -340 | |
| Equity | 725 | 608 | 524 | |
| Equity ratio | 58% | 57% | 57% | |
| SUSTAINABILITY KPIs | 2024 | 2023 | 2022 | |
| Environment | Scope 1 GHG (tCO2 e) |
201 | 208 | 180 |
| Scope 2 GHG (location-based, tCO2 e) |
189 | 201 | 120 | |
| Scope 3 GHG (tCO2 e)1 |
8,051 | - | - | |
| Energy consumption (MWh) | 2,072 | 2,113 | 1,563 | |
| Renewable energy consumption (location-based, % of total) | 25% | 23% | 16% | |
| Social | Female employees | 24% | 27% | 22% |
| Female members of Executive Management | 50% | 40% | 40% | |
| Lost time injury frequency rate per million exposed hours | 0 | 0 | 0 | |
| Sick leave rate | 3% | 1% | 2% | |
| Voluntary turnover rate2 | 11% | - | - | |
| Governance | Signature of Code of Conduct | 100% | 100% | 100% |
| Internal training in Code of Conduct | 100% | 100% | 100% | |
| Signature of Business Partner Code of Conduct3 | - | - | - | |
| Convictions of violation of anti-corruption or anti-bribery laws | 0 | 0 | 0 | |
| 1. Only a limited set of Scope 3 categories were reported in previous years such that the total emissions in 2024 are not comparable to previously reported data. |
(Figures in parentheses refer to the previous year)
Tekna reported operating revenue of CAD 37.2 million (40.9 million) in 2024. Adjusted EBITDA amounted to negative CAD 6.9 million (-4.1 million). Total order backlog per year-end amounted to CAD 16.7 million (24.0 million). In 2024, Tekna mainly focused on enhancing profitability and improving cash flow to navigate challenging macro-economic circumstances.
Revenues in Advanced Materials increased by 3.2% to CAD 26.5 million (25.5 million), representing 72% of total operating revenue. Adjusted for service revenues of CAD 1 million charged by Tekna to the discontinued joint venture in 2023, the growth was 7%. Throughout 2024, Tekna saw rising demand for its materials for Additive Manufacturing in customer segments such as Aerospace & Defense and Medical implants. Growth was supported by demand for both small and large particle-sized material, valorising a greater portion of the production yield. Reduced sales to 3D printer manufacturers had an adverse impact on growth during the year.
After a record year in 2023, the Systems segment saw a significant slow-down in order intake in 2024. Revenue in 2024 amounted to CAD 10.7 million (15.2 million). Contribution margin for Systems for the year was stable at 63%. Despite lower Systems sales in 2024, the PlasmaSonic pipeline saw steady progress during the year.
In April 2024, Tekna received its first revenue-generating order for nano nickel material samples to develop metal paste for multi-layer ceramic capacitors (MLCC). This order highlights Tekna's role in advancing next-generation electronic components and continued commitment to expanding its offering.
Tekna continued to execute on its comprehensive profitability improvement program in 2024, which started in 2022. Efforts focused on creating a leaner operation, reducing operating costs and further improving cash flow. Most of the cost reductions and initiatives implemented in 2024 are recurring, with expected positive impact on profitability and cash flow in 2025. The net working capital improved to CAD 14.5 million by year-end 2025 (19.6), further contributing to cash flow.
In June, the Federal Court of Canada ruled in favor of Tekna in an intellectual property case concerning competing patents rights to produce titanium powder in Canada. A Notice of appeal was submitted in September by AP&C. In December, AP&C paid Tekna CAD 2.9 million as compensation for litigation cost.
In 2024, Tekna's Scope 1 GHG emissions were 596 tCO2e (589 tCO2e), while Scope 2 emissions decreased to 14
tCO2e (30 tCO2e), due to increased renewable energy use in Canada and reduced nuclear energy use in France. Scope 3 GHG emissions were 27,730 tCO2e in 2024, which was the first year that Tekna included all relevant activities.
89.9% of Tekna's turnover is eligible under the EU Taxonomy, where majority of the turnover is from production of additive material powders aimed at enhancing resource efficiency across the value chain. Currently, Tekna does not have a life cycle GHG emission savings analysis available, and therefore the activity is not aligned with the EU Taxonomy. In 2024 eligible, non-aligned CapEx was 98.2%, and eligible, non-aligned OpEx was 100%.
Female representation in C-suite management rose to 33% (29%), and workplace safety improved with a reduced injury frequency rate of 5.8 (8.1).
The top priority moving forward is to maintain strong focus on profitability and capital discipline. Tekna goes into 2025 with a lower cost base resulting from profitability measures implemented in 2024.
Tekna remains focused on its core business in Advanced Materials, which continues to demonstrate resilience and growth. Tekna's position in the additive manufacturing industry remains strong, with projected double digit market growth. Growth opportunities are driven globally by the transition towards more efficient manufacturing technology and products, as well as reducing supply chain constraints by reshoring manufacturing across multiple industries.
The company's existing machine base is projected to adequately meet the anticipated growth in demand for Advanced Materials until the end of 2027. Tekna is working continuously on improving machine productivity to increase capacity of the existing machine base. Higher productivity helps shorten delivery times and, in turn, positively impact sales. As a result, the company will have a minimal need for capital expenditures for its current operations in the coming years, estimated at CAD 2-3 million per annum, excluding leases under IFRS 16.
Tekna has a strong pipeline of potential orders for Systems, with an acceleration of interest in PlasmaSonic wind tunnel solutions that are pivotal to the development of hypersonic flight and spacecrafts.
Tekna will continue its efforts in the development of nano nickel particles for MLCC applications in close cooperation with industry leading customers.
Concerning possible tariffs Tekna is following developments closely and adjusting mitigation activities accordingly.
| Head office | Countries |
|---|---|
| Sherbrooke, Canada | 5 |
| Ownership | Chief Executive Officer |
| 69.5% | Luc Dionne |
| Employees | Chair |
| 185 | Dag Teigland |
Tekna is a world-leading provider of advanced materials and plasma systems to several industries. The company produces high-purity metal powders for applications such as 3D printing in the aerospace, medical and consumer electronics sectors, as well as optimized induction plasma systems for industrial research and production.

| FINANCIAL FIGURES (MNOK) | 2024 | 2023 | 2022 | |
|---|---|---|---|---|
| Operating revenue | 292 | 320 | 199 | |
| EBITDA | -31 | -64 | -124 | |
| Adjusted EBITDA | -54 | -32 | -95 | |
| Operating profit | -63 | -97 | -153 | |
| Operating margin | -22% | -30% | -77% | |
| Earnings before tax (EBT) | -79 | -107 | -166 | |
| Net profit | -85 | -118 | -167 | |
| Operating cash flow | -1 | -88 | -145 | |
| NIBD | 172 | 125 | -28 | |
| Equity | 209 | 294 | 389 | |
| Equity ratio | 36% | 50% | 72% | |
| SUSTAINABILITY KPIs | 2024 | 2023 | 2022 | |
| Scope 1 GHG (tCO2 e) |
596 | 589 | 585 | |
| Environment | Scope 2 GHG (location-based, tCO2 e) |
14 | 30 | 34 |
| Scope 3 GHG (tCO2 e)1 |
27,730 | - | - | |
| Energy consumption (MWh) | 12,750 | 11,563 | 11,508 | |
| Renewable energy consumption (location-based, % of total) | 77% | 72% | 69% | |
| Social | Female employees | 26% | 27% | 26% |
| Female members of Executive Management | 33% | 29% | 29% | |
| Lost time injury frequency rate per million exposed hours | 5.8 | 8.1 | 2.7 | |
| Sick leave rate | 3% | 3% | 3% | |
| Voluntary turnover rate2 | 15% | - | - | |
| Governance | Signature of Code of Conduct | 100% | 78% | 91% |
| Internal training in Code of Conduct | 0% | 0% | 0% | |
| Signature of Business Partner Code of Conduct3 | 100% | - | - | |
| Convictions of violation of anti-corruption or anti-bribery laws | 0 | 0 | 0 | |
| 1. Only a limited set of Scope 3 categories were reported in previous years such that the total emissions in 2024 are not comparable to previously reported data. |
| Head office | Countries |
|---|---|
| Froland, Norway | 1 |
| Ownership | Operating Manager |
| 100% | Jan Roald Evensen |
| Employees | Chair |
| 16 | Trond Westlie |
AFK Vannkraft generates power at two locations in the Arendal watercourse. The Bøylefoss and Flatenfoss hydropower plants produce on average more than 500 GWh annually. AFK Vannkraft has a defined strategy of selling hydropower production in the day-ahead (spot) market.

AFK Vannkraft reported revenue of NOK 363 million (511 million) in 2024. EBITDA amounted to NOK 261 million (425 million) and operating profit amunted to NOK 253 million (414 million). Provision for income tax amounted to NOK 156 million (294 million) in 2024.
Overall, electricity prices in 2024 were down from 2023, with an average price in the NO2 price area of 50.1 EUR/ MWh (79.4 EUR/MWh). However, electricity prices in Southern Norway, particularly in NO2, were characterised by significant fluctuations during 2024. High-price periods were driven by colder than expected weather and low wind production in Europe, while low-price periods were impacted by higher hydro reservoir levels, along with high wind production in Europe and lower price levels for coal, gas, and CO2. These fluctuations highlight how electricity prices are highly sensitive to factors such as weather conditions, European power production, and demand. AFK Vannkraft has a defined strategy of selling hydropower production in the dayahead (spot) market, and as such, is exposed to these fluctuations.
Power generation increased to 606.7 GWh (542 GWh), driven by higher precipitation and inflow than normal for the watercourse. The accumulated amount of snow and the reservoir levels in the watercourse were higher than normal during the year.
The construction of Kilandsfoss hydropower plant is proceeding according to schedule. Kilandsfoss hydropower plant will produce an annual average of 38 GWh and is located in Nidelva between our two hydropower plants, Bøylefoss and Flatenfoss. Kilandsfoss hydropower plant is scheduled to start electricity production in 2026.
The rehabilitation of the Bøylefoss hydropower plant building exterior started in 2023, with 60% of the rehabilitation completed per year-end 2024. The rehabilitation of the exterior will continue in 2025 and is expected to be finalised in 2026.
In 2024, the Scope 1 emissions decreased slightly at 22 tCO2e (27 tCO2e). The Scope 2 emissions remained the same as in 2023 at 1.3 tCO2e (1.3 tCO2e). AFK Vannkraft included all relevant Scope 3 activities for the first time, totalling 814 tCO2e.
AFK Vannkraft's main economic activity, electricity generation from hydropower, is aligned with the EU Taxonomy, resulting in 99.8% of the turnover being aligned. Taxonomy-aligned CapEx was 45%, while eligible, not aligned CapEx was 16%. Aligned OpEx was 67.4% and eligible, not aligned OpEx 26.8%.
The market's estimated power price trends for 2025 are expected to be comparable to 2024. Actual energy prices depend on many factors, including hydrological balance, oil and gas prices, weather conditions, temperatures, and more. Production for 2025 is expected to be lower than that of 2024. Production in 2024 was exceptionally high, while 2025 is expected to be closer to the average.
The rehabilitation on the exterior of the Bøylefoss hydropower plant building is expected to be complete in 2026. Further investments in the coming years include regulatory required upgrades of the dam facilities and reinvestments in turbines at the Bøylefoss power plant.

POWER PRICE & POWER GENERATION
Power generation (GWh/Week)
Power price (EUR/MWh)
Power price in the NO2 price area and power generation for Arendals Fossekompani per week for the period 31/12/2019 – 31/12/2024.
| FINANCIAL FIGURES (MNOK) | 2024 | 2023 | 2022 | |
|---|---|---|---|---|
| Revenue and other income | 363 | 511 | 606 | |
| EBITDA | 261 | 425 | 545 | |
| Operating profit (EBIT) | 253 | 414 | 535 | |
| Operating margin | 70% | 81% | 88% | |
| Earnings before tax (EBT) | 253 | 414 | 535 | |
| Provision for income tax | 156 | 294 | 387 | |
| Earnings after tax (EAT) | 97 | 119 | 148 | |
| SUSTAINABILITY KPIs | 2024 | 2023 | 2022 | |
| Environment | Scope 1 GHG (tCO2 e) |
22 | 27 | 20 |
| Scope 2 GHG (location-based, tCO2 e) |
1.3 | 1.3 | 1.9 | |
| Scope 3 GHG (tCO2 e)1 |
814 | - | - | |
| Energy consumption (MWh) | 269 | 322 | 357 | |
| Renewable energy consumption (location-based, % of total) | 68% | 66% | 76% | |
| Social | Female employees | 13% | 12% | 13% |
| Female members of Executive Management | 0% | 0% | 0% | |
| Lost time injury frequency rate per million exposed hours | 0 | 0 | 0 | |
| Sick leave rate | 2% | 4% | 5% | |
| Voluntary turnover rate2 | 0% | 0% | 0% | |
| Governance | Signature of Code of Conduct | 100% | 100% | 100% |
| Internal training in Code of Conduct | 81% | 100% | 100% | |
| Signature of Business Partner Code of Conduct3 | - | - | - | |
| Convictions of violation of anti-corruption or anti-bribery laws | 0 | 0 | 0 | |
| 1. Only a limited set of Scope 3 categories were reported in previous years such that the total emissions in 2024 are not comparable to previously reported data. |
| Head office | Countries |
|---|---|
| Arendal, Norway | 6 |
| Ownership | Chief Executive Officer |
| 96% | Espen Zachariassen |
| Employees | Chair |
| 119 | Lars Peder Fensli |
Alytic acts as a growth catalyst for future-oriented companies and works to establish leading businesses within their respective industries. The Alytic investment team collaborates closely with their portfolio companies to drive value through strategic development, leadership support, HR and talent acquisition, and by leveraging data science and technology. The Alytic portfolio includes: Kontali, a world-leading aquaculture data and analysis provider, Veyt, a global provider analytical insight to businesses and governments pursuing net-zero targets, Factlines, a supplier risk management software provider, and Utel, a provider of services for telecom network monitoring and analysis.

As a result of robust product development and strong focus on commercialisation, Alytic achieved notable financial milestones in 2024, increasing revenues to NOK 67 million, (+44% year-over-year) of which 74% were recurring revenue. Total ARR for the Alytic portfolio increased by 31% in 2024, to NOK 55 million.
Veyt grew ARR by 51% year-over-year to NOK 20.3 million. Veyt is a leading provider of EAC-analytics (Energy Attribute Certificates) and have during 2024 positioned themselves as a thought leader for the global carbon markets. This has led to a strong growth of new customers on the platform. Going forward, Veyt will further develop products and tools for PPAs, maritime sector and renewable fuels (biomethane, ammonia, green hydrogen). ETS 2 and carbon credits will also be an important growth area for Veyt.
Kontali grew ARR by 18% year-over-year to NOK 19 million. Total revenue grew by 34% year-over-year to NOK 32.5 million, of which recurring revenue constituted 60%. Kontali continued to expand their offerings on their platform, Kontali Edge, by adding new predictions and new species. The company also strengthened the management team with a new CEO, CAO (Chief Analytics Officer) and CCO in 2024.
Factlines grew ARR by 43% year-over-year to NOK 11.4 million. Factlines has built a taxonomy reporting product that simplifies the reporting process. The company's supply chain offering has expanded from helping customers with compliance on the Norwegian Transparency Act, into a comprehensive supplier risk management solution.
Utel grew ARR by 11% year-over-year to NOK 5.1 million. With a particular focus on fraud detection, Utel made significant progress in 2024 with regards to both product development and commercialisation. Utel signed up their first customers to their new product suite in December. The company is going into 2025 with a strong sales pipeline and sees growth potential from an increased market need to fight and prevent cyber-crime.
Alytic has two activities eligible for the EU Taxonomy: Edge by Kontali, and Veyt, providing insights on lowcarbon markets and renewable energy. These activities account for 54.1% of turnover being Taxonomy-eligible, while eligible, non-aligned CapEx accounts for 68.8%.
Alytic is positioned to continue its upward trajectory by leveraging strategic accomplishments from 2024. Alytic maintains its focus on data-driven products delivered as SaaS solutions and expects this to drive further ARR growth and market expansion.
Alytic is actively seeking growth and partnership opportunities for its existing portfolio.
| FINANCIAL FIGURES (MNOK) | 2024 | 2023 | 2022 | |
|---|---|---|---|---|
| Revenue and other income | 67 | 46 | 41 | |
| EBITDA | -49 | -71 | -41 | |
| Operating profit | -88 | -85 | -46 | |
| Operating margin | -132% | -184% | -112% | |
| Earnings before tax (EBT) | -89 | -85 | -45 | |
| Net profit | -86 | -80 | -43 | |
| Operating cash flow | -47 | -55 | -35 | |
| NIBD | 14 | 4 | -18 | |
| Equity | 147 | 140 | 132 | |
| Equity ratio | 58% | 62% | 67% | |
| SUSTAINABILITY KPIs | 2024 | 2023 | 2022 | |
| Environment | Scope 1 GHG (tCO2 e) |
0 | 0 | 0 |
| Scope 2 GHG (location-based, tCO2 e) |
2 | 6 | 2 | |
| e)1 Scope 3 GHG (tCO2 |
84 | - | - | |
| Energy consumption (MWh) | 182 | 291 | 324 | |
| Renewable energy consumption (location-based, % of total) | 94% | 93% | 95% | |
| Social | Female employees | 31% | 30% | 32% |
| Female members of Executive Management | 35% | 28% | 6% | |
| Lost time injury frequency rate per million exposed hours | 0 | 0 | 0 | |
| Sick leave rate | 2% | 2% | 3% | |
| Voluntary turnover rate2 | 7% | - | - | |
| Governance | Signature of Code of Conduct | 88% | 92% | 20% |
| Internal training in Code of Conduct | 88% | 92% | 20% | |
| Signature of Business Partner Code of Conduct3 | - | - | - | |
| Convictions of violation of anti-corruption or anti-bribery laws | 0 | 0 | 0 | |
| 1. Only a limited set of Scope 3 categories were reported in previous years such that the total emissions in 2024 are not comparable to previously reported data. |
| Countries 1 |
|---|
| Chief Executive Officer Tom Krusche Pedersen |
| Chair Lars Peder Fensli |
All Arendals Fossekompani's property-related companies and property investments are comprised in AFK Eiendom.

The largest company in the AFK Eiendom portfolio is Vindholmen Eiendom, which is transforming an old shipyard area into a new urban residential and commercial zone under the name, Bryggebyen. The transformation will take 10-15 years to complete and will establish 500–700 residential units in combination with exciting trade and commerce offerings.
The third stage of the apartment complex at Bryggebyen was completed in 2024, adding 48 apartments to the total of 161 developed so far. The planning process for the fourth stage has begun.
AFK Eiendom is also in the planning process to build an indoor swimming facility at Bryggebyen. Arendal municipality has signed a long-term rental agreement, and a final investment decision is expected in 2025.
In June 2024, the Ministry of Local Government and Regional Development approved the designation by Froland municipality of a 1,600-dekar area at Bøylestad for industrial purposes. The site is one of the most important power hubs in the south of Norway which makes this area attractive for energy-intensive industries. The Ministry has also emphasised the municipality's commitment to securing land for green industries and fostering local employment opportunities. With a long-term and responsible perspective, AFK Eiendom is working with local stakeholders to make a sustainable plan for the development of Bøylestad Energipark. Preparation for starting the detailed zoning plans for the area is ongoing.
AFK Eiendom is the majority owner of Gullknapp, which comprises an airport and an attractive 200,000 sqm industrial and commercial area. The main user of the airport facility is OSM Aviation Academy which runs a pilot school on the premises.
This property was acquired in 2020 and is located along the Skien River, just one kilometre south of downtown Skien. The 4,700 sqm building is fully lent to Arendals Fossekompani's portfolio company, ENRX, on a 15-year bare-house agreement. As the city of Skien expands, this 12,000 sqm riverfront property will be attractive both for commercial and residential development.
This 170,000 sqm property is located outside of Arendal, close to the E18 highway. In Q2 2024, it was announced that AFK Eiendom will build and lease new production facilities for Kitron. The new industrial building will be approximately 7,500 sqm and is expected to be completed during the first half of 2026.
Bedriftsveien 17 is located in the middle of the emerging commercial area, Krøgenes, three kilometers east of downtown Arendal. The 3,500 sqm building is fully leased to Scanmatic on a 25-year bare-house agreement. The area has grown in attractiveness following the completion of a new feed-in road to the E18 highway.
AFK Eiendom's Scope 1 emissions remained at levels similar to previous years. Scope 2 emissions significantly increased to account for leased assets, and Scope 3 emisisons were reported in full for the first time, totalling 7,422 tCO2e. AFK Eiendom has several activities eligible for the EU Taxonomy, resulting in 94.2% of the turnover in 2024 being eligible. None of the activities are currently aligned.
| FINANCIAL FIGURES (MNOK) | 2024 | 2023 | 2022 | |
|---|---|---|---|---|
| Revenue and other income | 295 | 18 | 35 | |
| EBITDA | 29 | 2 | 6 | |
| Operating profit | 13 | -10 | -7 | |
| Operating margin | 4% | -55% | -19% | |
| Earnings before tax (EBT) | 1 | -14 | -10 | |
| Net profit | -8 | -14 | -9 | |
| Operating cash flow | 200 | -163 | -40 | |
| NIBD | 213 | 361 | 136 | |
| Equity | 193 | 185 | 206 | |
| Equity ratio | 37% | 30% | 47% | |
| SUSTAINABILITY KPIs | 2024 | 2023 | 2022 | |
| Environment | Scope 1 GHG (tCO2 e) |
23 | 21 | 20 |
| Scope 2 GHG (location-based, tCO2 e) |
3.7 | 1.3 | 1.5 | |
| e)1 Scope 3 GHG (tCO2 |
7,422 | - | - | |
| Energy consumption (MWh) | 623 | 276 | 295 | |
| Renewable energy consumption (location-based, % of total) | 76% | 75% | 77% | |
| Social | Female employees | 0% | 0% | 0% |
| Female members of Executive Management | 0% | 0% | 0% | |
| Lost time injury frequency rate per million exposed hours | 0 | 0 | 0 | |
| Sick leave rate | 0% | 0% | 4% | |
| Voluntary turnover rate2 | 0% | 0% | 0% | |
| Governance | Signature of Code of Conduct | 40% | 40% | 100% |
| Internal training in Code of Conduct | 40% | 40% | 100% | |
| Signature of Business Partner Code of Conduct3 | - | - | - | |
| Convictions of violation of anti-corruption or anti-bribery laws | 0 | 0 | 0 | |
| 1. Only a limited set of Scope 3 categories were reported in previous years such that the total emissions in 2024 are not comparable to previously reported data. |
Arendals Fossekompani is committed to maintaining an open dialogue with shareholders, investors, analysts and the financial markets in general. Our goal is to ensure that the share price reflects its underlying value by making all pricerelevant information available to the market.
We work to create shareholder value in the form of dividends and share price growth over time. In accordance with the company's Corporate Governance Report, approved by the Board of Directors, the company's dividend policy is to pay dividends that reflect the company's long-term strategy, financial position and investment capacity.
Total dividends paid in 2024 amounted to NOK 220 million, corresponding to NOK 4.0 per share. Total dividends paid were equivalent to 2.5% of the volume-weighted average share price in 2024.
Subsequent to the close of the year, the Board of Directors decided that as of Q2 2025, Arendals Fossekompani will move from announcing dividends on a quarterly basis to announcing dividends on an annual basis. Arendals Fossekompani is an industrial investment company using its own capital to invest. Liquidity levels vary over time driven by investment/divestment activities and underlying profitability. The change is made to enable better long-term capital planning and flexibility to create shareholder value as an investment company.
When deciding the annual dividends, the Board of Directors shall take into consideration expected cash flow, capital expenditure plans, divestments, financing requirements and appropriate financial flexibility.
Arendals Fossekompani moved from annual to quarterly dividends in 2020. When this was done, the first quarterly dividend was paid as of Q2 2020. For this reason, Arendals Fossekompani intends to maintain the quarterly dividend until Q1 2025.
On 31 December 2024, there was a total of 55,995,250 shares in the company, of which 1,058,832 were treasury shares (1.9 % of the total number of shares). Arendals Fossekompani's three largest shareholders are Ulfoss Invest AS (26.3%), Havfonn AS (26.0%) and Must Invest AS (25.2%).
There were 4,708 shareholders at year-end 2024, compared to 5,295 shareholders at the end of 2023. The Group's shares consist only of Class A shares, all of which have equal rights. In accordance with Article 11 of the company's Articles of Association, no shareholder may, personally or by proxy, vote for more than one quarter of the total number of shares.
Due to Arendals Fossekompani's hydropower production, the current Norwegian concession legislation stipulates, among other things, that a shareholder who acquires more than 20 % of the total number of shares must apply for a concession. The Concession Act requires that the Board of Directors approve such acquisitions. There are several other provisions in the concession legislation that may entail that acquisition of the company's shares may have consequences for both the company itself and the other shareholders. Thus, the company has found it necessary to have the opportunity to deny approval of the acquisition of shares. In accordance with Article 7 of the Articles of Association, any acquisition by means of transfer is conditional on the Board's approval. Approval may only be denied if there is a valid reason for doing so.
Arendals Fossekompani ASA is listed at Oslo Børs under the ticker code AFK. The company was listed in 1913 and is the second oldest company at Oslo Børs. The shares are registered in the Norwegian Central Securities Depository with DNB ASA as the account operator and issuer. The securities identification number for the share is ISIN NO 0003572802.
At Arendals Fossekompani's Annual General Meeting on 15 May 2024, the Board of Directors was authorised to acquire treasury shares up to a maximum of 7.9%. In accordance with this authorisation, the Board of Directors is only permitted to acquire treasury shares at a price ranging from a minimum of NOK 10 and a maximum of NOK 2,000 per share. This authorisation will remain in effect until the Annual General Meeting in 2025. In 2024, the company sold a net of 79,079 shares in connection with the company's incentive programme.
As at 31 December 2024, Arendals Fossekompani had no option schemes.
Arendals Fossekompani seeks to maintain an open dialogue with shareholders, debt holders, financial analysts, and the stock markets in general. The company regularly holds presentations in connection with the publication of quarterly results. All company press releases, stock exchange announcements and investor relations information are available at www.arendalsfossekompani.no.
2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024
The website also includes quarterly reports, annual report, presentations, Articles of Association, and the financial calendar.
The company's Nomination Committee consists of the following members: Morten Bergesen (Chair), Simen Flaaten, and Trine Must.
The company's Audit Committee consists of the following members: Stine Rolstad Brenna (Chair), Morten Bergesen, and Anne Grethe Dalane.
The Annual General Meeting is held as early in the year as is practically possible after the close of the previous financial year, usually in April or May.
21 days prior to the Annual General Meeting, meeting notices and attendance registration forms are sent to all shareholders with a known address and made available on the company's webpage and via Oslo Børs' distribution service.
The annual report and other enclosures to the meeting notice are made available solely via the company's webpage and the Oslo Børs distribution service. Shareholders who wish to receive the enclosures by post must contact the company. Shareholders who are unable to attend the General Meeting may vote by proxy.
Representatives from the Board of Directors and the auditor attend the General Meeting. The Chief Executive Officer (CEO) and the Chief Financial Officer (CFO) attend on behalf of the Executive Management.
| Share price | Share price incl. dividend | Share price incl. reinvested dividend |
|---|---|---|
| 1,400 | ||
| 1,200 | ||
| 1,000 | ||
| 800 | ||
| 600 | ||
| 400 | ||
| 200 | ||
The price of shares in Arendals Fossekompani decreased by 14% in 2024 and closed at NOK 142.4 at year-end, corresponding to a market capitalisation of NOK 8 billion at year-end.
Arendals Fossekompani's trading volume was lower in 2024 compared to 2023, with a total of 2,406,291 shares traded in 2024, corresponding to 4.3% of all shares. Overall turnover from trading of the AFK share in 2024 was NOK 388 million, compared to NOK 563 million in 2023.

| KEY FIGURES FOR AFK SHARE (NOK) | 2024 | 2023 | 2022 | 2021 | 2020 |
|---|---|---|---|---|---|
| Closing price 31/121 | 142.4 | 164.8 | 250.5 | 441.0 | 180.0 |
| Annual growth (%) | -13.6 | -36.0 | -43.0 | 145.0 | 75.0 |
| High/Low2 | 187 / 138 | 273 / 127 | 471 / 214 | 503 / 175 | 195 / 82 |
| Share price average3 | 163 | 189 | 322 | 302 | 127 |
| Market cap 31/12 (million) | 7,974 | 9,228 | 14,027 | 24,204 | 9,863 |
| Price/Book value equity 31/12 | 1.5 | 3.0 | 4.6 | 8.4 | 2.9 |
| Dividend per share | 4.0 | 4.0 | 7.6 | 37.1 | 3.4 |
| Dividend accumulated4 | 133.6 | 129.6 | 125.7 | 118.1 | 81.1 |
| Annual turnover (million) | 388 | 563 | 1,299 | 1,113 | 282 |
| Volume | 2,406,291 | 3,457,029 | 3,430,618 | 3,472,586 | 1,979,993 |
| Total shareholder return (%) | -11.2 | -34.0 | -41.5 | 166.0 | 78.3 |
1) Numbers adjusted for share split effectuated in 2020. 2) Based on closing price. 3) Paid quarterly. 4) Dividend accumulated last 10 years.
Despite ample reservoir levels in the fall of 1923, an unusually late and cold spring in 1924 led to water scarcity in the river system. As a result, power delivery had to be reduced from March 15, 1924, until the spring flood around April 8. All available power capacity had been contracted and was sold to the two major offtakers of electricity – Det Norske Nitridaktieselskap and Arendal Smelteverk.

TOTAL REVENUE FOR THE YEAR
NET PROFIT
DIVIDEND PAID TO SHAREHOLDERS
Nitriden. Maskineri for omforming av strøm fra vekselstrøm til likestrøm i omformerstasjonen.
Photo: Magnus Løvfold, Aust-Agder museum og arkiv – KUBEN
Corporate governance report 52 Board of Directors 60

While listed on the stock exchange Oslo Børs, Arendals Fossekompani is subject to reporting requirements for corporate governance under the Accounting Act section 3-3b, Norwegian securities trading legislation, and the Oslo Stock Exchange continuing obligations of listed companies.
The following guidelines form the basis for corporate governance at Arendals Fossekompani:
Each element of the Norwegian Code of Practice for Corporate Governance (NUES), last revised on 14 October 2021, is addressed below. A total review and amendment of this Corporate Governance Report was performed by the Board of Directors in 2025, following the changes made in the company since the last Corporate Governance Report of April 2024. A description is given of Arendals Fossekompani's compliance with, and deviations from, the Code of Practice. A complete overview of the Code of Practice and official remarks by the Oslo Stock Exchange are available online at nues.no.
We have implemented and updated further instructions for corporate governance, including rules of procedure for the Board of Directors of November 2024, rules of procedure for the CEO of November 2024, instructions for the Audit Committee of November 2024, instructions for the Remuneration Committee of November 2024, instructions for all employees on the handling of insider information of March 2021, and a policy on disclosure of information of December 2021.
Our Code of Conduct reflects our commitment to ethical business conduct and addresses topics such as anti-corruption, equality and anti-discrimination, and sustainability. The Code of Conduct is subject to regular review and the latest version was adopted by the Board of Directors in November 2024.
Our expectations and guidelines towards suppliers and business partners are set out in the Business Partner Code of Conduct as approved by the Board of Directors.
The objective of Arendals Fossekompani is, through in-house production, participation in new infrastructure, purchase, or leasing, to make use of or sell electricity, as well as to participate, directly or indirectly, in other industrial activities or business enterprises, including investing in real estate. These objectives are expressly stated in Section 1 of our Articles of Association. The Articles of Association are available on our website: arendalsfossekompani.no.
Arendals Fossekompani has significant financial capacity. Our investment portfolio will, at all times, consist partly of long-term and active ownership commitments, and partly of liquid financial assets. Liquidity will be managed mainly via listed shares and bonds. The bulk of our share portfolio will consist of a limited number of major investments.
Our investment strategy is based on our belief that active, long-term, and responsible ownership provides the best risk adjusted return over time. Further descriptions of targets, strategies, risk profile and the objective of creating long-term value for shareholders in a sustainable way, is described elsewhere in the Annual Report, also available at arendalsfossekompani.no/en/investor-relations.
Our targets, strategies and risk profile are reviewed annually. Sustainability is regularly on the Board's agenda. Every year a materiality analysis of topics relevant for environmental, social issues and governance is presented to the Board of Directors.
In Arendals Fossekompani, we integrate considerations related to our broader stakeholders into our business and value creation for our shareholders through our sustainability framework and reporting. Our objectives, principal strategies and stakeholder engagement are further described elsewhere in the Annual Report, and on our website arendalsfossekompani.no.
We have a clear focus on our corporate responsibility for environmental and social conditions, including a good working environment, diversity, equality, non-discrimination, human rights and anti-corruption and anti-bribery. We are committed to contributing to the UN Sustainable Development Goals. Further details and descriptions on our work on these matters can be found elsewhere in the Annual Report, and on our website.
Arendals Fossekompani releases its Transparency Act Report in accordance with the Norwegian Åpenhetsloven as a separate report every year before June.
The book value of the Group's equity as per 31 December 2024 was MNOK 5,414 which amounted to 61% of total assets. Market value is significantly higher, and the company has a solid financial foundation. The Board constantly assesses the company's financial capacity in light of our objectives, strategy and risk profile.
It is Arendals Fossekompani's policy to pay a dividend that reflects our long-term strategy, financial position and investment capacity.
The Board has decided that as of Q2 2025, Arendals Fossekompani will move from announcing dividends on a quarterly basis to announcing dividends on an annual basis. Arendals Fossekompani is an industrial investment company using its own capital to invest. Liquidity levels vary over time driven by investment/divestment activities and underlying profitability. The change is made to enable better long-term capital planning and flexibility to create shareholder value as an investment company.
When deciding the annual dividends, the Board of Directors shall take into consideration expected cash flow, capital expenditure plans, divestments, financing requirements and appropriate financial flexibility. Arendals Fossekompani moved from annual to quarterly dividends in 2020. When this was done the first quarterly dividend was paid as of Q2 2020. For this reason Arendals Fossekompani intends to maintain the quarterly dividend until Q1 2025.
No authorisation to undertake a share issue has been granted to the Board. The most recent capital increase occurred in 2012, when the share capital was raised by NOK 201,582,900 to NOK 223,981,000 through a transfer from other funds.
The General Meeting can authorise the Board to purchase up to 10% of the company's own shares. At the Annual General Meeting on 15 May 2024, the Board was authorised to purchase treasury shares with a total nominal value of up to NOK 17,769,000, corresponding to approximately 7.93% of the company's total number of shares. The terms of the authorisation permit the Board to acquire treasury shares only between a minimum price of NOK 10 and a maximum price of NOK 2,000 per share. This authorisation will remain in effect until the Annual General Meeting in 2025 and no longer than 30 June 2025.
As per 31 December 2024, the Group owned a total of 1,058,832 shares, corresponding to 1.9% of all the outstanding shares in the company. These shares are freely negotiable.
The Group's shares consist exclusively of A-shares. According to Section 10 of our Articles of Association, no shareholder may personally or by proxy vote for more than one quarter of the total number of shares. Acquisition of shares by means of transfer shall be subject to the approval of the Board of Directors. All shares have equal rights.
The Board may exercise its authority to acquire treasury shares as long as the shares are acquired at the market price. Correspondingly, the divestment of acquired shares will also be undertaken at market price yet so that the shares can be discounted if the shares are used in connection with programmes for employees and board members. At the same time, the authorisation gives the Board the flexibility to utilise the mechanisms that the Public Limited Liability Companies Act gives access to in situations where the acquisition or disposal of shares is considered advantageous to the company and the company's shareholders, including for use in share purchase programmes for directors and employees at the company.
No transactions have occurred between the company and shareholders, board members, senior executives or their related parties in 2024 that could be described as not immaterial transactions. In 2024, 75,779 shares were sold from the company to senior executives and board members, in accordance with the approved share purchase programme. See Note 4.3 of the Financial Statement.
Guidelines for board members and senior executives If a board member or senior executive has a material direct or indirect interest in an agreement that is being entered into by the company, that person must disclose the fact before the matter is put to the Board, and he or she may not participate in discussions or votes on that matter.
Under current Norwegian legislation on industrial licensing, a shareholder who acquires more than 20% of the total number of shares in the company must apply for a license. The law requires the Board's approval for such acquisitions. A number of other provisions of the Waterfall Rights Act could cause the acquisition of the company's shares to have consequences for both the company itself and other shareholders. Therefore, the company has found it necessary to reserve the right to refuse approval of share acquisitions. According to Section 7 of the Articles of Association, any acquisition by means of transfer is conditional on the Board's consent. Consent may be refused only on reasonable grounds. Deviations from the Code: The Articles of Association hold that transfer of shares is conditional on the Board's consent.
The Annual General Meeting is held as early as practically possible after the close of the previous financial year, usually in April or May. Meeting notices and attendance registration forms are sent to all shareholders no later than 21 days prior to the General Meeting through digital communication, or through regular mail to shareholders with a known address who do not consent to digital communication.
Documents are also made available on our website arendalsfossekompani.no and through the Oslo Stock Exchange distribution service. The annual report and other enclosures to the General Meeting notices are made available solely via the website and the Oslo Stock Exchange distribution service. Shareholders who wish to receive the enclosures by regular mail must contact the company. The Board will provide shareholders with all the information necessary to help them take a position on all agenda items, along with proposals relating to the election of board members.
Shareholders can give notice of their participation either in writing or via email or digital solutions. The Board wishes to arrange the meeting so that as many as possible of the shareholders are able to participate. Shareholders who cannot attend are encouraged to appoint a proxy. We accommodate requests of digital
attendance to the General Meeting in line with legal requirements.
Representatives of the Board of Directors shall attend the General Meeting, along with the auditor. The Chief Executive Officer (CEO) and the Chief Financial Officer (CFO) shall participate on behalf of Group Management.
The Board of Directors will set the agenda according to the list in Section 10 of the Articles of Association. According to Section 10, the participants of the General Meeting appoint a chairperson to lead the meeting.
The company has a three-member Nomination Committee established in accordance with item 11 of the Articles of Association. The members of the committee are Morten Bergesen (chair of the committee), Trine Must and Simen Flaaten.
The latest recommendation from NUES, last revised in October 2021, is to have no member in the Nomination Committee from the Board of Directors. Deviations from the Code: One of the members of the Nomination Committee is currently a member of the Board of Directors.
Candidates eligible for election to the Board of Directors are announced in conjunction with the invitation to attend the General Meeting. Nominations for other candidates can be submitted before and during the General Meeting itself.
According to the rules of procedure for the Nomination Committee approved by the General Assembly in May 2022, the Nomination Committee shall, in the judgement of candidates, evaluate the competence required by the company. The Nomination Committee shall work towards diversity in the company's Board of Directors. The Nomination Committee shall also consider that the Board of Directors is fitted to act independently of special interests.
The members of the Nomination Committee are elected for a period of one year. There is no maximum length of tenure for the members of the Committee. The Committee has 1/3 female members. According to Norwegian law, it is prohibited to obtain certain information about job applicants, in particular linked to underrepresented social groups. Although it is the company's objective to have broad representation at all levels, Arendals Fossekompani does not track or report information relating to underrepresented social groups.
The Nomination Committee should be composed so that it safeguards the interests of the shareholder community and the company's need for expertise and diversity. This implies that the individual Committee
members must have the necessary experience, competence and capacity to carry out their duties satisfactorily and independently. The competence of the members of the Committee covers a wide range of industries, technologies, board experience, compliance, governance, finance and sustainability. These are all competencies important to the development of the company.
The Board consists of seven members and is currently composed of the following:
Trond Westlie (Chair, member since 2022), Morten Bergesen (member since 2004), Didrik Vigsnæs (member since 2016), Stine Brenna (member since 2020), Anne Grethe Dalane (member since 2022), Lise Lindbäck (member since 2022) and Arild Nysæther (member since 2024), all elected by the shareholders.
The members are elected for a period of one year. There is no maximum length of tenure for the members of the Board of Directors. The Board has 3/7 female members. According to Norwegian law, it is prohibited to obtain certain information about job applicants, in particular linked to underrepresented social groups. Although it is the company's objective to have broad representation at all levels, Arendals Fossekompani does not track or report information relating to underrepresented social groups.
Note 4.1 of the Financial Statement contains information about board meeting attendance. Information about the competence and independence of board members is provided in subsequent paragraphs.
The General Meeting elects seven representatives to the Board of Directors. Ahead of the election, the names of candidates may be submitted to the Nomination Committee by an individual shareholder or by several shareholders jointly. Hence, stakeholders' views will be taken into consideration by the Nomination Committee.
Nominations submitted in time will be included in the invitation to attend the General Meeting sent to all shareholders and posted on our website. Board members are elected by simple majority. Members are elected for one year at a time, with the possibility of re-election.
The Board of Directors should be composed such that it safeguards the interests of the shareholder community and the company's need for expertise and diversity. This implies that the individual board members must have the necessary experience, competence and capacity to
carry out their duties satisfactorily and independently. The competence of the members of the Board covers a wide range of industries, technologies, board experience, compliance, governance, finance and sustainability. These are all competencies important to the development of the company. The presentation of the Board in this report gives an introduction of the individual competencies and main positions held by each of the Board members.
According to the Articles of Association, the Board shall comprise five to seven members. The Board currently consists of seven members. The CEO is not a member of the Board. The members of the Board are elected for one year at a time and the Board elects its own Chair. The latest recommendation from NUES, last revised in October 2021, is for the General Assembly to elect the chair of the Board of Directors. Deviations from the Code: The Articles of Association hold that the Board elects its own chair. Trond Westlie has been elected to chair the Board.
At the Annual General Meeting held in May 2024, Arild Nysæther was elected as a new member of the Board of Directors in replacement of Christian Must and other members of the Board of Directors were re-elected for a period of one year.
All shareholder-elected board members are considered autonomous and independent of Group Management. The same applies to material business connections. At the close of the year, Didrik Vigsnæs is the Managing Director of Vicama AS, the largest shareholder in Ulfoss Invest AS, which owns – directly, indirectly or via related parties – approximately 26% of the Arendals Fossekompani shares. Morten Bergesen was Co-owner and Advisor of Havfonn AS at the close of the year, which owns directly, indirectly or via related parties – approximately 26% of the Arendals Fossekompani shares. Christian Must was at the close of the year, member of the board in Must Invest AS, which owns directly, indirectly or via related parties – approximately 25% of the Arendals Fossekompani shares. Arild Nysæther was at the close of the year CEO of Must Invest AS which owns directly, indirectly or via related parties – approximately 25% of the Arendals Fossekompani shares.
The Board works actively to ensure that no conflict of interest exists between shareholders, the Board, Group Management, and other stakeholders. Stakeholders will be informed if conflicts of interest were to occur. The Code of Conduct describes how Board members should behave if conflicts of interest were to occur. All Board members receive information about the Code of Conduct.
In addition to the shares held by the representatives of the three principal shareholders, as at 31 December 2024, the board members had the following shareholdings either personally or through wholly-owned companies:
The Board shall determine the Group's strategy, carry out necessary control functions and ensure that the Group is satisfactorily managed and organised. The Board shall set the company's financial objectives and approve its plans and budgets. The Board is also responsible for approving and updating the organisation's purpose, value statement, policies and goals related to sustainability. The senior executives in the Company are delegated the task to update and present material to the Board that is relevant to make good decisions regarding plans budgets and policies and goals related to sustainability.
Furthermore, the Board oversees the organisation's due diligence and other processes to identify and manage the organisation's impacts on the economy, environment, and people. Stakeholders are encouraged to support these processes with their input during the Annual General Meeting.
The targets, strategies and risk profile of the Company are reviewed annually by the Board of Directors.
The sustainability strategy, materiality analyses, stakeholder analyses and the sustainability report are approved by the Board of Directors. The operational implementation of these processes is delegated to the Chief Sustainability Officer (CSO) of the company. This is in accordance with the Environmental Policy of the company.
The Board of Directors has delegated the formal stakeholder dialogue to the senior executives in the portfolio companies. A review of the systematic stakeholder interviews is each year presented to the Board of Directors from the CSO.
The Rules of Procedure encompass the following: the role of the Board and its tasks, the tasks of the CEO and their obligations towards the Board, formal procedures for the handling of matters brought before the Board, and notice of board meetings and matters required to be considered by the Board. The Rules also stipulate when the Board is in quorum, how minutes are to be
kept, how legal disqualification is determined and how the duty of confidentiality is to apply. The Board may deviate from the Rules of Procedure in certain situations.
Providing instructions for executive management A clear distinction has been made between the tasks and work of the Board and that of Group Management. The Chair of the Board is responsible for ensuring that the Board's proceedings and work are conducted in an effective and correct manner. The CEO is responsible for managing company operations. The CEO's tasks are clearly stated in the instructions drawn up for that position.
Notice of board meetings and meeting procedures The Board has an annual plan containing a set of predetermined topics for consideration at board meetings. The Board normally meets 6 to 8 times a year. Additional meetings are held when necessary. In 2024, a total of 17 board meetings were held.
All board members receive information about the company's operational and financial performance on a regular basis and in good time ahead of scheduled meetings.
Board members also receive monthly operational reports. The company's business plan, strategy and risks are reviewed and evaluated regularly by the Board.
The final agenda for the board meeting is determined by the Chair in consultation with the CEO. The CEO attends board meetings together with the board members. Other members of Group Management are invited to attend when this is deemed necessary.
In principle, the minutes of board meetings and the Board's discussions are confidential, unless the Board decides otherwise or there is no apparent reason to maintain confidentiality or secrecy.
The Board complies with the rules for legal competence and disqualification pursuant to Section 6–27 of the Norwegian Public Limited Liability Companies Act and the Board's own Rules of Procedure. There were no issues in 2024 which a board member was disqualified from discussing or voting on for reasons of legal competence.
See also item 4 above, Guidelines for Board Members and Senior Executives.
The Group has established an Audit Committee and a Remuneration Committee, both comprising members of the Board.
The company has a three-member Audit Committee established in accordance with the Rules of Procedure for the Audit Committee approved by the Board of Directors.
The members are all members of the Board of Directors and consist of Stine Rolstad Brenna (Chair, member since 2020), Morten Bergesen (member since 2010) and Anne Grethe Dalane (member since 2022). The committee has 2/3 female members. There are no underrepresented social groups in the committee.
All members of the Audit Committee are elected from the members of the Board of Directors and are independent of the Group Management. The competence of the members is covered under the section about the Board of Directors and the presentation of the Board of Directors in the annual report.
The Audit Committee is a preparatory committee to the Board of Directors. The Committee is also responsible for providing support to the Board in the reporting of annual accounts, audits, internal control, risk management, sustainability reporting and more. The rules of procedure for the Audit Committee were last revised by the Board of Directors in November 2024, to underline the obligation to supervise sustainability reporting and the sustainability-related audit, in line with the EU Directive (EU) 2922/2464. At least one member shall be independent of the company's Group Management and have qualifications in accounting or auditing. Board members who are also members of the Group Management cannot at the same time be members of the Audit Committee.
The Remuneration Committee is a preparatory committee to the Board of Directors comprising three board members including the Chair of the Board. The Committee shall prepare compensation-related matters for the Board and prepare the policy for the remuneration of executive management and the Remuneration Report to the General Meeting.
The company has a four-member Remuneration Committee established in accordance with the rules of procedure for the Remuneration Committee approved by the Board of Directors. The members are all members of the Board of Directors and consists of Trond Westlie (Chair, member since 2022), Lise Lindbäck (member since 2022), Didrik Vigsnæs (member since 2019) and Arild Nysæther (member since 2024). The committee has no female members. According to Norwegian law, it is prohibited to obtain certain information about job applicants, in particular linked to underrepresented social groups. Although it is the company's objective to have broad representation at all levels,
Arendals Fossekompani does not track or report information relating to underrepresented social groups.
All the members of the Remuneration Committee are elected from the members of the Board of Directors and are independent of Group Management. The competence of the members is covered under the section about the Board of Directors.
The Board carries out an assessment of its activities once a year, and this was also done in 2024. In the assessment, the Board considers the outcomes of its processes and tasks as described above, including their own performance in overseeing the management of the organisation's impacts on the economy, environment, and people. The starting point for this assessment is Arendals Fossekompani's business activities and the work of the Board, how the Board works and its interactions. With regards to this, the Board also evaluates its performance in relation to corporate governance. The next self-assessment will take place in 2025.
Onboarding and competence development To advance the collective knowledge, skills, and experience of the Board related to sustainability, the Board has an onboarding programme covering these topics as board members enter their roles.
Through regular presentations about topics related to sustainability in the board meetings as well as more in-depth strategic presentations about this topic in strategy meetings, the Board will further advance their collective knowledge on this topic.
The Group has no separate internal auditing department. Financial audits are carried out on a task-sharing basis, and in compliance with our guidelines and approval routines. The Board carries out an annual review of the company's most important risk areas and internal controls and receives a report from the auditor addressing such matters. The Board evaluates the company's core values and guidelines on ethics and social responsibility every year and verifies the extent of compliance with these guidelines.
Group and company financial reporting process The Board receives monthly financial reports, with accompanying comments on the financial performance of the Group, the company and all portfolio companies.
Extensive reports are prepared every fiscal quarter, with comments about the financial status of all levels in the Group.
The finance department analyses the income statement and balance sheet in connection with each monthly report. A detailed reconciliation of balance
sheet and income statement items are prepared each quarter, based on a predetermined plan.
The value of material and risk-exposed balance sheet items are assessed. Major and unusual transactions are reviewed. All control procedures are documented. The most significant portfolio companies (see Financial Note 1 – Segment reporting) have similar routines for financial reporting to the Group. FCCS Oracle, a cloudbased database solution delivered by Oracle, is used for financial consolidation. Our portfolio companies report all figures to this database online.
The finance departments at our portfolio companies are responsible for the quality of the data reported each month and quarter. The quality of the reported data is checked by our auditors in connection with the preparation of the annual financial statements. Portfolio company ENRX also uses FCCS Oracle for its consolidation. Other portfolio companies use spreadsheets for consolidation.
The Audit Committee (see above) carries out and documents a detailed review of the quarterly and annual reports prior to their consideration by the Board. The minutes and documentation from the Audit Committee meetings are available to the Board.
Arendals Fossekompani has guidelines for ethical business conduct (the Code of Conduct) which can be found on the company's website. All employees and the Board receive training in our Code of Conduct and the whistleblower policy, which explains the company's internal guidelines on how to deal with critical concerns if they occur. The Board is alerted about critical events. No critical concerns were reported to the Board in 2024.
Arendals Fossekompani holds a Directors' and Officers' Liability Insurance with world-wide coverage.
The Annual General Meeting determines the remuneration payable to board members. The 2024 Annual General Meeting resolved that, with effect from May 2024, the Chair of the Board will receive a fee of NOK 900 000 per year and NOK 400 000 will be paid to the other board members every year.
Remuneration paid to board members is not linked to financial performance or option schemes. None of the Board's shareholder-elected members work for the company in other capacities.
The Remuneration Policy with guidelines for remuneration of executive management and report on the annual remuneration of executive management is subject to approval and advisory vote by the Annual General Meeting in accordance with the Public Limited Companies Act section 6-16 A and B. The General Meeting approves any material changes to the Remuneration Policy and at least every fourth year, and shall provide an advisory vote on the annual Remuneration Report of the previous year on an annual basis. No consultants are involved in determining remuneration. The Remuneration Report was adopted in the Annual General Meeting in May 2024. The Remuneration Policy was last updated by the Annual General Meeting in 2024.
The Remuneration Policy and Remuneration Report are available on our website.
Shareholders are encouraged to state their opinions regarding remuneration of both the Board of Directors and Senior Executives at the Annual General Meeting.
The CEO's employment terms and conditions are determined by the Board of Directors. Each year the Board makes a thorough assessment of the salary and other remuneration paid to the CEO in line with the guidelines in the Remuneration Policy. The Board may also award an annual performance-related bonus to the CEO.
The Board's evaluation is based on market surveys for similar positions. The terms and conditions for other senior executives and employees at the parent company are set by the CEO in line with the guidelines in the Remuneration Policy. The CEO informs the Chair of the Board of the terms and conditions.
Terms and conditions for the senior executives of portfolio companies are set by the boards of the respective companies. The Board takes the position that the company must remain competitive with regards to the remuneration paid to senior executives, without being complicated or wage-leading. The remuneration is structured to provide strong alignment between the interests of executives and shareholders, including a focus on delivering on the company's key strategic objectives, and in support of the business strategy and long-term interests.
More information about the purpose and principles for remuneration of senior executives in Arendals Fossekompani can be found in the Remuneration Policy published on our website. A description of how the remuneration policy for members of the Board and senior executives relate to their objectives and performance in relation to the management of the organisation's impacts on the economy, environment, and people, can also be found in this report.
Senior executives at the parent company benefit from performance-related bonus schemes as described in the Remuneration Policy and Remuneration Report available at arendalsfossekompani.no. Portfolio companies offer performance-based remuneration to varying degrees, as stipulated in the employees' contracts.
Terms and conditions for remuneration of the Board of Directors are described in Financial Note 4 of the Annual Report.
Annual financial statements and annual report – periodic reporting.
The Group normally publishes its preliminary annual financial statements in February. The complete annual financial statements, along with the Annual Report, are published on our website in March or April. In addition, accounting figures are reported on a quarterly basis. The company's financial calendar is published on the company's website.
It is considered important to the Group to inform owners and investors about our performance and financial status. Emphasis is placed on providing the financial market with the same information at the same time. In conversations with shareholders and analysts, care is taken to avoid giving more information to some than to others. Arendals Fossekompani has developed an Investor Relations Policy that is available on our website. Arendals Fossekompani insider instructions are updated according to the European Market Abuse Regulation (MAR).
Arendals Fossekompani has implemented guidelines for equality and diversity for the composition of our Board of Directors, board committees and management. The guidelines states that diversity shall be an area of priority in nominating people to the governing bodies and management of the company. There is a particular focus on ensuring diversity with regards to gender equality and diverse expertise. The guidelines set out more detailed objectives for the purpose of achieving these overall objectives, with both annual target dates and long-term target dates.
The Board of Directors currently consists of three women and four men. The individuals on the Board of Directors have backgrounds from different industry sectors, which increases diversity. The Group Management currently consists of two women and four men. The individuals in Group Management have backgrounds from different industry sectors, which increases diversity.
The company has set the following objectives for diversity:
During 2024, Arendals Fossekompani recruited new colleagues and is happy to see a growth in the number of female employees, which is a good step in our continued journey towards better inclusion and greater diversity.
Based on our current shareholder structure, the conditions described for takeovers do not apply to the company. The rules of procedure for the Board of Directors of November 2024 do however include guidelines and principles for the event of a takeover bid and for transactions that in fact constitute a disposal of the business of Arendals Fossekompani.
The auditor is at the disposal of the Board of Directors and shall attend board meetings if needed. The auditor shall participate in Audit Committee meetings and attend any board meetings that deal specifically with the annual financial statements. The auditor will at that time inform the Board about any issues or concerns they might have regarding the annual financial statements and other matters, including any potential disagreements between the auditor and Group Management.
The Board holds annual meetings with the auditor to review reports submitted by the latter concerning the company's accounting policies, risk areas and internal control routines.
The Board has drawn up guidelines for the Group's business relations with the auditor. The fees paid to the auditor for statutory auditing and consulting services are presented separately in the annual financial statements. PwC is the selected auditor. In addition to an ordinary audit, the firm has also provided consulting services within areas such as accounting, taxation and reporting to the Norwegian Water Resources and Energy Directorate (NVE). The Board regularly assesses whether the auditor's control function is being carried out satisfactorily.
Trond Ødegård Westlie Chair

Education: Certified Public Accountant. MSc degree in accounting and auditing from the Norwegian School of Economics.
Managerial functions in other enterprises: CFO, Executive Vice President and Member of the Executive Board in Ørsted A/S
Board committee memberships in other enterprises: Shama AS
Competences: Management: General, Financial, Risk, Project. Environment: Decarbonisation, Energy, Circular economy. Social: People management, Diversity & inclusion, Health & safety, Human rights. Governance: Business conduct. Other: IT, Cyber security, Investor and capital market relationship
Board meetings attended in 2024:17

1965, Norway Independent Joined Board since 2020 Current election period expires 2025
Education: Master's degree in corporate finance, international business and strategy from BI Norwegian Business School.
Board committee memberships in other enterprises: Incari GmBH, Fount AS, Lyse AS, Lørenskog kommunale pensjonskasse, Rabbalshede Kraft AB, Theion GmBH.
Competences: Management: General, Financial, Risk Stakeholder, Project. Environment: Decarbonisation, Energy, Biodiversity, Circular economy. Social: Diversity & inclusion, Health & safety, Human rights, Community inclusion. Governance: Business conduct. Other: IT, Investor and capital market relationship, Innovation

Board meetings attended in 2024:17

Morten Bergesen Board Member
1974, Norway Independent Joined Board since 2004 Current election period expires 2025
Education: Master's degree in economics from BI Norwegian Business School
Board committee memberships in other enterprises: Aksjefonn AS, Bergehus Holding AS, Breifonn AS, IFM AG, Klynge, THF AS, UMC AG
Competences: Management: General, Financial, Risk, Stakeholder, Project. Environment: Energy. Social: People management Governance: Business conduct. Other: Investor and capital market relationship
Board meetings attended in 2024:17

Didrik Vigsnæs Board Member
1966, Norway Independent Joined Board since 2016 Current election period expires 2025
Education: Bachelor's degree in business administration from the University of Bradford School of Management.
Managerial functions in other enterprises: CEO Vicama AS, CEO Ulfoss Invest AS
Board committee memberships in other enterprises: Dima AS, Zone Security AS, Vicama Capital AS, Malling & Co Vekst AS, Oseberget Eiendom AS.
Competences: Management: General, Financial, Risk, Stakeholder, Project. Environment: Energy. Social: People management Governance: Business conduct. Other: Investor and capital market relationship
Board meetings attended in 2024:17

1970, Norwegian Independent Joined Board since 2022 Current election period expires 2025
Education: Master's degree in economics and business administration from the Norwegian Schoolof Economics
Managerial functions in other enterprises: Chief Investment Officer, Abler Nordic AS
Board committee memberships in other enterprises: Alpha Corporate Finance AS, SubK Impact Solutions Ltd, Light Microfinance Ltd.
Competences: Management: General, Financial, Risk. Social: Diversity & inclusion, Human rights, Community inclusion. Other: Investor and capital market relationship
Board meetings attended in 2024:17

1971, Norwegian Independent Joined Board in 2024 (prevously 2015-2021) Current election period expires 2025
Education: Master of Science/Economics from BI Norwegian Business School. Master of Business Administration from the Norwegian School of Economics
Managerial functions in other enterprises: CEO Must AS, CEO Fondsfinans AS.
Board committee memberships in other enterprises: Gyldendal ASA, ARK Bokhandel AS, Glamox ASA, NSSL Global Ltd, Audit committee: Gyldendal ASA Nomination comitte: Polaris Media ASA; Zaptec ASA.
Competences: Management: General, Financial, Risk, Stakeholder. Environment: Energy. Social: People management. Other: IT, Cyber security, Investor and capital market relationship, Innovation
Board meetings attended in 2024:12

Anne Grethe Dalane Board Member
1960, Norway Independent Joined Board since 2022 Current election period expires 2025
Education: Master's degree from the Norwegian School of Economics
Board committee memberships in other enterprises: BW LPG, TGS
Competences: Management: General, Financial, Risk, Project. Environment: Energy Social: People management, Diversity & inclusion, Health & safety. Governance: Business conduct. Other: IT, Cyber security, Investor and capital market relationship
Board meetings attended in 2024:17

| Basis for preparation | 64 |
|---|---|
| Governance | 65 |
| Strategy | 68 |
| IRO management | 70 |
| ESRS index | 77 |

Arendals Fossekompani's sustainability statement covers data and information aligned with the calendar year of 2024, from 1 January to 31 December. The statement follows the disclosure requirements outlined in the ESRS adopted by the EU Commission and incorporated into Norwegian law.
The sustainability statement has been prepared on a consolidated basis, according to the same principles applied in the financial statements. The statement includes Arendals Fossekompani and our portfolio companies ENRX, NSSLGlobal, Tekna, Alytic, AFK Vannkraft and AFK Eiendom. Given changes to our companies' ownership structure in 2024, only data during the period of Arendals Fossekompani's majority ownership of any company is consolidated into our sustainability totals for 2024, whereas the financial statements present any companies discontinued during 2024 separately. For further information on our portfolio companies, see Performance chapter. In accordance with ESRS E1, all entities consolidated in the financial statements are included in our greenhouse gas emissions inventory. These entities fall under the financial control approach. Entities such as joint ventures that do not fall under our financial control are considered a part of our value chain for these purposes and counted in Scope 3 Category 15. Arendals Fossekompani does not have operational control over the entities included in this category.
Throughout the Sustainability Statement, "Arendals Fossekompani ASA" refers to the parent company, including AFK Group Management and AFK Vannkraft. "Arendals Fossekompani Group" is used to refer to the entire portfolio collectively, including the parent company.
The sustainability statement covers Arendals Fossekompani's upstream and downstream value chain and our own operations. Impacts, risks and opportunities were identified and assessed for the entirety of our value chain, and our targets, policies, actions and metrics collect data on and extend to the value chain where relevant and possible.
Estimations and measurement uncertainty Sustainability data are collected through various internal systems in place in different parts of the Group, such as
human resources, learning and development, or enterprise resource planning systems. Where data from such sources were not available, especially for data relating to our value chain, estimations have been made using indirect sources.
While data available in different portfolio companies differs, this is applicable primarily for Scope 3 greenhouse gas (GHG) emissions, which have relied on emissions factors and estimation tools, and resource inflows, and specifically material types and quantities, which have relied on estimations and industry averages. The methodology notes in E1 Climate change, E5 Resource use and circular economy and S1 Own workforce detail any estimations.
2024 has been the first year of data collection on most Scope 3 GHG categories and resource inflows. Efforts are now underway to improve the quality of data yearon-year and data requirements will be incorporated into future supplier agreements where possible.
For the first time, this sustainability statement has been prepared in accordance with CSRD and the ESRS it has set out. This is a change on previous years, in which the Global Reporting Initiative was used as a framework for reporting. To the extent possible, the calculation of metrics was maintained consistent for year-on-year comparability. Methodological notes are used throughout the sustainability statement to indicate how values were calculated.
No material errors have been identified in previous years' data. For new disclosures introduced in 2024, it is not practicable to update the historical figures. This applies to most categories of Scope 3 GHG emissions and Resource inflows, such that it is not possible to compare Scope 3 GHG emissions in 2024 to previous years, and there is no data to compare Resource inflows this year to the past.
Several disclosure requirements were partly or fully incorporated by reference:
| Disclosure | Location in the Board of Directors Report |
|---|---|
| SBM-1: Arendals Fossekompani's employees, business model, value chain and activities |
About Arendals Fossekompani |
| GOV-1: Experience and expertise of the Board of Directors relating to our activities, products, sectors, geographies and sustainability matters |
Corporate Governance |
MANAGEMENT AND SUPERVISORY BODIES Arendals Fossekompani ASA's Board of Directors comprises of seven members, all of whom are elected by shareholders and as non-executive members are considered independent of Group management. There are 3 women (43%) and 4 men in the Board
(57%). Employee representatives are not included in the Board of Directors.
The Board of Directors' competences on sustainability matters is outlined under Corporate Governance. The responsibilities for sustainability governance, including the responsibility for impacts, risks and opportunities, are incorporated into our policies, mandates and terms of reference as follows:
• Assesses and monitors the external auditor, and keeps the Board informed on the sustainability audit
| Board of Directors |
• Approves Arendals Fossekompani's sustainability strategy, targets, materiality assessments, and sustainability reporting, as well as any revisions to the Environmental Policy • Annually re-evaluates the goals, strategies and risk profile that have been set in this regard, including progress against targets • Oversees compliance and sustainability work, and ensures that Arendals Fossekompani has adequate internal control and systems for risk management, including in relation to ethical business conduct and corporate social responsibility |
|||
|---|---|---|---|---|
| Audit Committee |
• Prepares the Board's oversight and quality assurance of the sustainability reporting process • Assesses and monitors the external auditor, and keeps the Board informed on the sustainability audit • Reviews risk management process and compliance |
|||
| Remuneration Committee |
• Reviews and proposes updates to the Remuneration Policy and Remuneration Report, including incentivisation tied to sustainability-related matters |
|||
| Nomination Committee |
• Assesses candidates for the Board, accounting for the need for expertise, diversity and independence | |||
| Executive Management |
CEO | • Leads and establishes guidelines for Arendals Fossekompani's compliance and sustainability work, including to map and manage the company's impact on sustainability matters • Updates the Board on sustainability issues |
||
| CSO | • Meets with Audit Committee when relevant throughout the year • Implements the Code of Conduct and monitors its operational effectiveness, including ensuring appropriate and ongoing communication and training for employees • Implements the Environmental Policy and monitors its operational effectiveness, |
• Assesses candidates for the Board, accounting for the need for expertise, diversity and independence
Further detail is outlined in the Code of Conduct and the Environmental Policy (described under Own workforce and Climate change chapters respectively), as well as the Instructions for the Board of Directors and its committees, and the Instructions for the CEO.
Within Arendals Fossekompani and across the portfolio, dedicated sustainability functions work on day-to-day implementation of the legal and regulatory requirements, data collection, and sustainability strategies. In 2024, an internal structure to meet the requirements of CSRD was established, comprising of the core sustainability team at Arendals Fossekompani, overseen by a steering committee including the CEO and CSO, and consulting and updating the Executive Management and other functions across the company regularly.
Arendals Fossekompani's Board of Directors is obligated to follow the legislation in force at any given time, as well as the company's Articles of Association, and the authority and instructions given to it by the General Meeting. It is essential for Arendals Fossekompani's overall strategy, management and the organisation of the business, including supervising the company's management team to ensure that the business is run in a responsible
manner. The Board's responsibilities include oversight of Arendals Fossekompani's compliance and sustainability work, including those relating to governance issues such as corruption and bribery, and the whistleblowing process.
The Board of Directors and its Audit Committee are informed by the Chief Sustainability Officer about key developments relating to sustainability matters multiple times a year. This includes the process and findings of the double materiality assessment, and specifically a review of each material impact, risk and opportunity identified. All material IROs were discussed by the Board of Directors and Audit Committee in 2024. The Board of Directors also discusses previously established priorities for the year related to the implementation of due diligence and the effectiveness of policies, actions, metrics and targets adopted to address material IROs.
Sustainability-related impacts, risks and opportunities are incorporated into Arendals Fossekompani's risk management process, which informs the Board's deliberations on strategy and major decisions by the company. In our annual wheel, the double materiality assessment takes place before the annual review of strategy, such that they can be considered in the company's direction.
Where relevant, sustainability-related matters must be assessed against financial conditions. As part of this, the instructions to the Board of Directors outline that it should consider establishing plans and goals to ensure that Arendals Fossekompani's business model and strategy are compatible with the transition to a sustainable economy, limiting global warming to 1.5 degrees in line with the Paris Agreement and climate neutrality by 2050.
The Remuneration Policy governs Arendals Fossekompani ASA's practices on remuneration to the Executive Management and is adopted by the General Assembly. This policy states that variable compensation shall constitute approximately 15-40% of total remuneration.
The Executive Management's variable remuneration is structured in the form of a bonus programme. The determination of the bonus is decided by an assessment of the achievement of pre-defined annual performance targets. These targets are linked to Arendals Fossekompani's financial results as well as non-financial targets linked to our strategy and goals and can be qualitative and quantitative. The performance-based variable compensation is intended as motivation to achieve better results for Arendals Fossekompani in our most essential areas of activity.
The non-financial targets are personal and individual and can be linked to Arendals Fossekompani's strategy and goals, growth in net asset value, specific sustainability targets and the successful accomplishment of targets for portfolio companies. Arendals Fossekompani's Chief Sustainability Officer's non-financial targets represents 50% of possible performance-based remuneration, which includes targets related to the company's sustainability performance. Non-financial targets related to sustainability do not currently include greenhouse gas emissions reduction targets, but rather focus on
Arendals Fossekompani's governance structures and performance in relation to with ESG annual and EU Taxonomy reporting requirements.
Incentive schemes are approved and updated by the Board of Directors on an annual basis.
Further information is available in Arendals Fossekompani's Remuneration Report for 2024.
Core elements of Arendals Fossekompani's due diligence process with regard to sustainability matters are reflected throughout the Sustainability Statement. Aspects of Arendals Fossekompani's due diligence embedded in our governance, strategy and business model is described under GOV-2, SBM-3 and G1-1. Our engagement with affected stakeholders in all key steps of the due diligence process can be found in SBM-2, IRO-1, S1-1 and S1-2. The identification and assessment of adverse impacts is detailed under IRO-1 and SBM-3, while action taken to address adverse impacts is located under E1-3, E5-2, S1-4 and G1-1. The effectiveness of these efforts and communication as necessary is disclosed in tracking performance against targets under E1-4, E5-3 and S1-5.
As a group with a wide portfolio of companies across multiple countries, there are inherent risks in collecting complete sustainability data, especially related to consistent application of reporting assumptions and the collection of data from upstream and downstream activities and business partners. To best prepare for CSRD and its requirements on our sustainability reporting, Arendals Fossekompani's 2023 report began to integrate elements of ESRS. We also contracted a gap analysis on our compliance with the new standards to prepare for the changes ahead.
Early and regular dialogue with the individuals responsible for reporting on behalf of the portfolio companies is fundamental to preparing the process for sustainability reporting. Measures such as continuity of the reporting systems used, trainings in those systems, built-in control checks, year-on-year learnings, and quality assurance by external system providers as well as dedicated members of the team have contributed to this year's risk management system on sustainability reporting.
Further measures are planned for 2025 to continue to improve the quality of our sustainability reporting controls, including a dedicated debrief with involved parties, strengthened reporting systems, increased timelines for reporting and updated guidelines.
The Board of Directors is ultimately responsible for the integrity of the contents of the sustainability report and considers risks associated to reporting and internal controls annually, as part of its review of the company's most important risk areas relative to the Group's net asset value or reputation (severity) and likelihood.
Arendals Fossekompani is the result of responsible choices through generations. We believe that a responsible approach to environmental, social and governance is crucial in generating long-term value for shareholders, employees and society. Sustainability is an integral part of our investment strategy, and we work closely with our portfolio companies to enhance our collective ESG performance.
Our approach to sustainability spans both phases of our activity as a company:
The investment phase: Sustainable and transition financing is essential to reach the objectives of the Paris Agreement, as well as supporting agreements like the EU Green Deal. When Arendals Fossekompani screens and sources new companies for M&A, ESG is an essential consideration. Our primary investment universe focuses on B2B companies in sustainable energy and technology sectors, and new investments must contribute, or have a path to contribute, to at least one of the six environmental goals outlined in the EU Taxonomy.
The ownership phase: ESG is part of the business value creation process, and at times a key value creation lever for our portfolio companies. We believe in active, long-term, and responsible ownership. We engage with our portfolio companies, including on issues relating to sustainability.
As an investor and as an owner, we seek to minimise and mitigate any adverse impacts we may have on ESG matters, both in our own operations and across our value chain where possible. We also seek to promote sustainability by contributing to the green transition, to fair and diverse companies and societies, and to responsible and ethical business conduct.
We are committed to ensuring the company's resilience for generations to come, requiring that we closely monitor our risks and opportunities related to sustainability, and take action where necessary. The development
of a decarbonisation plan and a roadmap for reduced consumption of virgin resources are essential responses in the coming years to our primary strategic sustainability-related challenges: tackling emissions- and energy-intensive supply chains and moving towards a more circular economy.
As an investment company, our upstream value chain focuses on identifying and investing in companies at various stages of maturity. These companies depend on a wide variety of business actors supplying and processing raw materials, manufacturing electronics, data hosting, construction and transportation. At the core of our operations we invest and optimise our portfolio, enabling our companies to advance technologies such as software development, plasma and induction technologies, hydropower generation and property management. Downstream, we create both financial returns and societal impact. Our portfolio companies serve a broad range of customers in sectors such as energy, infrastructure, defence, aerospace and automotive, and collaborate with partners in transportation, recycling and waste management.
Major changes to the portfolio in 2024 include reducing our ownership in Volue from 60% to 40%, divesting from Vergia and ceasing investment in Commeo.
Arendals Fossekompani reviews and updates its strategies on sustainability and prioritises efforts therein based on annual double materiality assessments. These assessments include:
Our sustainability strategy, materiality analyses, stakeholder analyses and sustainability reporting are approved by Arendals Fossekompani's Board of Directors. The operational implementation of these processes is delegated to our Chief Sustainability Officer.
Further information on our business model and our portfolio companies' markets and sectors can be found in the SBM-1 tagged section of About Arendals Fossekompani. Arendals Fossekompani's headcount of employees by geographical area is found under S1-6 in S1: Own workforce.
Our four strategic material sustainability topics are:
Sub-topics: Working conditions, Equal treatment and opportunities for all
With over 1,700 employees globally, Arendals Fossekompani as a group is reliant on our people as our most valuable asset. This dependency on employees' wellbeing and safety presents a financial risk that requires continuous monitoring. We also see an opportunity to continue nurturing diversity and equality throughout the Group's global workforce.
Sub-topic: Resource inflow including resource use
We rely on the extraction of raw materials upstream, particularly for the productionheavy companies in the Group.
New data collected in 2024 is forming the foundation of a new area of work. We aim to establish a baseline for a future target on sustainable resource sourcing by the end of 2025, and a meaningful target in 2026.
Sub-topics: Climate change adaptation, Climate change mitigation and Energy
Arendals Fossekompani Group contributes to climate change through our greenhouse gas emissions. We also work to combat it, both through our renewable power production and services. If we do not adapt, we are vulnerable to a changing climate.
While absolute emissions targets are essential for businesses to meet the Paris Agreement, our Group's structure is best represented by collective targets relating to emissions intensity. If Arendals Fossekompani ASA's emissions reduction target is applied to the Group in terms of emissions intensity, it would be 42% reduction in Scope 1 and 2 emissions intensity by 2030 from a 2021 baseline. We have begun to monitor the Group's progress in these terms this year as outlined in E1: Climate change.
With own operations in 21 countries and sourcing from many more, the Arendals Fossekompani Group is exposed to corruption risks in business conduct and general risks of breaches to our corporate conduct that require ongoing focus. We are also a potential target for cyber-attacks, which demand sophisticated prevention and strong internal controls.
The targets listed have been approved by the Arendals Fossekompani Board of Directors and align with UN SDGs 5, 7, 8, 9, 12 and 13, the Paris Agreement, the OECD's Business Guidelines on Responsible Business Conduct, and the UN Global Compact's Ten Principles.
In accordance with CSRD, we report on sustainability in a consolidated manner, including all portfolio companies comprised in our consolidated financial statements. However, when it comes to ESG strategy and implementation, we are more targeted. Each company faces different impacts, risks and opportunities, and is charged with managing its own ESG approach, beyond overarching targets and KPIs set at the Group level.
We have conducted a double materiality assessment (DMA) as outlined in the ESRS and implementation guidance from EFRAG. In the DMA, we have thoroughly analysed our effects on the environment and society, alongside evaluating the financial risks related to sustainability, and the opportunities we actively pursue.
Based on the double materiality assessment (DMA) of 2024, Arendals Fossekompani has identified the following material impacts, risks and opportunities (IROs) relating to sustainability matters. Together, these IROs inform our sustainability approach and priorities, including our targets, actions, and policies and the data collected from across our portfolio.
Our sustainability reporting follows our financial statements' consolidation such that Volue's end-of-year data is not included. As a result, Arendals Fossekompani Group reports over 1,700 employees in 21 countries rather than over 2,500 employees in 25 countries. Any cumulative data includes figures from Volue during the period Arendals Fossekompani was a majority owner.
| E1 Climate change |
Risk | Vulnerability to climate change disruptions |
Parts of our physical operating environments and supply chains could be affected by climate change. This is primarily a physical risk. (UVC + OO) |
|---|---|---|---|
| Negative impact |
Emission of greenhouse gases (GHG) |
Contribution to climate change through the Group's collective emission of GHGs from production facilities, offices and transportation (Scope 1 and 2), and more significantly, the emissions resulting from the use of some companies' sold products and other emissions in the value chain (Scope 3). (UVC + OO + DVC) |
|
| Risk | Increased costs related to mandates and regulation |
Increasing sustainability regulations related to our portfolio's products and services could lead to increased costs to comply with new regulation. Meeting new regulatory requirements might require significant investments in technology, processes, personnel, data collection and reporting. (OO) |
|
| Risk | Unsuccessful investments in new technologies |
We are active in sectors that rely on staying at the forefront of technological advancements related to a Net Zero transition, making us susceptible to the challenges posed by rapid development. Arendals Fossekompani faces a risk of unsuccessful investments in new technologies. (OO) |
|
| Positive impact |
Optimisation and production of renewable energy |
We have a positive impact on clean energy supply through optimisation of customers' energy production and the production of renewable energy. (OO + DVC) |
|
| Opportunity Demand | for solutions related to renewable energy |
With an increasing share of renewable energy in the energy system, the demand for software services like market demand and production forecasting, trading software and grid monitoring will be increasingly important, and can provide opportunities for growth. (OO) |
|
| Negative impact |
Consumption of energy |
We consume energy at our production sites, in our offices, through transportation and across our value chain. (UVC + OO) |
|
| E5 Circular economy and resource use |
Negative impact |
Extraction of raw materials |
The production and construction activities in our portfolio consume raw materials. In so doing, our value chains contribute to extractive, rather than circular, economies. (UVC + OO) |
| S1 Own | Risk | Dependency on | Our own workforce is our greatest asset; if they are unhappy or unwell, |
|---|---|---|---|
| workforce | workforce wellbeing | we risk losing them or their ability to create value for the Group. (OO) | |
| Opportunity Gains from a diverse workforce |
Our workforce stands to gain from further enhancing its diversity and inclusivity. We see an opportunity at all levels of the Group to benefit from varied perspectives and ensure employees are treated equally. (OO) |
| G1 Business conduct |
Risk | Dependency on corporate culture |
Any breaches or incidents relating to our corporate culture would cause reputational damage to the Group. This could be related to transparency requirements, mismanagement, general business ethics. Such breaches could lead to employee, customer, and investor dissatisfaction. (OO) |
|---|---|---|---|
| Risk | Incidence of corruption |
Although the likelihood of corruption is considered low given our strict application of the CoC and corporate ethics, the reputational impact would be high given the way it would reflect on our integrity. If an incident occurred in relation to sensitive or governmental contracts, this would be highly damaging. (OO) |
|
| Entity specific |
Risk | Exposure to critical cyber-attacks |
Critical cyber-attacks are a risk across some of our operations, given our infrastructure in producing energy and handling sensitive materials, as well as through our online operations including software generation and client-facing services. (OO) |
Changes in material topics from previous years are the removal of biodiversity and inclusion of resource inflows (circularity) as material topics. Other material topics from 2023 have been renamed in accordance with CSRD naming conventions.
The methodology used observed the principles and steps outlined in the ESRS, is adapted to Arendals Fossekompani as follows:
Given Arendals Fossekompani's business activities and M&A activity in 2024 in relation to previous years, it was assumed that the material topics and impacts, risks and opportunities (IROs) identified in previous years would still be applicable. This informed the process taken in 2024, which started with a review of historical materials to develop our updated value chain and associated IROs. The stakeholder engagement undertaken in 2024 was therefore conducted at the end of the process and used as a validation of the DMA's findings.
With the new requirement to comply with the demands of ESRS, several methodological changes were implemented in 2024 building on the preliminary efforts to become CSRD ready in 2023:
As a diversified Group with a wide-ranging portfolio of companies, it was important that IROs were identified at the portfolio company level, but scored and assessed in relation to the Group. All IROs were positioned as Group IROs, and where a similar IRO occurred multiple times across the portfolio, it was aggregated.
Companies in our portfolio were weighted differently in these aggregations, depending on the company's footprint on people, the environment and its financial bearing on Arendals Fossekompani Group. For an impact, the size of its workforce, whether the company manufactures physical goods, and the magnitude of its operations and the industries it contributes to were considered. For a financial risk or opportunity, a company's revenue and effect on the Group's net asset value were used to prioritise companies with a large potential upside or financial burden on the Group.
More information is available within our own operations than in our upstream and downstream value chains. In the absence of information, assumptions were made, informed by sector- or geography-specific expectations or estimates. These have been outlined in the topic-specific chapters below.
Once a long list was developed, every impact, risk and opportunity (IRO) was scored against a pre-determined scoring rubric. The following methodologies and assumptions were applied:
Out of a total possible score of 25, a threshold of 12 was applied to IROs, distinguishing between IROs that are immaterial (scoring between 0-11.99) and those that are material (scoring between 12-25). Materiality therefore represents the convergence of high or very high severity and likelihood. For IROs that were just below the materiality threshold, a qualitative review was undertaken to ensure the assessment was correct.
The process to identify IROs gathered inputs from several channels.
Historical materials were gathered, including earlier materiality assessments conducted by Arendals Fossekompani, our portfolio companies and peers, formal and informal stakeholder engagements conducted in the past, sector-specific information and previous years' details in annual reports, Transparency Act Reports, strategy documents, and organisational charts from across the portfolio.
These materials were reviewed in light of any changes or updates to significant suppliers and customers, geographies, or any part of Arendals Fossekompani's value chain.
Workshops with each portfolio company were held, with the company's ownership team (comprised of member(s) of the company's Board of Directors and business analysts at Arendals Fossekompani ASA) and/or the company's ESG representatives. Members of the Arendals Fossekompani ASA finance team were involved or consulted for each.
Inputs on impacts included findings from supplier risk assessment surveys as well as due diligence exercises relating to health and safety in the workplace. On risks and opportunities, inputs included a dedicated climate risk assessment conducted in 2024 to update findings from 2021. This is described in greater detail under chapter E1.
These inputs were then compiled and mapped to the relevant ESRS sub-topics. To arrive at a long list of IROs for Arendals Fossekompani Group, IROs that arose from across the portfolio were summarised and described in relation to the Group.
Every IRO was scored against the pre-defined rubrics. Scoring was conducted by several members of Arendals Fossekompani's Sustainability team independently, before comparing scores and coming to an agreement, to minimise biases and errors. Scores were reviewed with senior leadership or relevant experts in the team, and certain scores were revisited over the course of the DMA to ensure that the IROs were assessed consistently with one another.
Reviews at key points throughout the year are important to ensure our IROs remain accurate and relevant. Material IROs are monitored through data collection, and where relevant the development of targets, KPIs and actions.
E1: To identify our climate impacts, we track our GHG emissions by monitoring direct emissions and energy consumption across our sites, as well as emissions from our upstream and downstream value chain through supplier data, activity data, and financial data. Potential impacts are considered in light of prospective changes to the portfolio. To identify our climate-related risks and opportunities, a climate risk assessment was conducted in 2024.
In this assessment, we utilised two distinct scenarios: a high-emission scenario, 'Fossil-fuelled Development (SSP5-8.5),' from the Intergovernmental Panel on Climate Change (IPCC), and a low-emission/transition scenario, 'Net Zero 2050' from the Network for Greening the Financial System (NGFS). The high-emission scenario anticipates increased physical risks due to climate change, such as the likelihood of extreme weather events. Conversely, the Net Zero 2050 scenario assumes the 1.5°C target is met and considers key assumptions like the swift introduction of ambitious climate policies such as carbon and energy pricing and rapid technology development, and is associated with heightened transitional risks, including escalating costs associated with GHG emissions reduction. The two scenarios chosen to assess climate risks and opportunities represent the extremes of global warming.
Climate risks were assessed for sub-groups of our portfolio based on business activity types, distinguishing between our hydropower operations, companies working on electrification and materials (Tekna and ENRX), companies working on digitalisation and big data analytics (NSSLGlobal and Alytic), and property. This
approach was taken as risks and opportunities identified often affect all businesses in a similar sector or business model.
For physical risks, this was supported by an assessment of climate hazards at the asset level, and our exposure to physical risks was assessed in accordance with the European Green Taxonomy requirements. The time horizons selected were 2030 (2021-2040), 2040 (2031- 2050), 2050 (2041-2070) and 2085 (2071-2099), which are all considered long-term risks according to the time horizons applied in our DMA, as climate risks and opportunities were also categorised into short-, medium- or long-term horizons as defined in our DMA. This aligns with our strategic planning horizons and capital allocation plans. Our assets' lifetime all fall into the long-term horizon.
The list of climate hazards used complies with the requirements of the list in the appendix A of Annex I of the European Green Taxonomy. Before assessing climate risks, each climate hazard was defined and classified according to its type of impact on each eligible economic activity. A climate event is also defined to describe the exposure to each climatic hazard. For each applicable hazard, climate indicators are selected to measure exposure to the climate hazard for the defined event. An absolute level of exposure is determined by comparison to physical thresholds. The following climate hazards were excluded from the analysis as they were not considered material for the economic activities and locations of our assets: Temperature-related (permafrost thawing), wind-related (tornado), water-related (ocean acidification, saline intrusion), solid mass-related (coastal erosion, soil degradation, soil erosion, soil fluctuation, avalanche).
Transitional risks, which arise from the shift towards a lower-carbon economy, are particularly pertinent to the Net Zero scenario. Transitional risks considered include risks associated with changes in climate policies, regulations, and legal standards (policy and legal risks), risks related to the pace and direction of technological innovation and adoption (technology risks), risks that emerge from changing market dynamics, such as shifts in consumer preferences or supply chain adjustments (market risks), and risks linked to the company's standing among stakeholders, particularly if it fails to align with the evolving expectations around sustainability (reputational risks). The equivalent assessment was also conducted for opportunities. While locked-in GHG emissions have not been assessed, thus far no assets or business activities have been assessed as incompatible with the transition to a climate-neutral economy.
Note 26 of the financial statements draws from the same climate assumptions and scenarios in considering climate-related risks.
E5: Given the absence of data across much of our value chain, Arendals Fossekompani did not screen the portfolio's assets and activities in order to identify actual IROs. Instead, the double materiality assessment's approach to circularity has been founded on assumptions. These were based on publicly available resources on resource flows by sector or by technology, as well as strategic and operational questionnaires for businesses on circular business models (sources included the European Commission, Circulytics, and the Ellen Macarthur Foundation). The double materiality assessment's findings were informed by discussions with the portfolio companies' leadership, sustainability leads, and/or procurement representatives. No consultations were conducted with affected communities related to resource use and circular economy.
Impacts related to human rights were assessed carefully to prevent any oversight of severe human rights violations on the basis that it has a low likelihood of occurrence. To achieve this, human rights-related impacts' severity took precedence over their likelihood in assessing their materiality.
G1: In identifying impacts, risks and opportunities relating to business conduct matters, particularly relevant criteria considered included the country of operation and their associated risks such as the Transparency International Corruption Perceptions Index. We also examined the industries served by the Group, where governmental contracts were perceived to be highly sensitive. Additionally, we leveraged resources from bodies like the European Commission to assess supply chain governance risks such as rule of law and corruption control, focusing particularly on countries of origin for our raw materials.
Our DMA is executed by Arendals Fossekompani's Sustainability team, led by our Chief Sustainability Officer, and consults and is validated by our Management. The Board of Directors' Audit Committee, followed by the Board of Directors, approves the DMA's methodology and findings.
To ensure the completeness and relevance of the assessment and its findings, we are in continuous dialogue with our auditors, peers, and attend courses and educational sessions to remain informed on the regulatory requirements.
DMA workshops within the company started with an overview of the requirements of CSRD in terms of the scope and topics covered, to ensure inputs into the assessment were as thorough and informed as possible. The Audit Committee validates the accuracy and reliability of the findings through its oversight of the methodology and process applied.
In 2024, the DMA and the general risk assessment were conducted separately, although both referred to the other process's inputs and findings. Moving forward, we intend to consolidate efforts by fully merging the process to identify and assess Arendals Fossekompani's IROs including non-sustainability risks and opportunities.
Already in 2024, the DMA's findings, particularly relating to risks, are managed in accordance with the Group's broader risk management process. Sustainabilityrelated risks are considered equal to other risks and contribute to the annual update to Arendals Fossekompani's risk profile. The same scoring rubric is used for all risks, so the rubric used to score non-sustainability risks and opportunities was updated as well in 2024.
The DMA will be revised on an annual basis moving forward.
In our strategy and business model, we continuously consider the interests and views of stakeholders in relation to sustainability matters. Engaging with stakeholders provides us with a representative overview of their sustainability expectations and concerns and gives a solid basis for assessing our material impacts, risks and opportunities. The external stakeholder groups for Arendals Fossekompani include investors, customers, suppliers, regulators, NGOs and the local community. The internal stakeholders involved include employees, Board of Directors and representatives from our portfolio companies.
The method of engagement with stakeholders varies from year to year and between different stakeholders. The DMA conducted in 2024 updated and expanded materiality assessments in previous years. Insights from prior dialogue and findings were incorporated into this year's stakeholder engagement process. Additionally, our Sustainability team conducted semi-structured interviews with a selection of external stakeholders, specifically asking them to give input on our IROs and more general our sustainability efforts. The interviews held in 2024 were conducted at the end of the process and used as a validation of the DMA's findings. Also, throughout the year we regularly engage with stakeholders through e-mails and meetings, seminars and informal conversations, and receive valuable feedback from investors, regulators, and NGOs on a corporate level. Internal stakeholders were involved in various workshops and meetings throughout the DMA project process.
Our employees' interests, perspectives, and rights are central to informing our strategy and business model, especially as the importance of attracting and building teams and talent is anchored in our strategy as an owner. The skills and expertise of our workforce drive our strategy, decision-making processes, and overall productivity and value creation. Arendals Fossekompani continuously assesses relevant data and insights such as employee or whistleblower cases and formal and informal employee engagement to understand the views and interests of our workforce, and to identify potential or actual adverse impacts on human and labour rights. In most parts of the Group, annual professional development conversations with employees ensure that every individual has access to the conditions they need to perform their work and grow in the company.
The Arendals Fossekompani ASA Sustainability team, alongside the members of the portfolio company workshops identifying IROs for each company, screened the business activities and sites of every part of the portfolio to identify potentially impactful activities or sites in relation to these topics. Affected communities were not consulted in this process in 2024, so diagrams from relevant external sources were used as prompts for consideration in workshops.
Relating to biodiversity, findings from the 2023 materiality assessment and ensuing data collection across the Arendals Fossekompani Group were reviewed as core inputs into the double materiality assessment in 2024. Of the Group's 70 operational sites in 2023, three were considered adjacent to protected areas or areas of high biodiversity value. The potential impacts, risks (arising from dependencies) or opportunities assessed in relation to our sites were eventually deemed immaterial in this year's assessment. Data on sites in the value chain beyond our own operations was not available, so the resources listed above were relied upon to estimate and assess potential upstream or downstream impacts on, or risks or opportunities relating to, biodiversity. As any possible dependency on biodiversity and ecosystems is considered to present a financial risk to the company, the same assessment criteria for risks apply to dependencies. No material impacts were identified. In principle, transition, physical and systemic risks and opportunities were in scope of the assessment, though none were identified as material either.
Climate-amplifying effects lead to faster degradation of climate and nature than expected. Extreme weather events, including floods, wildfires, and heatwaves, will claim millions of lives worldwide. However, Norway is still better off than many other countries, as the oil and gas production continues. There is a low degree of energy efficiency and little focus on the development of renewable energy. Fear of collapse, increasing demands for action, influence from science, and new economic thinking triggered radical change from the mid-2020s. International cooperation is strong to reach the 1.5°C target: rapid and ambitious transition, immediate introduction of climate regulations, legislation, and innovation. Norway must achieve net zero by 2043 and thereafter be net negative, which has significant implications for the energy system and nature restoration.
| Scenario provider | IPCC AR6 | NGFS | ||||
|---|---|---|---|---|---|---|
| GDP growth | High | High | ||||
| Technology development and change |
Rapid, directed toward fossil fuels |
Rapid, directed toward renewable |
||||
| International cooperation |
Effective for development, limited for environment |
Strong towards rapid change |
||||
| Environmental (and energy policy) |
Focus on local environment, little concern with global problems |
Improved management of local and global issues; tighter regulation of pollutants |
||||
| 2030 | 2050 | 2100 | 2030 | 2050 | 2100 | |
| Global warming (°C) | 1.7 | 2.4 | 4.4 | 1.4 | 1.6 | 1.4 |
| Change in mm of annual precipitation (%, median value) |
+9 | +12 | +4 | +4 | ||
| Energy price (øre/kWh) | 67 | 57 | 42 | 45 | ||
| CO2 -price (NOK/tonne) |
800 | 1,752 | 2,997 | 8,658 | ||
| Stakeholder group | How key stakeholders inform our strategy and business model Arena for dialogue |
Purpose of engagement | Examples of outcome of engagement |
|---|---|---|---|
| INTERNAL STAKEHOLDERS | |||
| Arendals Fossekompani's Board of Directors |
• Board meetings | • Align sustainability efforts with strategy and business model • Inform the Board about views and interests of affected stakeholders with regards to sustainability related IROs |
• Setting ambition level for sustainability efforts • Approval of the DMA, targets and actions |
| Employees | • Employee development talks • Employee satisfaction surveys, workplace assessments, and town halls • Employment relations and occupational health and safety representatives |
• Explore how employees view their roles, experiences, obstacles, and ideas for enhancement • Promote awareness of internal policies and updates • Foster a sustainable workplace and work environment, including physi cal and mental health and safety • Enhance employee retention and recruitment |
• Action plans for improvement • Implementation of new processes • Addressing concerns raised about potential breach of Code of Conduct • Feedback on the selection of sustainability topics |
| Representatives from portfolio companies |
• Board meetings • Workshops • Quarterly sustainability meetings across the group |
• Align on sustainability efforts, KPIs and expectations |
• Feedback on the selection of sustainability topics |
| EXTERNAL STAKEHOLDERS | |||
| Investors | • Meetings • Quarterly updates • Company presentations and annual general meetings |
• Identify investor concerns and respond to inquiries • Present portfolio developments • Establish trust and demonstrate our long-term value creation • Engage in discussions about performance, risk management, and strategic direction |
• Improved alignment of strategy with shareholders Views and feedback on our sustainability efforts and sustainability topics |
| Suppliers | • Regular meetings and e-mails • Data collection requests • Seminars, webinars and conferences • Risk assessments |
• Collaborate on improved sustainability outcomes • Inform IROs and possible actions |
• Inputs on sustainability efforts to supply chain • Supporting access to quality sustainability data |
| Customers | • Regular meetings and e-mails • Seminars, webinars and conferences • Risk assessments • Customer surveys |
• Map customers' greatest challenges and opportunities associated with sustainability • Inform about sustain ability expectations |
• Inputs on sustainability efforts to products and services • Supporting the sustainable transformation of customers • Views on the selection of sustainability topics |
| Regulators and policy makers |
• Reporting requirements • Audits |
• Ensure compliance with legislation • Operate in line with expectations from greater society |
• Inputs to sustainability strategy |
| NGOs | • Regular meetings and e-mails • Seminars, webinars and conferences |
• Operate in line with expectations from greater society • Provide inputs on legislation and peers |
|
| The local community |
• Through portfolio companies • Information meetings |
• Exercise local commitment and local presence • Operate in line with expectations from greater society |
• Views on our work as an investor, our IROs and the selection of sustainability topics |
In 2024, no adjustments were made to our material IROs based on the external interviews, as the information provided validated our existing findings. Several adjustments were made based on internal discussions and workshops. We removed and added sub-topics and also re-scored some IROs based on new information.
| ESRS INDEX | ||
|---|---|---|
| Code | Disclosure Requirement | Page in the Annual Report |
| BP-1 | General basis for preparation of sustainability statements | 64 |
| BP-2 | Disclosures in relation to specific circumstances | 64 |
| GOV-1 | The role of the administrative, management and supervisory bodies | 65 |
| GOV-2 | Information provided to and sustainability matters addressed by the undertaking's administrative, management and supervisory bodies |
65 |
| GOV-3 | Integration of sustainability-related performance in incentive schemes | 66 |
| GOV-4 | Statement on due diligence | 66 |
| GOV-5 | Risk management and internal controls over sustainability reporting | 66 |
| SBM-1 | Strategy, business model and value chain | 20, 67 |
| SBM-2 | Interests and views of stakeholders | 75 |
| SBM-3 | Material impacts, risks and opportunities and their interaction with strategy and business model |
69, 82, 92, 118, 128, 130 |
| IRO-1 | Description of the process to identify and assess material impacts, risks and opportunities | 71 |
| IRO-2 | Disclosure requirements in ESRS covered by the undertaking's sustainability statement | 77 |
| E1.GOV-3 | Integration of sustainability-related performance in incentive schemes | 66 |
| E1-1 | Transition plan for climate change mitigation | 86 |
| E1.SBM-3 | Material impacts, risks and opportunities and their interaction with strategy and business model | 82 |
| E1.IRO-1 | Description of the processes to identify and assess material climate-related impacts, risks and opportunities |
72 |
| E1-2 | Policies related to climate change mitigation and adaptation | 83 |
| E1-3 | Actions and resources in relation to climate change policies | 86 |
| E1-4 | Targets related to climate change mitigation and adaptation | 84 |
| E1-5 | Energy consumption and mix | 87 |
| E1-6 | Gross Scopes 1, 2, 3 and Total GHG emissions | 88 |
| E5.IRO-1 | Description of the processes to identify and assess material resource use and circular economy-related impacts, risks and opportunities |
73 |
| E5-1 | Policies related to resource use and circular economy | 92 |
| E5-2 | Actions and resources related to resource use and circular economy | 92 |
| E5-3 | Targets related to resource use and circular economy | 92 |
| E5-4 | Resource inflows | 93 |
| S1.SBM-2 | Interests and views of stakeholders | 75 |
| S1.SBM-3 | Material impacts, risks and opportunities and their interaction with strategy and business model | 118 |
| S1-1 | Policies related to own workforce | 118 |
| S1-3 S1-4 |
Channels for own workforce to raise concerns Taking action on material impacts on own workforce, and approaches to managing material risks and pursuing material opportunities related |
120 120 |
| to own workforce, and effectiveness of those actions | ||
| S1-5 | Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities |
121 |
| S1-6 | Characteristics of the undertaking's employees | 122 |
| S1-7 | Characteristics of non-employees in the undertaking's own workforce | 123 |
| S1-8 | Collective bargaining coverage and social dialogue | 123 |
| S1-9 | Diversity metrics | 124 |
| S1-10 | Adequate wages | 124 |
| S1-11 | Social protection | 124 |
| S1-12 | Persons with disabilities | 124 |
| S1-13 | Training and skills development metrics | 124 |
| S1-14 | Health and safety metrics | 124 |
| S1-15 | Work-life balance metrics | 125 |
| S1-16 | Remuneration metrics (pay gap and total remuneration) | 125 |
| G1.GOV-1 | The role of the administrative, supervisory and management bodies | 65 |
| G1.IRO-1 | Description of the processes to identify and assess material impacts, risks and opportunities | 75 |
| G1-1 | Business conduct policies and corporate culture | 128 |
| G1-3 | Prevention and detection of corruption and bribery | 129, 130 |
| G1-4 | Incidents of corruption or bribery | 130 |
| Disclose | Data | SFDR | Pillar 3 | Benchmark | EU Cli | Annual | |
|---|---|---|---|---|---|---|---|
| requirement | point | refer ence |
refer ence |
regulation referance |
mate Law reference |
report reference |
|
| ESRS 2 GOV-1 | 21 (d) | Board's gender diversity | Corporate Governance: Board of Directors |
||||
| ESRS 2 GOV-1 | 21 (e) | Percentage of Board Members who are independent |
Corporate Governance: Board of Directors |
||||
| ESRS 2 GOV-4 | 30 | Statement on due diligence paragraph |
General information: Governance |
||||
| ESRS 2 SBM-1 | 40 (d) i Involvement in activities related to fossil fuel activities |
Not material | |||||
| ESRS 2 SBM-1 | 40 (d) ii Involvement in activities related to chemical production |
Not material | |||||
| ESRS 2 SBM-1 | 40 (d) iii Involvement in activities related to controversial weapons |
Not material | |||||
| ESRS 2 SBM-1 | 40 (d) iv Involvement in activities related to cultivation and production of tobacco |
Not material | |||||
| ESRS E1-1 | 14 | Transition plan to reach climate neutrality by 2050 |
E1 Climate Change: Transition planning |
||||
| ESRS E1-1 | 16 (g) | Undertakings excluded from Paris-aligned Benchmarks |
Not relevant | ||||
| ESRS E1-4 | 34 | GHG emission reduction targets | E1 Climate Change: Targets |
||||
| ESRS E1-5 | 38 | Energy consumption from fossil sources disaggregated by sources (only high climate impact sectors) |
E1 Climate Change: Energy consumption and mix |
||||
| ESRS E1-5 | 37 | Energy consumption and mix | E1 Climate Change: Energy consumption and mix |
||||
| ESRS E1-5 | 40-43 Energy intensity associated with activities in high climate impact sectors paragraphs |
E1 Climate Change: Energy consumption and mix |
|||||
| ESRS E1-6 | 44 | Gross Scope 1, 2, 3 and Total GHG emissions |
E1 Climate Change: Gross Scopes 1, 2, 3 and Total GHG Emissions |
||||
| ESRS E1-6 | 53-55 | Gross GHG emissions intensity | E1 Climate Change: Gross Scopes 1, 2, 3 and Total GHG Emissions |
||||
| ESRS E1-7 | 56 | GHG removals and carbon credits | Not material | ||||
| ESRS E1-9 | 66 | Exposure of the benchmark portfolio to climate-related physical risks |
Subject to phase-in | ||||
| ESRS E1-9 | 66 (a), 66 (c) |
Disaggregation of monetary amounts by acute and chronic physical risk, Location of significant assets at material physical risk |
Subject to phase-in | ||||
| ESRS E1-9 | 67 (c) | Breakdown of the carrying value of its real estate assets by energy-efficiency classes |
Subject to phase-in | ||||
| ESRS E1-9 | 69 | Degree of exposure of the portfolio to climate- related opportunities |
Subject to phase-in | ||||
| ESRS E2-4 | 28 | Amount of each pollutant listed in Annex II of the E- PRTR Regulation (European Pollutant Release and Transfer Register) emitted to air, water and soil |
Not material | ||||
| ESRS E3-1 | 9 | Water and marine resources | Not material | ||||
| ESRS E3-1 | 13 | Dedicated policy | Not material | ||||
| ESRS E3-1 | 14 | Sustainable oceans and seas | Not material | ||||
| ESRS E3-4 | 28 (c) | Total water recycled and reused | Not material | ||||
| ESRS E3-4 | 29 | Total water consumption in m3 per net revenue on own operations |
Not material | ||||
| ESRS 2 SBM3 - E4 16 (a) | Disclosure of activities negatively affecting biodiversity sensitive areas |
Not material | |||||
| ESRS 2 SBM3 - E4 16 (b) | Material negative impacts with regards to land degradation, desertification or soil sealing have been identified |
Not material | |||||
| ESRS 2 SBM3 - E4 16 (c) | Own operations affect threatened species |
Not material |
| ESRS E4-2 | 24 (c) | Sustainable oceans / seas practices or policies |
Not material | |
|---|---|---|---|---|
| ESRS E4-2 | 24 (d) Policies to address deforestation | Not material | ||
| ESRS E5-5 | 37 (d) | Non-recycled waste | Not material | |
| ESRS E5-5 | 39 | Hazardous waste and radioactive waste | Not material | |
| ESRS 2 SBM3 - S1 14 (f) | Risk of incidents of forced labour | Not material | ||
| ESRS 2 SBM3 - S1 14 (g) | Risk of incidents of child labour | Not material | ||
| ESRS S1-1 | 20 | Human rights policy commitments | Not material | |
| ESRS S1-1 | 21 | Due diligence policies on issues addressed by the fundamental |
S1 Own workforce: Policies related to own |
|
| International Labor Organisation Conventions 1 to 8 |
workforce | |||
| ESRS S1-1 | 22 | Processes and measures for preventing trafficking in human beings |
Not relevant | |
| ESRS S1-1 | 23 | Workplace accident prevention policy or management system |
S1 Own workforce: Policies related to own workforce |
|
| ESRS S1-3 | 32 (c) | Grievance/complaints handling mechanisms |
S1 Own workforce: Channels for own work force to raise concerns |
|
| ESRS S1-14 | 88 (b), 88 (c) |
Number of fatalities and number and rate of work-related accidents |
S1 Own workforce: Health and safety metrics |
|
| ESRS S1-14 | 88 (e) Number of days lost to injuries, accidents, fatalities or illness |
S1 Own workforce: Health and safety metrics |
||
| ESRS S1-16 | 97 (a) | Unadjusted gender pay gap | S1 Own workforce: Remuneration metrics |
|
| ESRS S1-16 | 97 (b) | Excessive CEO pay ratio | S1 Own workforce: Remuneration metrics |
|
| ESRS S1-17 | 103 (a) Incidents of discrimination | Not material | ||
| ESRS S1-17 | 104 (a) Non-respect of UNGPs on Business and Human Rights and OECD Guidelines |
Not material | ||
| ESRS 2 SBM3 - S2 11 (b) | Significant risk of child labour or forced labour in the value chain |
Not material | ||
| ESRS S2-1 | 17 | Human rights policy commitments | Not material | |
| ESRS S2-1 | 18 | Policies related to value chain workers | Not material | |
| ESRS S2-1 | 19 | Non-respect of UNGPs on Business and Human Rights principles and OECD guidelines |
Not material | |
| ESRS S2-1 | 19 | Due diligence policies on issues addressed by the fundamental International Labor Organisation Conventions 1 to 8 |
Not material | |
| ESRS S2-4 | 36 | Human rights issues and incidents connected to its upstream and downstream value chain |
Not material | |
| ESRS S3-1 | 16 | Human rights policy commitments | Not material | |
| ESRS S3-1 | 17 | Non-respect of UNGPs on Business and Human Rights principles and OECD guidelines |
Not material | |
| ESRS S3-4 | 36 | Human rights issues and incidents | Not material | |
| ESRS S4-1 | 16 | Policies related to consumers and end-users |
Not material | |
| ESRS S4-1 | 17 | Non-respect of UNGPs on Business and Human Rights and OECD guidelines |
Not material | |
| ESRS S4-4 | 35 | Human rights issues and incidents | Not material | |
| ESRS G1-1 | 10 (b) | United Nations Convention against Corruption |
Not relevant | |
| ESRS G1-1 | 10 (d) | Protection of whistleblowers | G1 Business conduct: Policies related to business conduct |
|
| ESRS G1-4 | 24 (a) | Fines for violation of anti corruption and anti-bribery laws |
G1 Business conduct: Policies related to business conduct |
|
| ESRS G1-4 | 24 (b) | Standards of anti corruption and anti- bribery |
G1 Business conduct: Policies related to business conduct |
| E1 Climate change | 82 |
|---|---|
| E5 Resource use and circular economy | 92 |
| EU Taxonomy | 94 |

As an industrial investment company focused on energy transition and technology, we are committed to the long-term development of our portfolio while reducing our negative environmental impact. At the same time, Arendals Fossekompani plays a role in climate change mitigation through our companies that offer solutions to environmental challenges and renewable energy production.
Climate Change adaptation and mitigation Material risk: Vulnerability to climate change disruptions (acute/chronic physical risk)
In a high-emissions scenario, some of our physical operating environments and global supply chains are vulnerable and exposed to disruptions caused by climate change. Climate hazards could cause damage to our portfolio's property, increased costs of maintenance and reconstruction, or production delays due to downtime in assets. Some of our portfolio companies are exposed to global value chains, with dependencies on the supply of raw materials such as titanium and copper. Supply disruptions could cause production delays or increase cost bases. Our hydropower business is upgrading its infrastructure to cope with larger potential floods. Other portfolio companies are diversifying their supply chains to remain flexible in response to emerging events including climate-related challenges.
Material negative impact: Emission of greenhouse gases (GHG) across value chain
Scope 1 and 2 emissions: The Group's production facilities, offices and transportation contribute to the release of greenhouse gases that lead to climate change.
Scope 3 emissions: In addition, Scope 3 emissions represented 99% of our total GHG emissions in 2024, largely given our portfolio's sale of products that, when used by customers around the world, require electric energy to use. If this electric energy is not generated by renewable sources, it causes GHG emissions. The second largest contributor to our Scope 3 emissions is the carbon footprint of our purchased goods and services.
The largest emitters in our Group are the manufacturing companies in our portfolio, both in their own operations and in their value chain. Collectively, Arendals Fossekompani's Scope 1, 2 and 3 GHG emissions
intensity was 119 tCO2e/million NOK in 2024. We have committed to pursuing decarbonisation levers to reduce our Scope 1 and 2 emissions intensity, and to set equivalent targets in relation to our Scope 3 emissions.
Time horizon: Short term Location in value chain: Upstream value chain, Own operations, Downstream value chain
Material risk: Increased costs related to mandates and regulation (policy and legal risk)
In a low-emissions scenario, meeting new regulatory requirements might require significant investments in technology, processes, personnel, data collection and reporting. If left unmitigated, Arendals Fossekompani is exposed to the risk of legal action or financial penalties for non-compliance, potentially leading to substantial financial and reputational damage, affecting investor confidence and market positioning. An example of this financial impact is the mitigating upgrade of AFK Vannkraft's dams of NOK 297 million by 2027 (CapEx), in response to regulatory requirements for climate change adaptation.
Time horizon: Short term Location in value chain: Own operations
Material risk: Unsuccessful investments in new technologies (technology risk)
In a low-emissions scenario, the pace of technological development is anticipated to accelerate significantly. One of the primary risks is the potential for investments in technology to become obsolete at a faster rate. As new technologies emerge and evolve, previously cutting-edge solutions may quickly become outdated, rendering prior investments ineffective or redundant. As Arendals Fossekompani invests in companies facing this risk, we are exposed to the possibility of unsuccessful investments in and by portfolio companies, which might impact our net asset value.
Time horizon: Short term
Location in value chain: Own operations
Material positive impact: Optimisation and production of renewable energy
We have a positive impact on clean energy supply through optimisation of customers' energy production and the production of renewable energy. Volue's market-leading products optimise energy production, trading, distribution and consumption, while in 2024, AFK Vannkraft produced 606.6 GWh of renewable energy, serving an estimated 30,000 households in southern Norway, and Arendals Fossekompani is expanding its local renewable energy capacity for increased production from 2026.
Location in value chain: Own operations
Material opportunity: Demand for solutions related to renewable energy
With an increasing share of renewable energy in the energy system, the demand for software services like market demand and production forecasting, trading software and grid monitoring will be increasingly important, and can provide opportunities for growth. Arendals Fossekompani is actively pursuing these opportunities through our investment strategy, both in our existing portfolio and in our prospective investments.
Time horizon: Long term Location in value chain: Own operations
Our own, as well as our suppliers', production, processing and transportation consume energy. Limiting our energy consumption, especially in sites with a higher proportion of fossil fuels consumed, will be required to reduce this impact over time.
Time horizon: Short term, long term Location in value chain: Upstream value chain, Own operations
A resilience analysis was conducted in 2024 along with the update to our climate risk assessment. We evaluated gross transition risks and physical risks informed by different climate scenarios and considered the resilience of our business model and strategy by assessing the materiality of the mitigated and unmitigated risks. The resilience analysis covered risks emerging from our existing portfolio companies across their value chain, and assessed the resilience of Arendals Fossekompani as an owner. The scenarios used are Net Zero 2050 and Fossil-fuelled development as outlined under IRO-1.
The resilience analysis found that Arendals
Fossekompani demonstrates resilience in the Net Zero 2050 scenario, with investments supporting the transition to a low-carbon economy. To maintain this resilience, it is crucial for that our portfolio understand and manage the transition relating to the risks associated with a Net Zero 2050 future.
Several of our portfolio companies have complex and global value chains that are particularly vulnerable to risks related to the sourcing of raw materials and products. Many of these materials and products are sourced from countries at high risk of climate change-driven events such as heat waves, drought and wildfires, which could impact both availability and price, but also own operation facilities. Therefore, it is essential for Arendals Fossekompani that our portfolio companies understand their exposure to physical climate risks and are equipped to manage these risks efficiently to stay resilient.
The analysis is dependent on assumptions and scenarios that entail some uncertainty. It must be revisited periodically to ensure the conditions considered remain accurate and the mitigating actions our resilience is founded on continue to meet our needs.
Arendals Fossekompani ASA's Environmental Policy recognises the actual and potential impact that companies such as ours have on the environment. It considers environmentally sustainable business conduct as both an opportunity to ensure long-term performance and growth for Arendals Fossekompani, and a necessity to reach the objectives set out in the Paris Agreement. The Policy's direct scope is Arendals Fossekompani ASA, and it is applicable and communicated to all Arendals Fossekompani ASA's employees. The Policy is also available and communicated to our portfolio companies, suppliers, business partners and other third parties and published on arendalsfossekompani.no. It outlines an expectation that the portfolio companies in the Arendals Fossekompani Group should establish similar policies according to their material environmental matters. Especially in manufacturing-heavy or -dependent parts of the portfolio where the Environmental Policy does not apply or where an equivalent is not in place, it is expected that a new or updated policy be introduced by the end of 2025.
The Policy outlines our approach to environmental sustainability and responds to our material IROs:
The Policy introduces our commitment to playing our part in reaching the environmental objectives set out in the Paris Agreement, and to comply with all applicable laws and regulations regarding environmental sustainability and protection, including the Norwegian Pollution Act, Nature Diversity Act, Nature Conservation Act and applicable laws and regulations related to emissions of GHG. It outlines our approach to continual assessment and improvement through regular DMAs for Arendals Fossekompani ASA, supporting data collection and IRO identification in portfolio companies, continuously identifying areas for improvement, conducting assessments on adverse environmental impacts prior to making material business decisions, and regularly assessing compliance with the Policy and performance on our environmental strategy, including by monitoring progress against key performance indicators (KPIs) and any measures taken to minimise our footprint and promote sustainability.
Arendals Fossekompani's Board of Directors adopts and reviews this Policy and delegates of operational implementation and monitoring to Arendals Fossekompani's CEO who delegates to the Chief Sustainability Officer. The Policy was last updated in 2024 to reflect the IROs identified in our DMA, and continual updates to the policy will be conducted as relevant in accordance with the findings of future DMAs. Our DMA process incorporates the views of employees and relevant stakeholders.
The policy is provided to our portfolio companies and we expect them to adopt their own policies according to their material environmental matters in alignment with this framework.
ENRX, NSSLGlobal and Tekna have implemented Environmental Policies equivalent to Arendals Fossekompani ASA's. All three cover climate change mitigation and energy efficiency. NSSLGlobal's Environmental Policy also covers climate change adaptation and renewable energy deployment, which is found in Tekna's Environmental Policy as well. Volue developed a new Environmental Policy in 2024, awaiting approval from its Board of Directors in 2025, and addressing
climate change mitigation and energy efficiency. Alytic and AFK Eiendom do not have dedicated Environmental Policies.
Arendals Fossekompani is committed to playing our part in contributing to a low-carbon economy. As an industrial investment company, our portfolio of investments and their respective value chains represent most of our GHG emissions, which informs our transition planning for climate change mitigation.
Arendals Fossekompani ASA and portfolio companies NSSLGlobal and Tekna have set Paris Agreementaligned emissions reduction targets relating to Scope 1 and 2 GHG emissions as follows. These targets intend on reducing our GHG emissions and mitigating our risk related to climate-related mandates or regulations, and are supported by actions outlined in E1-3.
| Arendals Fossekompani Group's performance against our targets: | ||||||||
|---|---|---|---|---|---|---|---|---|
| Unit | Company | Baseline | 2023 Performance | 2024 Performance | ||||
| Target | Year Value Value | % reduction vs. baseline Value |
% reduction vs. baseline |
|||||
| Scope 1 and 2: 42% absolute emissions reduction by 2030 |
tCO2 e |
Arendals Fossekompani ASA 2021 |
26 | 30 | +16% | 24 | -8% | |
| 100% electricity consump tion from renewable energy sources by 2030 |
% | Arendals Fossekompani ASA |
N/A | N/A | 73 | N/A | 75 | N/A |
| Scope 1 and 2: 50% absolute emissions reduction by 2030 |
tCO2 e |
Tekna | 2021 | 619 | 619 | 0% | 610 | -1.5% |
| Scope 1 and 2: 50% absolute emissions reduction by 2035 |
tCO2 e |
NSSLGlobal | 2020 | 331 | 409 | +24% | 390 | +18% |
| Scope 1 and 2: 42% emissions intensity reduction by 20301 |
% (tCO2 | /mNOK) AFK Group | 2021 | 104 | 77 | -27% | 65 | -37% |
Arendals Fossekompani has taken a conservative approach to the calculation on energy type, such that only consumption of electricity, heat, cooling or fuel covered by energy attribute certificates (such as guarantees of origin or RECs) is considered to be from renewable sources. In the absence of such certificates, energy is considered to be fossil fuel based, regardless of the local electricity mix. As energy consumption is reported across the Group, different conversion to MWh or other calculations required are conducted via our system provider CEMAsys. The emissions factors assume energy types using this conservative approach. Nuclear energy has been classified as fossil fuel energy in the absence of a certificate. 4% of the total Scope 2 energy is covered by energy attribute certificates, both in the form of guarantees of origin and RECs.
In the absence of collective absolute GHG emissions reduction targets, the "Performance on Targets" table indicates the relevant company targeted. In monitoring the emissions intensity of Arendals Fossekompani Group, all companies in scope of the consolidation boundaries outlined under BP-1 are considered.
When referring to Scope 2 emissions, Scope 2 (location-based) tends to be used.
Stakeholder involvement in setting these targets mirrors that outlined under S1: Own workforce on page 120.
2021 was set as a base year as it was the first year of complete data collection, except for NSSLGlobal, for which 2020 was chosen; as this was a COVID-19 year, emissions are not representative of typical output and may need to be reviewed in the future. These three companies' Scope 1 and 2 GHG emissions represent 27.4% of the Arendals Fossekompani Group's total Scope 1 and 2 emissions in 2024. In addition, as an owner, Arendals Fossekompani ASA has committed to 60% of its eligible private equity and listed equity portfolio by book value setting SBTi-validated targets by 2027 from a 2021 base year. This commitment is also validated by SBTi and is expected to substantially increase the proportion of the Group's GHG emissions covered by ambitious emissions reduction targets by 2027.
In 2024, we have also committed to include EU Taxonomy eligibility assessments in all M&A activities and new business ventures by 2025.
These initiatives are designed to reduce our emission of GHGs and mitigate our policy and legal risk. AFK Eiendom's investments in Skien and AFK Vannkraft's investments in the new flood channel are included under the Under construction balance listed in Financial Note 5, and amount to NOK 29 million and NOK 2.98 million respectively. These actions are included in the climate change mitigation CapEx activities in the EU Taxonomy report.
Arendals Fossekompani Group produced 606,629 MWh of energy in 2024. This was renewable energy from hydropower by AFK Vannkraft, for which it sold Guarantees of Origin for hydropower on 86% of energy produced; these were for unbundled energy attribute claims.
(5) Consumption of purchased or acquired electricity, (8) Fuel consumption from renewable sources, including biomass (also comprising (9) Consumption of purchased or acquired electricity,
| 2023 | 2024 |
|---|---|
| - | - |
| 2,607 | 2,532 |
| 5,808 | 5,478 |
| - | - |
| 17,237 | 18,009 |
| 25,652 | 26,019 |
| 95% | 94% |
| - | - |
| 0% | 0% |
| 86 | 119 |
| 1,363 | 1,134 |
| - | 351 |
| 1,449 | 1,604 |
| 5% | 6% |
| 27,100 | 27,623 |
Arendals Fossekompani ASA's two existing emissions reduction targets have been approved by the Science-Based Targets initiative (SBTi). Tekna and NSSLGlobal set their targets with the intention of meeting the Paris Agreement, and while not validated by the SBTi, sought to be science-based.
Finally, Arendals Fossekompani Group's emissions intensity was measured in 2024 and mapped to Arendals Fossekompani ASA's absolute emissions reduction target. As an investment company with fluctuations in our portfolio over the years, the Group's emissions intensity is a more comparable figure year-on-year than net emissions for the Group. We currently use tonnes of CO2 emitted (Scope 1, 2 and 3) as the numerator and millions of NOK in revenue as the denominator. We will endeavour to ensure our emissions intensity target is science-based and in line with the Paris Agreement when establishing our transition plan.
In an effort to meet our decarbonisation targets relating to our own operations, and to the extent possible, to our value chain, Arendals Fossekompani is developing a transition plan. The plan will include decarbonisation levers for the Group collectively along with details on the resource allocation required to meet these targets. This is expected to be delivered by 2026 and will follow the upcoming EFRAG Implementation Guidance on transition plans.
Arendals Fossekompani's Board of Directors is ultimately responsible for establishing plans and goals to ensure that Arendals Fossekompani's business model and strategy are compatible with the transition to a sustainable economy, limiting global warming to 1.5°C in line with the Paris Agreement and climate neutrality by 2050. Accordingly, Arendals Fossekompani's management team and members of the Boards of Directors and ownership teams of our portfolio will coordinate on identifying the decarbonisation levers, actions and resource allocations required.
Portfolio company ENRX's Scope 1 emissions account for 51% of Arendals Fossekompani Group's total Scope 1 emissions in 2024. Its location-based Scope 2 emissions represent 79% of the Group's total in that category, and the company's Scope 3 emissions represent as much as 93% of the Group's total Scope 3 emissions. Given the magnitude of the emissions from ENRX, the primary focus will be on this company, given that the composition of the portfolio remains the same.
For more detail on the opportunities for GHG emissions reduction that have been identified within the current scope of our transition planning, see E1-3 Actions. Arendals Fossekompani Group's efforts to increase
alignment of economic activities in accordance with the EU Taxonomy's framework are outlined in detail in the EU Taxonomy Report.
Since Arendals Fossekompani does not yet have a transition plan at the Group level, decarbonisation levers have not yet been defined, and expected GHG emissions reductions and monetary amounts of CapEx and OpEx required to implement the actions have not been calculated.
In support of the development of our transition plan, in 2024, Arendals Fossekompani Group developed the first baseline of Scope 3 GHG emissions, and updated its climate risk assessment. In 2025, we intend on improving the data on which our assessments and actions will be based. With a focus on the largest GHG emitters in Arendals Fossekompani Group, we will strengthen the accuracy and understanding of our Scope 3 upstream and downstream emissions, as well as quantifying the potential financial effects linked to significant physical and transition risks and climate-related opportunities.
Within the portfolio, the following initiatives are in motion. While Scope 1 and 2 emissions reduction is visible at the Group level, it has not been attributed to any action in particular.
| Annual % target/ | |||||
|---|---|---|---|---|---|
| Scope 1 GHG emissions | Base year: 2021 | 2023 | 2024 % 2024 / 2023 2030 | base year | |
| Gross Scope 1 GHG emissions (tCO2 eq) |
1,584 | 1,858 | 1,794 | 97% | |
| Percentage of Scope 1 GHG emissions from regulated emission trading schemes (%) |
0 | ||||
| Scope 2 GHG emissions | |||||
| Gross location-based Scope 2 GHG emissions (tCO2 eq) |
2,838 | 2,318 | 1,950 | 84% | |
| Gross market-based Scope 2 GHG emissions (tCO2 eq) |
4,310 | 4,341 | 4,209 | 97% | |
| Significant scope 3 GHG emissions | |||||
| Total Gross indirect (Scope 3) GHG emissions (tCO2 | eq) | 677,009 | n/a1 | ||
| 1 Purchased goods and services | 35,889 | n/a | |||
| Cloud computing and data centre services | 427 | ||||
| 2 Capital Goods | 2,650 | n/a | No collective | ||
| 3 Fuel and energy related activities (not included in Scope 1 or 2) | 1,303 | 1,176 | 90% | targets have | |
| 4 Upstream transportation and distribution | 3,336 | n/a | been set yet | ||
| 5 Waste generated in operations | 287 | 277 | 97% | ||
| 6 Business travel | 1,898 | 2,051 | 108% | ||
| 7 Employee commuting | 1,948 | n/a | |||
| 8 Upstream leased assets | |||||
| 9 Downstream transportation and distribution | |||||
| 10 Processing of sold products | |||||
| 11 Use of sold products | 629,097 | n/a | |||
| 12 End-of-life treatment of sold products | 33 | n/a | |||
| 13 Downstream leased assets | n/a | ||||
| 14 Franchises | |||||
| 15 Investments | 552 | n/a | |||
| Total GHG emissions | |||||
| Total GHG emissions (location-based) (tCO2 eq) |
8,7941 | 7,6711 680,753 | n/a1 | ||
| Total GHG emissions (market-based) (tCO2 eq) |
10,2651 9,6871 683,012 | n/a1 |
The biogenic emissions from the combustion or biodegradation of biomass not included in GHG emissions reported in 2024 was 27.2 tCO2e for Scope 1, 0 tCO2e for Scope 2 (location-based) and 0 tCO2e for Scope 3.
| Emissions intensity per net revenue, in 2024 | All activities2 |
|---|---|
| GHG emissions intensity per net revenue (location-based, in tCO2 eq/mNOK) |
119 |
| GHG emissions intensity per net revenue (market-based, in tCO2 eq/mNOK) |
119 |
Only a limited set of Scope 3 categories were reported in previous years (categories 3, 5 and 6) such that the total emissions in 2024 are not comparable to previously reported data.
The denominator uses Group consolidated revenue as stated in Financial Note 1 in addition to revenue from discontinued operations as stated in 3.1, 3.2 and 3.3.
Arendals Fossekompani applies greenhouse gas (GHG) inventory accounting principles as its reporting methodology, first and foremost in accordance with ESRS, which builds upon the GHG Protocol Corporate Accounting and Reporting Standard (GHG Protocol) of 2004 (with Scope 2 guidance updated in 2015). The GHG Protocol was developed by the World Resources Institute and the World Business Council for Sustainable Development. In alignment with the GHG Protocol, Arendals Fossekompani takes into consideration the gases CO2, CH4, N2O, HFCs, PFCs, SF6 and NF3 when converting consumption data to tonnes of CO2 equivalents (tCO2e). The Global Warming Potential used in the calculation of tCO2e is based on the Intergovernmental Panel on Climate Change's Fourth Assessment Report. As there is currently no externally established methodology guidance on calculating emissions factors, Arendals Fossekompani's GHG emissions accounting is developed using emissions factors calculated based on methodologies recognised by CEMAsys as credible. These are from well-known, internationally-recognised sources including DEFRA, IEA and Ecoinvent and can be found on the next page. We are open about the sources and calculation methodologies used and strive for consistency throughout reporting periods. Where there has been a change in the methodology, this is communicated.
This GHG emissions table includes all consolidated subsidiaries in the Arendals Fossekompani Group. Unconsolidated subsidiaries and joint ventures are not included, as we do not have operational control over any of them. Their emissions are included in Scope 3 Category 15: Investments.
Based on a screening conducted in the autumn of 2024 across Arendals Fossekompani and including each portfolio company, the following Scope 3 Categories have been found to not be relevant for Arendals Fossekompani Group: Category 8: Upstream leased assets; Category 9: Downstream transportation and distribution; Category 10: Processing of sold products; Category 13: Downstream leased assets; and Category 14: Franchises.
Year-on-year comparability of GHG emissions is limited by the availability of historical data for most Scope 3 categories, and by the accuracy of historical data for some. The significant increase in Scope 3 emissions is attributable primarily to the availability of data in 2024.
GHG emissions fluctuation due to changes to the Group and its value chain in 2024:
• Arendals Fossekompani discontinued our engagement in Ampwell's subsidiary Commeo in 2024; from June 2024 onwards, only Cellect remains as part of our carbon accounting.
Estimations or emission factors were used for a majority of data points in our carbon accounting, as outlined below and in the sources on the next page.
CARBON EMISSIONS FROM CHEMICAL PROCESSES
In the absence of certifications or substantiated evidence otherwise, this chapter assumes the reliance on virgin resources. Our ambition is to improve the quality of this data in the coming years to strengthen our approach to circularity.
To avoid double counting resources, the availability of information on the origin of resources informed the approach in each site. The proportion of biological or secondary materials was estimated at the level of the precise resource contents where possible, or at the level of the system or material component, if not. Information was gathered at each site, where resource management systems or exact procurement data are not in place, such that estimations are as accurate as possible.
Circularity is a new material topic for Arendals Fossekompani in 2024. Responsible use of natural resources enables us to mitigate our reliance on the planet's finite resources and supports long-term business resilience.
As an investment company, Arendals Fossekompani primarily works with circularity through our portfolio companies. The potential and actual impacts of manufacturing companies on this matter far exceed those of office-based companies. There is consequently a wide range of approaches to circularity within the Arendals Fossekompani Group.
Resource inflows Material negative impact: Extraction of raw materials
The extraction of naturally occurring raw materials places a burden on the planet's finite resources. Some of our portfolio companies are engaged in manufacturing and construction activities, which consume raw materials. Our impact is built into the availability of renewable or secondary resources sourced by some of the companies in our portfolio especially, and grounded in their business models and strategies as production-oriented businesses.
In accordance with our strategy and policies, we are committed to ensuring the company's resilience for generations to come. This requires that we monitor and reduce this impact, and ensure that any potential risks and opportunities arising from it are managed. As we continue to refine the data quality that will inform our decision-making, effects are not yet felt, though parts of our value chain are expected to be affected by efforts to reduce this impact in the coming years, particularly in relation to procurement of materials supplied. Our business model and strategy are not expected to change, and our risk assessment on this topic found that they should be resilient in the face of the adjustments required. This was conducted as part of our DMA, using the same time horizons and methods.
Location in value chain: Upstream value chain, Own operations
Arendals Fossekompani ASA's Environmental Policy outlines our approach to circularity. Guided by the Paris Agreement and the UN's Sustainable Development
Goals, the policy sets resource efficiency and sustainability as key objectives, acknowledges our reliance on natural resources across our value chain, and anchors the aim to avoid and minimise our adverse impacts. Applied to circularity, the Policy's approach focuses on improving resource efficiency and sustainability throughout our value chain, including by investing in new technologies and innovations, as well as products that are eco-friendly, recyclable, recoverable and best-inclass in terms of environmental sustainability. As part of its commitments, the Policy mandates for Arendals Fossekompani ASA to strive to reduce and optimise our usage of natural resources in our own operations and in our value chain. It does not yet specify requirements on transitioning away from the use of virgin resources, relative increases in secondary resources, sustainable sourcing or the use of renewable resources.
Arendals Fossekompani ASA's Environmental Policy's scope, exclusions, approval level, principles, third party standards referenced, accessibility to stakeholders and implementation and review process are outlined under E1: Climate change.
Similarly, our portfolio companies' adoption of Environmental Policies equivalent to Arendals Fossekompani ASA's is outlined under E1: Climate change. ENRX's and Tekna's Environmental Policies address resource efficiency, and Tekna's also covers transitioning away from the use of virgin resources, with relative increases in secondary resources. NSSLGlobal's policy calls for sustainable sourcing and use of renewable resources. As of 2024, Volue, Alytic and AFK Eiendom's policies do not address resource use.
No actions are currently in place relating to resource inflows, as the Group's focus for 2025 is improving the quality of the data collected in order to set targets. Actions are then expected to enable us to meet these targets, once set.
We have not set specific targets for 2024 regarding the sourcing of sustainable resources because the identification of the material negative impact of our resource inflows is a recent development. For the first time, we have collected new data on the types, volumes, and characteristics of the resources required across our portfolio. This data is forming the foundation of a new area of work aimed at establishing a baseline for a future target on sustainable resource sourcing. We expect to have this baseline in place by the end of 2025, with the intention of setting a meaningful target in 2026.
Arendals Fossekompani measures resource inflows at the level of each portfolio company by identifying and estimating the weight of the materials required to manufacture or produce goods and services.
The materials in scope of our material impact are metals in various forms such as copper, steel, ferrites, titanium, aluminium, and tungsten, as well as the raw materials required for glass, gravel, concrete and fuels. The materials considered in the below table also include metals and materials required in the development of ICT hardware and software, including electricity and wiring.
| Overall total weight of all products and technical and biological materials | 16,628 |
|---|---|
| Absolute weight of secondary materials | 11 |
| Distribution of material sources in 2024, as a proportion of total | |
| Biological materials | 7% |
| Secondary materials | 0.1% |
The EU Taxonomy aims to enhance sustainable investments and prevent greenwashing by establishing a common understanding of sustainable activities. Introduced in 2020, the EU Taxonomy Regulation (Regulation 2020/852) has expanded through various Delegated Acts, including the Climate Delegated Act and the Environmental Delegated Act. It outlines six environmental objectives:
Objectives 3-6 were adopted in June 2023 via Commission Delegated Regulations (EU) 2023/2486 and (EU) 2023/2485, along with amendments to Regulations 1 and 2. In February 2024, Norway's Ministry of Finance required reporting on all six objectives for the 2024 financial year. Arendals Fossekompani already included objectives 3-6 in our 2023 reporting per the June 2023 regulations.
Arendals Fossekompani's portfolio contributes to multiple environmental objectives, covering climate change mitigation, climate change adaptation, and transition
to a circular economy. Further, we recognise that one of Arendals Fossekompani's main contributions going forward may be through enabling others in the transition, through activities that have potential to be enabling.
Throughout 2024, Arendals Fossekompani has developed its reporting on the EU Taxonomy in line with the developments and new guidance from the European Commission regarding the EU Taxonomy Regulation. This has also led to strengthened understanding of the EU Taxonomy's definitions of the KPIs.
The key performance indicators (KPIs) show notable changes from 2023 to 2024. Aligned turnover decreased from 22.3% to 8.3%, while eligible turnover increased significantly from 37.6% to 51.5%. In capital expenditures, aligned CapEx fell from 16.6% to 0.9%, but eligible CapEx rose dramatically from 46.3% to 80.3%. For operational expenditures, aligned OpEx grew from 6.9% to 11.5%, and eligible OpEx surged from 10.4% to 69.1%. These shifts reflect an updated screening process of eligible activities and assessment of the technical screening criteria. This process is further elaborated below. Furthermore, Volue and Ampwell are not included in the 2024 report due to divestments.
The high percentage of eligible activities reflects the great potential in our portfolio companies. Our goal is to further increase both eligible and aligned reporting in the years to come. There is great diversity in our portfolio companies, resulting in eligible activities within a range of sectors and environmental objectives. In summary, the eligible and aligned economic activities of the portfolio companies are as following:
| Turnover1 | CapEx2 | OpEx3 | ||||
|---|---|---|---|---|---|---|
| Aligned | 8.3% | Aligned | 0.9% | Aligned | 11.5% | |
| Eligible, not aligned | 51.5% | Eligible, not aligned | 80.3% | Eligible, not aligned | 69.1% | |
| Non-eligible | 40.2% | Non-eligible | 18.7% | Non-eligible | 19.4% | |
| Environmental objective |
Economic activity as defined in the EU Taxonomy |
Transitional/ enabling |
Aligned/ eligible, not aligned |
Relevant companies |
|---|---|---|---|---|
| Climate change mitigation |
4.5 Electricity generation from hydropower | Aligned | AFK Vannkraft | |
| 3.6 Manufacture of other low carbon technologies |
* | Aligned/Eligible, not aligned |
Tekna, ENRX | |
| 6.5 Transport by motorbikes, passenger cars and light commercial vehicles |
Eligible, not aligned AFK Vannkraft | |||
| 7.1 Construction of new buildings | Eligible, not aligned AFK Property, ENRX | |||
| 7.7 Acquisition and ownership of buildings | Eligible, not aligned AFK Property, | ENRX, NSSLGlobal | ||
| 8.2 Data-driven solutions for GHG emissions reductions |
* | Eligible, not aligned Alytic | ||
| 6.15 Infrastructure enabling low-carbon road transport and public transport |
* | Eligible, not aligned ENRX | ||
| 7.2 Renovation of existing buildings | ** | Eligible, not aligned AFK Vannkraft, ENRX | ||
| 4.1 Electricity generation using solar photovoltaic technology |
Eligible, not aligned ENRX | |||
| 6.5 Transport by motorbikes, passenger cars and light commercial vehicles |
** | Eligible, not aligned ENRX, NSSLGlobal | ||
| 9.1 Close to market research, development and innovation |
* | Eligible, not aligned Alytic | ||
| 7.4 Installation, maintenance and repair of charging stations for electric vehicles in buildings (and parking spaces attached to buildings) |
* | Eligible | NSSLGlobal | |
| Climate change adaptation |
7.2 Renovation of existing buildings | Not eligible | AFK Vannkraft, ENRX | |
| 9.2 Close to market research, development and innovation |
* | Eligible, not aligned Alytic | ||
| 7.1 Construction of new buildings | Not eligible | AFK Property, ENRX | ||
| 4.5 Electricity generation from hydropower1 | Not eligible | AFK Vannkraft | ||
| 7.7 Acquisition and ownership of buildings | Not eligible | AFK Property, ENRX, NSSLGlobal |
||
| 3.6 Manufacture of other low carbon technologies |
Not eligible | ENRX, Tekna | ||
| 6.5 Transport by motorbikes, passenger cars and light commercial vehicles |
Not eligible | ENRX, NSSLGlobal | ||
| 4.1 Electricity generation using solar photovoltaic technology |
Not eligible | ENRX | ||
| 7.4 Installation, maintenance and repair of charging stations for electric vehicles in build ings (and parking spaces attached to buildings) |
Not eligible | NSSLGlobal | ||
| Transition to a circular economy |
3.1 Construction of new buildings | Eligible, not aligned AFK Property, ENRX | ||
| 5.5 Product-as-a-service and other circular use-and result-oriented service models |
Eligible, not aligned ENRX | |||
| 5.2 Sale of spare parts | Eligible, not aligned ENRX | |||
| 4.1 Provision of IT/OT data-driven solutions | * | Eligible, not aligned NSSLGlobal | ||
| 3.2 Renovation of existing buildings | Eligible, not aligned AFK Vannkraft, ENRX | |||
| 5.1 Repair, refurbishment and remanufacturing | Eligible, not aligned ENRX |
Electricity generation from hydropower has been accounted for as a climate change mitigation (CCM) activity.
Arendals Fossekompani's portfolio consists of six companies that are included in the 2024 EU Taxonomy report. Joint ventures and associated companies have been excluded, as they are not consolidated in the group's financial statements. There have been made some changes from last year's reporting. Commeo and Volue are not included in the 2024 report due to divestments, placing them outside the scope.
The EU Taxonomy assessment has been conducted by each portfolio company, supported by a core team with representatives from Arendals Fossekompani. The process for assessing economic activities have been performed in accordance with the structure of the EU Taxonomy, starting with assessment of eligible activities before assessing compliance with the technical screening criteria for substantial contribution and do no significant harm ("DNSH"). There were made changes to the process from last year. For 2024, each portfolio company conducted minimum safeguards assessments based on its own policies and procedures. Eligible activities that meet the technical screening criteria for substantial contribution, DNSH and minimum safeguards are reported as aligned. Arendals Fossekompani reports the EU Taxonomy on an aggregate of portfolio companies. To ensure consistency in reporting and assessments of eligibility and alignment across the portfolio, the core Arendals Fossekompani team has established reporting routines and guidelines for assessments.
In 2024, we re-evaluated the eligible activities from the 2023 reporting period. This re-evaluation considered new acquisitions and activities, as well as the ongoing relevance of activities identified during last year's reporting. Eligibility was assessed by comparing the portfolio companies' business activities against the economic activities defined in the EU Taxonomy across all six environmental objectives. Relevant NACE codes and activity descriptions for each economic activity were identified and thoroughly examined. In 2023, NSSLGlobal reported on activity 14.1 Emergency services (CCA) and 5.5 Product-as-a-service and other circular use-and result-oriented service models (CE). Due to changes in their production and services delivered, these economic activities have been assessed to no longer be relevant for the company. Therefore, these activities are not a part of the 2024 reporting. In 2023, Tekna reported activity 3.6 Manufacture of other low carbon technologies for their production of additive powders as an aligned activity. After re-evaluating the documentation used for assessing the activity, it has been changed to eligible, not aligned for 2024's reporting. See activity assessment for further explanation.
Arendals Fossekompani has assessed potential eligibility of activities to all relevant environmental objectives, as required by the standard, where it was identified that several portfolio companies had activities under Climate Change Adaptation and one under Climate Change Mitigation that were assessed as not eligible. For activities potentially eligible under the Climate Change Adaptation objective, physical and non-physical adaptation solutions have not been implemented during the reporting period and the activities are therefore considered not eligible.
The alignment process involves evaluating the criteria for substantial contribution, do no significant harm (DNSH), and minimum safeguards. During the assessment of the technical screening criteria, we encountered challenges related to interpretations and best practices. Some of the criteria reference EU directives that may not be adopted or only partially implemented in national legislation where Arendals Fossekompani and its portfolio companies operate. In some cases, this has led to the absence of specific requirements and thresholds.
| List of abbreviations | |
|---|---|
| Abbreviation | Definition |
| CCM | Climate change mitigation |
| CCA | Climate change adaptation |
| W&M | Sustainable use and protection of water and marine resources |
| CE | The transition to a circular economy |
| PP | Pollution prevention and control regarding use and presence of chemicals |
| B&E | Protection and restoration of biodiversity and ecosystems |
|---|---|
| DNSH | Do no significant harm |
| Economic activity |
Type of assessment |
Interpretation |
|---|---|---|
| 4.5 Electricity generation from hydro power (CCM) |
||
| Substantial contribution |
||
and assessment Conclusion Eligibility AFK Vannkraft operates the hydropower plants at Bøylefoss and Flatenfoss, generating electricity from hydropower. Aligned Both plants are run-of-river plants and do not have artificial reservoirs. As such, both hydropower plants meet the substantial contribution criteria listed in letter a). DNSH CCAA Physical climate risk assessment has been conducted across Arendals Fossekompai`s value chain in accordance with the requirements in Appendix A. The assessment was performed in 2024, and the physical risks listed in appendix A were analyzed at economic activity level. The analysis found that both the portfolio company's value chain and own assets were exposed to both acute and chronical climate hazards. For Bøylefoss, the major physical risks identified are drought and flooding, while for Flatenfoss, flooding and precipitation are the primary risks. Adaptation solutions for the identified physical climate risks have been assessed. For Bøylefoss, investigations are underway to strengthen the dam to withstand larger floods and updated flood values as per NVE's requirements. The measures will be implemented in 2028-2029. For Flatenfoss, a technical plan has been developed to upgrade Flatenfoss Dam to better withstand climate change and increased flooding. The flood control channel is scheduled for completion in 2025, with the remainder of the dam expected to be finished in 2026. W&M: To comply with the DNSH criteria to water and marine resources two criteria must be fulfilled: Compliance with the Water Framework Directive (2000/60/EC), as well as an environmental objective set to "good environmental status" or "good ecological potential" Implementation of all relevant measures to achieve the environmental objective, as laid out and monitored through the relevant license.The Water Framework Directive is implemented through "Vannforskriften" in Norway. Both hydropower plants are subject to the regulations governing the upstream Nelaug Dam, which is licensed and subject to reginal water management. Bøylefoss and Flatenfoss are run-of-river plants in a fully regulated watercourse. According to Agder's regional water management plan, the water bodies' objectives are set to achieve "good ecological potential" by 2027. AFK Vannkraft are dependent on measures taken downstream of Bøylefoss for anadromous fish to be able to migrate upstream for Bøylefoss and Flatenfoss. Until such measures are implemented downstream, AFK Vannkraft are only imposed a yearly duty to investigate whether measures are taken downstream. This is done regularly and we assess that AFK Vannkraft has conducted all relevant measures required to comply with the criteria. B&E: Environmental impact assessments are carried out on an annual basis for both plants in relation to concession and permit. Mitigation measures are implemented within the time constraints of the concession/permit. None of the plants are in or near biodiversity-sensitive areas. However, measures have been taken to accommodate eels, should it return to the waterways. Measures are also in place to support salmon spawning downstream at Bøylefoss. As such, the criteria listed in appendix D are considered met. Eligibility See description of the activity in activity 4.5 contributing to CCM above. Additionally, a climate risk assessment is conducted in line with Appendix A, and an expenditure plan has been set up to implement adaptation solutions to reduce the activity's most significant physical climate risks. Eligible, not aligned The physical and non-physical solutions that have been identified during the climate risk assessment have not yet been implemented and therefore
4.5
| 4.5 Electricity generation from hydro power (CCM) |
significant physical climate risks. | |||
|---|---|---|---|---|
| Substantial contribution |
The physical and non-physical solutions that have been identified during the climate risk assessment have not yet been implemented and therefore the criteria for substantial contribution is considered not met. |
|||
| DNSH | The criteria for DNSH have not been assessed as the economic activity does not comply with the substantial contribution criteria. |
| 6.5 Transport by motorbikes, passenger cars and light commercial vehicles (CCM) |
Eligibility | Two new operational vehicles were purchased for Bøylefoss in 2024. | Eligible, not aligned |
|
|---|---|---|---|---|
| Substantial The two new vehicles for Bøylefoss are not low- or zero-emissions light-duty vehicles contribution and are therefore the criteria for substantial contribution is considered not met. |
||||
| DNSH | The criteria for DNSH have not been assessed as the economic activity does not comply with the substantial contribution criteria. |
|||
| 7.2 Renovation of existing buildings (CCA) |
Eligibility | AFK Vannkraft is conducting a façade rehabilitation at the Bøylefoss power plant. A physical climate risk assessment has been conducted across in accordance with the requirements in Appendix A. The assessment was performed in 2024, and the physical risks listed in Appendix A were analysed at the economic activity level. The façade rehabilitation has implemented physical and non-physical adaptation solutions that substantially reduce the most important physical climate risks material to the activity. The material climate risks are identified based on the list set out in Appendix A. The activity is therefore assessed as eligible. |
Eligible, not aligned |
|
| Substantial contribution |
In 2024, the paint was replaced on the exterior of the buildings to ensure better adhe sion and crack sealing. Silicate paint is now used: it is unorganic, does not emit volatile gases, and is ideal for indoor climates but only suitable for clean masonry or plaster. It requires special protection during application due to its basic nature. This paint does not comply with the criteria for substantial contribution. |
|||
| DNSH | The criteria for DNSH have not been assessed as the economic activity does not comply with the substantial contribution criteria. |
|||
| 7.2 Renovation of existing buildings (CCM) |
Eligibility | AFK Vannkraft is conducting a façade rehabilitation at the Bøylefoss power plant that will, over the next year, encompass 100% of the exterior walls and windows. In 2024, 60% of the building has been rehabilitated, and everything has been reused. |
Eligible, not aligned |
|
| Substantial contribution |
The renovation work complies with the definition for 'major renovations' of buildings from Directive 2010/31/EU, as more than 25% of the surface of the building envelope underwent renovation in 2024. Since the building is considered to be a cultural heri tage and protected building, there are restrictions on which measures AFK Vannkraft can implement, affecting the potential for increasing the energy performance. Due to these limitations, AFK Vannkraft has not assessed the renovation as compliant with the substantial contribution requirement. |
|||
| DNSH | The criteria for DNSH have not been assessed as the economic activity does not comply with the substantial contribution criteria. |
|||
| 3.2 Renovation of existing buildings (CE) |
Eligibility | See eligibility description from activity 7.2 contributing to CCA above. | Eligible, not aligned |
|
| Substantial contribution |
The life-cycle global warming potential (GWP) has not been calculated, and the activity does therefore not fulfill the criteria for substantial contribution. |
|||
| DNSH | The criteria for DNSH have not been assessed because the economic activity does not comply with the substantial contribution criteria. The activity therefore reported as eligible, not aligned. |
| Economic activity |
Type of assessment |
Interpretation and assessment |
Conclusion |
|---|---|---|---|
| 7.1 Construction of new buildings (CCM) |
Eligibility | AFK Eiendom is developing the Bryggebyen residential project, financing and executing it for future sale. They are also developing an annex to a commercial building at Bølevegen 4, financing and executing it. Additionally, AFK EIendom is devel oping a new commercial building for Kitron's headquarters and production facilities. |
Eligible, not aligned |
| Substantial contribution |
The calculated Primary Energy Demand (PED) of the buildings are not 10% lower than the defined threshold for nearly zero-energy building (NZEB) requirements, and the substantial contribution criteria is not considered met. Additional requirements related to airtightness and thermal integrity have not been calculated, and the activity does therefore not fulfill the criteria for substantial contribution. |
||
| DNSH | Since the economic activity does not fulfill the criteria for substantial contribution, a complete assessment of the DNSH criteria has not yet been carried out. |
| Economic activity |
Type of assessment |
Interpretation and assessment |
Conclusion |
|---|---|---|---|
| 9.2 Close to market research, development and innovation (CCA) |
Eligibility | Edge by Kontali provides a collection of seafood data, giving users access to world-leading data insights with millions of data points 24/7. The platform covers a large variety of seafood species and industries, closely following value chains end to end and covering global trends with detailed in-depth analyses and research. Kontali delivers reports to decision-makers worldwide, both in the private and public sectors. |
Eligible, not aligned |
| Substantial contribution |
The activity does not meet the adaptation criteria or the use of best available science and does therefore not fulfill the criteria for substantial contribution. As a result, the activity is reported as eligible, not aligned. |
||
| DNSH | Since the economic activity does not fulfill the criteria for substantial contribution, a complete assessment of the DNSH criteria has not yet been carried out. |
||
| 8.2 Data-driven solutions for GHG emissions reductions (CCM) |
Eligibility | Veyt is the global insights business for all significant low carbon markets and renew able energy. Veyt's platform offers independent and neutral market intelligence, cov ering green certificates for power and gas and carbon markets. The aim is to simplify these complex markets to make informed decisions and positively contribute to the global net-zero transformation, supporting firms by providing price benchmarking, insights and analytics. As such, the activity is predominantly aimed at the provision of data and analytics enabling GHG emission reductions. |
Eligible, not aligned |
| Substantial contribution |
Veyt's solution substantially contributes to GHG emission reductions by enabling the energy market to efficiently source renewable energy as the only source of their energy consumption. The documentation requirement regarding life-cycle GHG emissions calculation has not been fulfilled, hence the substantial contribution criteria is considered not met. |
||
| DNSH | Since the activity does not meet the substantial contribution criteria, a complete assessment of the DNSH criteria has not been carried out. It is therefore reported as eligible, not aligned. |
| Eligibility | See description of activity 7.1 regarding CCM above. A climate risk assessment has been carried out and an expenditure plan for adaptation solutions is implemented for Bryggebyen and Bølevegen 4, in accordance with Appendix A. As a result, Bryggebyen, Bølevegen 4 and Kitron's headquarters are considered eligible under climate change adaptation. |
Eligible, not aligned |
|---|---|---|
| Substantial contribution |
The implemented adaptation solutions do not meet the criteria for not adversely affecting the adaptation efforts or the level of resilience to physical climate risks of other people, nature, cultural heritage, assets, and other economic activities. As a result of this, the substantial contribution criteria are considered not met. |
|
| DNSH | The criteria for DNSH have not been assessed as the economic activity does not comply with the substantial contribution criteria. |
|
| Eligibility | See eligibility description from activity 7.1 regarding CCM above. | Eligible, not aligned |
| Substantial contribution |
The life-cycle global warming potential (GWP) has not been calculated, and the activity does therefore not fulfill the criteria for substantial contribution. |
|
| DNSH | Since the economic activity does not fulfill the criteria for substantial contribution, a complete assessment of the DNSH criteria has not yet been carried out. |
|
| Eligibility | AFK EIendom owns several properties and exercises ownership of these real estates. This includes the properties at Steinodden, Bedriftsveien 17, Gullknapp, Bølevegen 4, and Bryggebyen Vindholmen. |
Eligible, not aligned |
| Substantial contribution |
None of the buildings have an Energy Performance Certificate (EPC) class A, nor are any of them within the 15% of the national or regional building stock expressed as operational Primary Energy Demand (PED) and the substantial contribution criteria are not considered to be met. |
|
| 7.1 Construction of new buildings (CCA) |
Eligibility | See description of activity 7.1 regarding CCM above. A climate risk assessment has been carried out and an expenditure plan for adaptation solutions is implemented for Bryggebyen and Bølevegen 4, in accordance with Appendix A. As a result, Bryggebyen, Bølevegen 4 and Kitron's headquarters are considered eligible under climate change adaptation. |
|---|---|---|
| Substantial contribution |
The implemented adaptation solutions do not meet the criteria for not adversely affecting the adaptation efforts or the level of resilience to physical climate risks of other people, nature, cultural heritage, assets, and other economic activities. As a result of this, the substantial contribution criteria are considered not met. |
|
| DNSH | The criteria for DNSH have not been assessed as the economic activity does not comply with the substantial contribution criteria. |
|
| 3.1 Construction of new buildings (CE) |
Eligibility | See eligibility description from activity 7.1 regarding CCM above. |
| Substantial contribution |
The life-cycle global warming potential (GWP) has not been calculated, and the activity does therefore not fulfill the criteria for substantial contribution. |
|
| DNSH | Since the economic activity does not fulfill the criteria for substantial contribution, a complete assessment of the DNSH criteria has not yet been carried out. |
|
| 7.7 Acquisition and ownership of buildings (CCM) |
Eligibility | AFK EIendom owns several properties and exercises ownership of these real estates. This includes the properties at Steinodden, Bedriftsveien 17, Gullknapp, Bølevegen 4, and Bryggebyen Vindholmen. |
| Substantial contribution |
None of the buildings have an Energy Performance Certificate (EPC) class A, nor are any of them within the 15% of the national or regional building stock expressed as operational Primary Energy Demand (PED) and the substantial contribution criteria are not considered to be met. |
|
| DNSH | Since the economic activity does not fulfill the criteria for substantial contribution, a complete assessment of the DNSH criteria has not yet been carried out. |
a complete assessment of the DNSH criteria has not yet been carried out.
| Economic activity |
Type of assessment |
Interpretation and assessment |
Conclusion |
|---|---|---|---|
| 3.6 Manufacture of other low carbon technologies (CCM) |
Eligibility | Manufacturing of induction power generators for a wide range of applications includ ing brazing, welding and bonding. The activity enables customers to lower own emis sions in production processes and enable manufacturing of low carbon technologies. |
Eligible, not aligned |
| Substantial contribution |
The purpose of the applications is to strengthen the material structure, durability, and lifetime of metal components, all with high accuracy and repeatability, and replacing alternative technologies with traditional methods such as manual work with flame and gas. As of today, the criteria are not yet fulfilled, as no documentation on the life-cycle GHG emissions savings are available at this point. However, the assumption is that induction is the economically best solution for several applications available on the market. |
||
| DNSH | Since the economic activity does not fulfill the criteria for substantial contribution, a complete assessment of the DNSH criteria has not yet been carried out. |
||
| 6.15 Infrastructure enabling low-carbon road transport and public transport (CCM) |
Eligibility | Manufacturing of wireless charging systems for electric-driven buses, heavy-duty vehicles, and ferries for public transportation. Wireless charging based on inductive power transfer offers a higher utilisation of the available charging time, increased safety, and unprecedented system reliability. ENRX's charging solutions may result in less maintenance and no cabling requirements. |
Eligible, not aligned |
| Substantial contribution |
The wireless charging systems for buses, heavy-duty industrial vehicles and public ferries are used as electric charging points for zero tailpipe emissions. In addition, the wireless charging systems for heavy duty industrial vehicles are not dedicated to the transport of fossil fuels. Therefore, the criteria for substantial contribution are consid ered met. |
||
| DNSH | As the economic activity does not meet the DNSH criteria for all environmental objectives, a comprehensive evaluation of the DNSH criteria has not been conducted at this time. |
||
| 5.2 Sale of spare parts (CE) |
Eligibility | Sale of spare parts to support lifetime extensions of ENRX's systems. In addition to refurbishing and upgrading existing installations, spare parts are sold to exceed the baseline by up to 25 years. |
Eligible, not aligned |
| Substantial contribution |
The activity does not fulfill the criteria for packaging and does therefore not meet the substantial contribution criteria. |
||
| DNSH | Since the activity does not meet the substantial contribution criteria, a complete assessment of the DNSH criteria has not been carried out. It is therefore not reported as aligned. |
||
| 7.6 Installation, maintenance and repair of renewable energy technologies (CCM) |
Eligibility | A photovoltaic facility has been installed on the building of the site in Przyszowice. This generates the electricity for the building. |
Eligible, not aligned |
| Substantial contribution |
The activity involves installation, maintenance and repair of solar photovoltaic systems and the ancillary technical equipment, and therefore meets the substantial contribution criteria. |
||
| DNSH | A climate risk and vulnerability assessment of the most important physical climate risks has been performed. However, there is no plan in place that specifies how and when adaptation solutions will be implemented to mitigate these risks. Therefore, this activity is assessed as not aligned. |
||
| 6.5 Transport by motorbikes, passenger cars and light commercial vehicles (CCM) |
Eligibility | Some subsidiaries in ENRX own or lease cars, buses or vans and utilise them to trans port small goods or passengers. |
Eligible, not aligned |
| Substantial contribution |
The activity does not meet the criteria for low- and zero-emission vehicles and does therefore not meet the substantial contribution criteria. |
||
| DNSH | Since the activity does not meet the substantial contribution criteria, a complete assessment of the DNSH criteria has not been carried out. It is therefore not reported as aligned. |
| 5.5 Product-as a-service and other circu lar use-and result-oriented service models (CE) |
Eligibility | ENRX offers some products for rent, allowing customers to utilise them for a limited time without the need for a one-time purchase. This activity also comes with operational support if requested by the customer. |
Eligible, not aligned |
|---|---|---|---|
| Substantial contribution |
The activity meets the criteria regarding terms and conditions for use and lifespan and intensity. However, the activity falls short in meeting the criteria for packaging. Therefore, the substantial contribution criteria are not met. |
||
| DNSH | Since the activity does not meet the substantial contribution criteria, a complete assessment of the DNSH criteria has not been carried out. It is therefore not reported as aligned. |
||
| 5.1 Repair, refurbishment and remanu facturing (CE) |
Eligibility | ENRX repairs products and parts of products for customers as well refurbishing machines delivered, both electrically and mechanically to extend lifetime and/or repurpose usage. |
Eligible, not aligned |
| Substantial contribution |
The repair or refurbishment of products for our customers is aimed at lifetime exten sion and/or repurposing. However, the activity does not meet the criteria for a waste management plan. Therefore, the substantial contribution criteria are not met. |
||
| DNSH | Since the activity does not meet the substantial contribution criteria, a complete assessment of the DNSH criteria has not been carried out. It is therefore not reported as aligned. |
||
| 7.1 Construction of |
Eligibility | AFK Eiendom is constructing an annex to the existing office building at Bolevegen 4, which is being leased by ENRX. ENRX has operational expenditures related to the annex. |
Eligible, not aligned |
| new buildings (CCM) |
Substantial contribution |
See assessment provided for activity 7.1 Construction of new buildings in the section for AFK Eiendom. |
|
| 3.1 | Eligibility | See activity description of activity 7.1 regarding CCM above. | Eligible, |
| Construction of new buildings (CE) |
Substantial contribution |
AFK Eiendom is engaged in the construction. See the assessment provided for activity 7.1 Construction of new buildings in the section for AFK Eiendom. |
not aligned |
| 7.2 Renovation |
Eligibility | ENRX is involved in the general renovation of the offices as well as the construction of new offices. This includes energy improvements of the whole building. |
Eligible, not aligned |
| of existing buildings (CCM) |
Substantial contribution |
The renovations performed have resulted in a reduction in energy demand of 28%, which is not compliant with the criteria of substantial contribution. In addition, due to lack of documentation, ENRX cannot conclude that the building renovations comply with the applicable requirements for major renovations. Therefore, the substantial contribution criteria are considered not met. |
|
| DNSH | Since the activity does not meet the substantial contribution criteria, a complete assessment of the DNSH criteria has not been carried out. It is therefore not reported as aligned. |
||
| 3.2 | Eligibility | See description of the activity under 7.2 CCM. | Eligible, |
| Renovation of existing buildings |
Substantial contribution |
The global warming potential has not been calculated, and the activity does therefore not meet the substantial contribution criteria. |
not aligned |
| (CE) | DNSH | Since the activity does not meet the substantial contribution criteria, a complete assessment of the DNSH criteria has not been carried out. It is therefore not reported as aligned. |
|
| 7.7 Acquisition and ownership of buildings (CCM) |
Eligibility | ENRX leases Bølevegen 4, consisting of offices, production facility and storage space. The property is formally owned by AFK Eiendom but is leased through a bare-house agreement where ENRX is responsible for maintenance and repair and risks related to the building. ENRX is considered eligible as a right-of-use asset is recognised in the balance sheet in accordance with IFRS 16. |
Eligible, not aligned |
| ENRX also owns the property and building of its site in India, Bengaluru and in Przyszowice, Poland. |
|||
| Substantial contribution |
AFK Eiendom have performed the alignment assessment for Bølevegen 4 as they are the legal owners of the property. See assessment provided for activity 7.7 Acquisition and ownership of buildings in the section for AFK Eiendom. |
||
| The buildings in Bengaluru and Przyszowice do not meet the requirements regarding energy performance certificate or primary energy demand. Therefore, the activity does not meet the substantial contribution criteria. |
|||
| DNSH | AFK Eiendom have performed the alignment assessment for Bølevegen 4 as they are the legal owners of the property. See assessment provided for activity 7.7 Acquisition and ownership of buildings in the section for AFK Eiendom. |
||
| There has not been performed an assessment according to Appendix A for the build ing in Bengaluru or Przyszowice, and the DNSH criteria are therefore not fulfilled. As a |
result, the activity is reported as not aligned.
| Economic activity |
Type of assessment |
Interpretation and assessment |
Conclusion | ||
|---|---|---|---|---|---|
| 7.7 Acquisition and ownership of buildings (CCM) |
Eligibility | NSSLGlobal leases their headquarters building in Redhill. The lease was renewed during the summer of 2024. NSSLGlobal is considered eligible as a right-of-use asset is recognised in the balance sheet in accordance with IFRS 16. |
Eligible, not aligned |
||
| Substantial contribution |
The building does not have an EPC class A, nor is it within the 15% of the national or regional building stock expressed as operational Primary Energy Demand (PED). Therefore, the substantial contribution criteria are not considered met. |
||||
| DNSH | CCA: A Physical climate risk assessment has been conducted in accordance with the requirements in Appendix A. The assessment was performed in 2024, and the physical risks listed in Appendix A were analysed at the economic activity level. Since the eco nomic activity does not fulfill the criteria for substantial contribution, the activity will not be able to be aligned, even if the DNSH criteria are fulfilled. |
||||
| 7.4 Installation, maintenance and repair of charging sta tions for elec tric vehicles in buildings (and parking spaces attached to buildings) (CCM) |
Eligibility | NSSLGlobal have electric vehicle (EV) charging points fitted at three locations for use by staff and visitors. For the EV charging points at three locations operated by NSSLGlobal, this entails installation, maintenance or repair of charging stations. |
|||
| Substantial contribution |
|||||
| DNSH | CCA: A climate risk and vulnerability assessment of the most important physical climate risks has been performed. However, there is no plan in place that specifies how and when adaptation solutions will be implemented to mitigate these risks. Therefore, this activity is assessed as not aligned. |
||||
| 6.5 Transport by |
Eligibility | NSSLGlobal own six small to medium work vans. The vans were purchased in 2023 or earlier, but annual maintenance on the vehicles have been conducted. |
Eligible, not aligned |
||
| motorbikes, passenger cars and light |
Substantial contribution |
For their EVs, only the substantial contribution criteria are fulfilled, as the specific emissions of CO2 are lower than 50gCO2 /km. As a result, the EVs are compliant with the substantial contribution criteria and will be further assessed for DNSH. |
|||
| commercial vehicles (CCM) |
For their non-electric vehicles, the substantial contribution criteria are considered not compliant and there will not be performed assessment of DNSH for these vehicles. |
||||
| DNSH | CCA: A physical climate risk assessment has been conducted in accordance with the requirements in Appendix A. The assessment was performed in 2024, and the physical risks listed in Appendix A were analysed at the economic activity level. |
||||
| CE: For their EVs, the vehicles are reusable or recyclable to a minimum of 85% by weight. There are measures in place to manage waste in the end-of-life of the fleet and for the reuse and recycling of batteries and electronics, which are outsourced to certified car maintenance contractor who comply with UK law. However, the vehicles are not of categories M1 and N1 and are therefore not compliant with the DNSH criteria under Circular Economy. As a result, the economic activity is assessed to be eligible, not aligned. |
|||||
| P&C: The EVs comply with the most recent applicable stage of the Euro 6 light-duty emission type-approval set out in Regulation No. 715/2007. |
|||||
| 4.1 Provision of IT/OT data-driven solutions CE) |
Eligibility | NSSLGlobal installs, deploys, maintains, repairs and provides support for operational NAVCOM and SATCOM equipment. |
Eligible, not aligned |
||
| Substantial contribution |
The IT/OT data-driven solutions do not include sensors, data collection and communications equipment, data repository or software. Therefore, the substantial contribution criteria are not fulfilled. |
||||
| DNSH | Since the activity does not meet the substantial contribution criteria, a complete assessment of the DNSH criteria has not been carried out. It is therefore not reported as aligned. |
| turing, warehousing, transportation, and product use. | |
|---|---|
| along the value chain, thereby reducing GHG emissions related to materials, manufac | |
| are critical for GHG emissions. These powders aim to enhance resource efficiency | |
| (argon and a secondary gas like helium, nitrogen, hydrogen, or oxygen), none of which | |
| Molding, and Binder Jetting. The systems only release the powder and plasma gases | |
| to create and sell spherical powders for Additive Manufacturing, Metal Injection | |
| Economic activity |
Type of assessment |
Interpretation and assessment |
Conclusion |
|---|---|---|---|
| 3.6 Manufacture of other low carbon tech nologies (CCM) |
Eligibility | Production of additive material powders involves using proprietary plasma processes to create and sell spherical powders for Additive Manufacturing, Metal Injection Molding, and Binder Jetting. The systems only release the powder and plasma gases (argon and a secondary gas like helium, nitrogen, hydrogen, or oxygen), none of which are critical for GHG emissions. These powders aim to enhance resource efficiency along the value chain, thereby reducing GHG emissions related to materials, manufac turing, warehousing, transportation, and product use. |
|
| Substantial contribution |
Additive Manufacturing (AM) can significantly reduce GHG emissions compared to traditional manufacturing methods by cutting carbon emissions in four key areas: materials, manufacturing, warehousing, and transportation. |
||
| Materials: AM uses only the necessary material, generating minimal scrap. For example, Airbus reports a fly-to-buy ratio of 10:1, while AM can achieve a ratio closer to 1, especially with recyclable unused powder. |
|||
| Manufacturing: AM allows for the design of lighter, stronger, and more efficient parts compared to their traditional counterparts, leading to reduced fuel consumption and emissions, particularly for small production runs and custom parts. |
|||
| Warehousing: On-demand production with 3D printing reduces the need for storage space and the associated energy for temperature, humidity, and lighting control, low ering the carbon footprint of logistics, which accounts for 5.5% to 13% of global GHG emissions. |
|||
| Transportation: Localised production with 3D printers reduces the need for long-dis tance transportation, significantly impacting GHG emissions, as the transport sector accounts for over 23% of global CO2 emissions. |
|||
| Laser powder bed fusion, metal injection molding, electron-beam powder bed fusion and direct energy deposition are considered as equivalent in terms of GHG footprint. These AM technologies are considered as the counterpart of conventional machining. |
|||
| AM also enables the production of parts that conventional machining cannot, reducing the buy-to-fly ratio by over 75% and part weight by another 65% with design optimi zation. |
|||
| Currently, Tekna does not have a life-cycle GHG emission savings analysis available. Therefore, the additive powders segment is not considered compliant with the sub stantial contribution requirement. |
|||
| DNSH | CCA: A physical climate risk assessment has been conducted in accordance with the requirements in Appendix A. The assessment was performed in 2024, and the physical risks listed in Appendix A were analysed at the economic activity level. |
||
| W&M: A water impact assessment, conducted per Appendix B, ensures that water is filtered before returning to the sewers. Annual quality checks on wastewater from Tekna Plasma Systems Inc's powder production facilities confirm compliance with Sherbrooke's wastewater standards. |
|||
| CE: Tekna evaluates availability and employs techniques for reusing secondary raw materials, designing for durability, recyclability, disassembly, and adaptability, and managing waste and traceability of substances throughout product lifecycles. Metals, particularly aluminium alloys, have high recyclability, with ingots containing 6% recy cled materials. Tekna's next step is to conduct quality tests on recycled feedstock to ensure it meets client standards. |
|||
| P&C: An assessment per Appendix C confirms that all substances and chemicals used in Tekna's operations comply with regulations. Tekna has compiled a list of controlled and banned substances and verified compliance with the laboratory team and build ing manager. |
|||
| B&E: An assessment has been conducted in accordance with Appendix D. This assess ment shows that none of Tekna's operation sites are in or near biodiversity-sensitive areas. |
| 3.6 Manufacture of other low |
Eligibility | Production of turnkey plasma systems involves creating Inductively Coupled Plasma systems and auxiliary equipment like power feeders, probes, and powder washing sys tems. These turnkey systems develop new materials and optimise material character |
Eligible, not aligned |
DNSH | CCA: A physical climate risk assessment has been conducted in accordance with the requirements in Appendix A. The assessment was performed in 2024, and the physical risks listed in Appendix A were analysed at the economic activity level. |
|||
|---|---|---|---|---|---|---|---|---|
| carbon tech nologies (CCM) |
istics (spheroidisation) without releasing harmful constituents. Only the material and plasma gases (argon and a secondary gas like helium, nitrogen, hydrogen, or oxygen) are released, which are not critical for GHG emissions. This method is more efficient than alternative chemical processes that generate byproducts, aiming to improve the |
Sherbrooke's wastewater standards. | W&M: A water impact assessment, conducted per Appendix B, ensures that water is filtered before returning to the sewers. Annual quality checks on wastewater from Tekna Plasma Systems Inc's powder production facilities confirm compliance with |
|||||
| Substantial contribution |
efficiency of the finished product. Induction plasma units sold to customers are designed for nano powder synthesis or powder spheroidisation and come in various power levels based on throughput needs. These systems only release the powder and plasma gases (argon and a secondary gas |
CE: Tekna adopts techniques for reusing secondary raw materials, designing for dura bility, recyclability, disassembly, and adaptability, managing waste, and tracing sub stances throughout product lifecycles. PlasmaSonic wind tunnels, with an expected lifespan of over 25 years, have more than 90% recyclable components. |
||||||
| like helium, nitrogen, hydrogen, or oxygen), none of which are critical for GHG emis sions. As an electricity-intensive technology, the energy mix used significantly impacts the carbon footprint, although the technology itself is clean. No other technologies on the market can perform the same functions as induction plasma for these applica tions, as confirmed by tender calls where Tekna faces no competing technologies, only similar induction plasma solutions. Currently, Tekna does not have a life-cycle GHG emission savings analysis available. Therefore, the plasma systems segment is not considered compliant with the sub |
ing manager. | P&C: An assessment per Appendix C confirms that all substances and chemicals used in Tekna's operations comply with regulations. Tekna has compiled a list of controlled and banned substances and verified compliance with the laboratory team and build |
||||||
| areas. | B&E: An assessment has been conducted in accordance with Appendix D. This assess ment shows that none of Tekna's operation sites are in or near biodiversity-sensitive |
|||||||
| DNSH | stantial contribution requirement. Since the economic activity does not fulfill the criteria for substantial contribution, a complete assessment of the DNSH criteria has not been carried out. |
3.6 Manufacture of other low |
Eligibility | With the development and production of nano materials for Multi-Layer Ceramic Capacitors (MLCC), Tekna uses proprietary plasma technology to produce and sell nano-sized metal powders for MLCC applications. The systems only release the |
Eligible, not aligned |
|||
| 3.6 Manufacture of other low carbon technologies (CCM) |
Eligibility | With the production of PlasmaSonic wind tunnels, Tekna designs, manufactures, and sells wind tunnels that simulate hypersonic conditions for scientific research, such as space tourism and hypersonic flight. These wind tunnels allow for material testing in a |
carbon tech nologies (CCM) |
powder and plasma gases (argon and a secondary gas like helium, nitrogen, hydrogen, or oxygen), none of which are critical for GHG emissions. Tekna's nano-sized materials enable electrification and downsizing of electrical components, thereby contributing to GHG emission reductions. |
||||
| controlled environment, significantly reducing emissions compared to space testing by avoiding fuel combustion and atmospheric contamination (metal particles creating a greenhouse effect). |
Substantial contribution |
The documentation requirement for life-cycle GHG emissions calculation has not been fulfilled; therefore, the substantial contribution criteria are considered not met. |
||||||
| Substantial contribution |
Ground testing facilities, combined with computational models, simulate space re-entry conditions to develop heat shields from specialised materials. Various ground testing technologies exist with specific operational ranges (temperature, velocity, heat flux, test duration, gas composition, etc.), making GHG emissions comparisons diffi cult. Flight testing, involving launching sounding rockets at high altitudes or into space, |
DNSH | Since the economic activity does not fulfill the criteria for substantial contribution, a complete assessment of the DNSH criteria has not been carried out. We are unaware of any such breaches and have not |
|||||
| is the counterpart of Tekna's PlasmaSonic technology in terms of GHG emissions for developing supersonic vehicles. Flight testing involve launching sounding rockets at very high altitude or even in space. While data on large rockets emissions are available, sounding rockets are niche and very little has been published. Depending on the fuel used, combustion by-products like CO2 , soot, NOx and water vapour are generated in various concentrations, along with unburnt fuel expelled. The fact that important amounts of combustion by-prod ucts are released in a short period of time and in a concentrated area up to >15km altitude (in opposition with commercial aircraft flying for thousands of kilometres at <10km altitude) can severely impact wetlands and habitat nearby launching pads. Furthermore, spaceflight is the only direct human cause of pollution above about 20km altitude. Scientists recently found the stratosphere is peppered with particles containing metals vaporised from the re-entry of satellites and rocket boosters. Also, water vapour released in the stratosphere can act as a greenhouse gas while black soot particles can linger for years, acting like an umbrella, absorbing solar radiation. |
MINIMUM SAFEGUARDS Minimum safeguard requirements are defined in article 18 of the EU Taxonomy regulation, according to which an undertaking shall implement procedures to ensure the alignment with: • The OECD Guidelines for Multinational Enterprises ("OECD Guidelines") • The UN Guiding Principles on Business and Human Rights (UNGPs), including the principles and rights set out in the eight fundamental conventions identified in the Declaration of the International Labour Organisation on |
faced court convictions or allegations from the OECD National Contact Points or the Business and Human Rights Resource Center. Our assessment indicates that the Group Compliance Handbook and policies meet min imum social safeguards, establishing adequate human rights due diligence processes as per UNGPs and OECD Guidelines. Therefore, we believe all of the portfolio com panies within Arendal Fossekompani Group are compli ant with the requirements for minimum safeguards. The Compliance Handbook mandates company-wide risk assessments on Responsible Business Conduct, |
||||||
| PlasmaSonic wind tunnels are believed to provide substantial life-cycle GHG emission savings compared to flight testing. However, the substantial contribution criteria are |
addressing social matters, human rights, anti-brib Fundamental Principles and Rights at Work ery, tax, consumer rights, and competition. Arendals |
not considered met due to the lack of third-party verified documentation demonstrat-
ing life-cycle GHG emission savings.
• The International Bill of Human Rights
The minimum safeguards establish social and governance criteria to ensure that environmentally beneficial activities do not negatively impact broader objectives. Key factors considered in these safeguards include human rights (including labour rights), tax compliance, anti-bribery and corruption measures, and fair business practices. As previously mentioned, the assessment of minimum safeguards was performed by each portfolio company.
Significant breaches of business conduct principles must be reported to Arendals Fossekompani.
ery, tax, consumer rights, and competition. Arendals Fossekompani's policies are accessible to employees and stakeholders, with onboarding training and whistleblowing channels. Companies under the Transparency Act must also conduct risk assessments and report on adverse impacts.
AFK Vannkraft and AFK Eiendom jointly assessed compliance with minimum safeguards, incorporating OECD Guidelines and Due Diligence Guidance into the Group's Compliance Handbook. Their policies, including the Code of Conduct and Business Partner Code of Conduct, affirm commitment to internationally recognised human rights.
Alytic's activities comply with minimum safeguards, adhering to human rights requirements and maintaining a zero-tolerance policy for corruption, with no reported cases in 2024. Alytic commits to fair competition and compliance with competition laws. ENRX also meets minimum safeguards, complying with human rights standards and anti-corruption laws, with no reported corruption cases in 2024. The company ensures adherence to competition laws and tax regulations.
NSSLGlobal aligns with minimum safeguards, enforcing a zero-tolerance policy towards corruption and ensuring compliance with human rights and competition laws, with no reported incidents in 2024.
Tekna's activities adhere to minimum safeguards, respecting human rights and maintaining a zero-tolerance policy for corruption, with no known cases in 2024. The company is committed to fair competition and has not faced significant disputes related to competition law.
Our accounting methodology for calculating and determining the key performance indicators (KPIs) disclosed under the EU Taxonomy Regulation adheres to the requirements set forth in the EU Commission Delegated Regulation 2178/2021. In compliance with this regulation, Arendals Fossekompani reports on turnover, CapEx, and OpEx for both aligned and eligible, but not aligned, economic activities.
Throughout 2024, Arendals Fossekompani developed and refined its methodology for calculating KPIs in accordance with the latest developments and guidance from the European Commission regarding the EU Taxonomy Regulation. The approaches and methodologies used for KPI calculations have been adjusted to ensure accurate reporting across all six environmental objectives. We will continue to refine our approach to facilitate assurance for the next year. In addition, Ampwell and Volue are not included in the 2024 report due to divestments. As a result of the changes to scope and methodologies, the reported EU Taxonomy KPIs from 2023 are not comparable to the 2024 results.
Intercompany transactions have been eliminated in the KPIs. Further, joint ventures and associated companies are not included in KPIs, as they are not consolidated in the group's financial statements.
To ensure compliance with the EU Taxonomy Regulation, we have implemented preventive measures to avoid any dual allocation of the numerator for turnover, CapEx, and OpEx, thereby preventing double counting. Where applicable, companies within the Group have utilised allocation keys based on available data to calculate KPIs, including turnover, CapEx, and OpEx. In some cases,
non-financial metrics have been used as the basis for the allocation key. However, when such metrics are unavailable, financial metrics (revenue-based) have been employed.
Throughout 2024, Arendals Fossekompani has not issued new green bonds nor distributed previously issued green bonds for the purpose of financing Taxonomy-aligned economic activities. Therefore, Arendals Fossekompani believes there is no need for an adjusted turnover KPI to avoid double counting.
The proportion of turnover that is aligned and the turnover that is eligible but not aligned is determined by taking the net turnover from products and services linked to both aligned activities, and eligible but not aligned activities. This amount is then divided by the Group's total net turnover, as outlined in the EU Commission Delegated Act 2178/2021.
The EU Taxonomy defines turnover as revenue recognised pursuant to IAS 1 paragraph 82(a). For Arendals Fossekompani Group and its portfolio companies, IFRS 15 Revenues from contracts with customers constitutes most of the EU Taxonomy turnover. See note 1 for the related information in the financial statement.
Turnover from economic activities contributing to climate change adaptation that are not enabling are excluded from the KPI in line with the Disclosure Delegated Act Annex I, section 1.1.1. Additionally, turnover from governmental grants have been excluded, and there has been no revenue from non-current assets held for sale during 2024. For the most part, turnover is determined using project or activity codes directly linked to specific items in the financial accounts.
The aligned turnover for 2024 is broken down as follows:
| Turnover (TNOK) | Total (in TNOK) |
|---|---|
| Revenue from contracts with customers | 361 053 |
| Other sources of income | 19 527 |
| Adjustments and eliminations | -15 054 |
| Sum | 365 526 |
All intercompany revenue has been eliminated from the KPI and related information. In total, turnover pursued for Arendals Fossekompani's internal consumption amounts to TNOK 1 213.
The share of Arendals Fossekompani's aligned, and eligible, not aligned CapEx is calculated as CapEx associated with aligned, and eligible, not aligned economic activities divided by Arendals Fossekompani's total CapEx, as defined in the EU Commission Delegated Act 2178/2021.
CapEx covers additions to tangible and intangible assets during the financial year, considered before depreciation, amortisation and any re-measurement, including those resulted from revaluations and impairments. Consequently, CapEx includes costs accounted in the following IFRS-standards: IAS 16 Property, Plant and Equipment, IAS 38 Intangible Assets, IAS 40 Investment Property, IAS 41 Agriculture and IFRS 16 Leases. These standards have served as basis for Arendals Fossekompani's allocation of CapEx to the denominator and numerator. Goodwill acquired from business combinations are not included. See note 5 and 6 for the related information in the financial statement.
The numerator of the CapEx KPI includes capital expenditures directly linked to processes and assets associated with Taxonomy-eligible and aligned economic activities, as outlined in letter (a). Additionally, it encompasses capital expenditures for purchasing outputs from Taxonomy-aligned activities that facilitate the transition to low-carbon operations or contribute to greenhouse gas reduction, as specified in letter (c) of the EU Commission Delegated Act 2178, section 1.1.2.2.
Some capital expenditures are specific to single activities and are recorded on project basis, such as research and development and new constructions. When specific information is not available, capital expenditures are allocated using a financial metric, specifically a revenue-based allocation key. As of 2024, Arendals Fossekompani does not have any material capital expenditures related to a CapEx plan.
The aligned CapEx for 2024 is broken down as following for activity 4.5 Electricity generation from hydropower (CCM):
| CapEx | Total (in TNOK) |
|---|---|
| Additions to property, plant and equipment | 6 617 |
| Sum | 6 617 |
None of the reported CapEx for 2024 comes from business combinations.
The share of Arendals Fossekompani's aligned and eligible, but not aligned, OpEx is calculated as the OpEx associated with aligned and eligible, but not aligned, economic activities divided by Arendals Fossekompani's total OpEx, as defined in the EU Commission Delegated Act 2178/2021.
OpEx is defined as direct non-capitalized costs related to research and development, building renovation measures, short-term leases, maintenance and repair, and other direct expenditures necessary for the day-to-day servicing of property, plant, and equipment. This includes expenditures by the undertaking or third parties to whom activities are outsourced, ensuring the continued and effective functioning of such assets.
Other direct expenditures related to the day-to-day servicing of property, plant, and equipment include costs such as machine repairs, non-capitalized research and development expenses, and other direct costs associated with the daily servicing of computer equipment, software, and cloud infrastructure.
Salary costs related to research and development, maintenance, and repair represent a significant portion of the expenditures in the OpEx KPI. For salary costs that are only partially aligned with the OpEx definition, allocation keys have been applied to allocate the correct expenditures. In instances where maintenance and repairs are performed by employees, an allocation key derived from job descriptions has been used. To determine adequate allocation keys, data from financial cost centers have been utilized where possible. Where sufficient data is not available, best estimates are used. To the extent possible, the allocation keys have been based on non-financial metrics; however, in some cases, such metrics have not been identified, and a revenue-based key has been applied.
The numerator of the OpEx KPI consists of costs directly associated with processes and assets of Taxonomyeligible and aligned economic activities, as defined by letter (a) in the EU Commission Delegated Act 2178, section 1.1.3.2. Currently, Arendals Fossekompani does not have any material operational expenditures related to a CapEx plan.
The aligned OpEx for 2024 are broken down as follows:
| Total (in TNOK) |
|---|
| 14,601 |
| 3,713 |
| 573 |
| 3,930 |
| 22,819 |
We will continue to improve our reporting process and development of relevant documentation. Additionally, we will evaluate existing data to determine if it can facilitate and support the expansion of allocation keys based on non-financial metrics. We recognize that the EU Taxonomy is continually evolving, and future FAQs and publications from the European Commission may provide new insights that could influence this year's assessment. In order to enhance our investment strategy, it is essential to assess our current investments and identify areas for improvement in light of the regulatory requirements set forth by the EU Taxonomy. This evaluation will allow us to ensure that our investments not only comply with these regulations but also contribute positively to
sustainable development. Moving forward, Arendals Fossekompani's investment strategy will prioritize allocating resources towards activities that are eligible under the EU Taxonomy and have the potential to be aligned with its sustainability objectives. By focusing on these criteria, we aim to foster responsible investment practices that support our commitment to environmental and social governance.
eligibility per environmental objective The following tables present the proportions of taxonomy-alignment and taxonomy-eligibility for each KPI across the six environmental objectives:
| Objective | Taxonomy-aligned per objective | Taxonomy-eligible per objective |
|---|---|---|
| CCM | 8,3% | 50,4% |
| CCA | 0,0% | 0,4% |
| WTR | 0,0% | 0,0% |
| PPC | 0,0% | 0,0% |
| CE | 0,0% | 8,9% |
| BIO | 0,0% | 0,0% |
| Row | Nuclear energy related activities |
|---|---|
| 1 | The undertaking carries out, funds or has exposures to research, development, demonstration and deployment of innovative electricity generation facilities that produce energy from nuclear processes with minimal waste from the fuel cycle. |
| 2 | The undertaking carries out, funds or has exposures to construction and safe operation of new nuclear installations to produce electricity or process heat, including for the purposes of district heating or industrial processes such as hydrogen production, as well as their safety upgrades, using best available technologies. |
| 3 | The undertaking carries out, funds, or has exposures to safe operation of existing nuclear installations that produce electricity or process heat, including for the purposes of district heating or industrial processes such as hydrogen production from nuclear energy, as well as their safety upgrades. |
| No |
|---|
| No |
| No |
| Fossil gas related activities | |
|---|---|
| 4 | The undertaking carries out, funds, or has exposures to construction or operation of electricity generation facilities that produce electricity using fossil gaseous fuels. |
| 5 | The undertaking carries out, funds, or has exposures to construction, refurbishment, and operation of combined heat/cool and power generation facilities using fossil gaseous fuels. |
| 6 | The undertaking carries out, funds, or has exposures to construction, refurbishment and operation of heat generation facilities that produce heat/cool using fossil gaseous fuels. |
| No |
|---|
| No |
| No |
| Objective | Taxonomy-aligned per objective | Taxonomy-eligible per objective |
|---|---|---|
| CCM | 0,9% | 69,9% |
| CCA | 0,0% | 2,6% |
| WTR | 0,0% | 0,0% |
| PPC | 0,0% | 0,0% |
| CE | 0,0% | 2,1% |
| BIO | 0,0% | 0,0% |
| Objective | Taxonomy-aligned per objective | Taxonomy-eligible per objective |
|---|---|---|
| CCM | 11,5% | 72,0% |
| CE | 0,0% | 0,7% |
| WTR | 0,0% | 0,0% |
| PPC | 0,0% | 0,0% |
| CE | 0,0% | 0,7% |
| BIO | 0,0% | 0,0% |
and fossil gas related activities
Arendals Fossekompani does not have nuclear and fossil gas related activities in 2024, as stated in the table below:
Volue and Ampwell are not included in the 2024 report due to divestments. As a result of changes in scope and methodologies, the EU Taxonomy KPIs reported for 2023 are not comparable to those for 2024. This explains the significant deviations in percentages between the two years, as shown in the following EU Taxonomy KPI tables.
| 9. TURNOVER KPI | |||
|---|---|---|---|
| Financial year 2024 | Year | ||
| (1) | (2) | (3) | (4) |
| NOK | % |
| Financial year 2024 | Year | ||
|---|---|---|---|
| (2) | (3) | (4) | |
| NOK | % | ||
| A. TAXONOMY-ELIGIBLE ACTIVITIES | |||
| A.1. Environmentally sustainable activities (Taxonomy-aligned) | |||
| Electricity generation from hydropower | CCM 4.5 | 360 999 000 | 8,3% |
| Turnover of environmentally sustainable activities (Taxonomy-aligned) (A.1) | 360 999 000 | 8,3% | |
| Of which enabling | 360 999 000 | 100,0% | |
| Of which transitional | 0 | 0,0% | |
| EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL | |||
|---|---|---|---|
| Manufacture of other low carbon technologies | CCM 3.6 | 1 486 556 273 | 34,2% |
|---|---|---|---|
| Electricity generation using solar photovoltaic technology | CCM 4.1 | 20 465 | 0,0% |
| Electricity generation from hydropower | CCM 4.5 | 0 | 0,0% |
| Transport by motorbikes, passenger cars and light commercial vehicles | CCM 6.5 | 0 | 0,0% |
| Infrastructure enabling low-carbon road transport and public transport | CCM 6.15 | 52 003 674 | 1,2% |
| Construction of new buildings | CCM 7.1 | 268 720 000 | 6,2% |
| Renovation of existing buildings | CCM 7.2 | 1 722 762 | 0,0% |
| Installation, maintenance and repair of charging stations for electric vehicles in buildings (and parking spaces attached to buildings) |
CCM 7.4 | 0 | 0,0% |
| Acquisition and ownership of buildings | CCM 7.7 | 8 867 885 | 0,2% |
| Data-driven solutions for GHG emissions reductions | CCM 8.2 | 17 495 614 | 0,4% |
| Close to market research, development and innovation | CCA 9.2 | 17 879 304 | 0,4% |
| Sale of spare parts | CE 5.2 | 250 610 451 | 5,8% |
| Provision of IT/OT data-driven solutions | CE 4.1 | 63 378 260 | 1,5% |
| Product-as-a-service and other circular use-and result-oriented service models | CE 5.5 | 18 825 144 | 0,4% |
| Repair, refurbishment and remanufacturing | CE 5.1 | 56 475 431 | 1,3% |
| Turnover of Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (A.2) |
2 242 585 261 | 51,5% | |
| A. Turnover of Taxonomy-eligible activities (A.1. + A.2.) | 2 603 584 261 | 59,8% |
| Turnover of Taxonomy-non-eligible activities | 1 749 165 496 | 40,2% |
|---|---|---|
| TOTAL | 4 352 749 758 | 100% |
| Proportion of turnover / Total turnover | ||||||
|---|---|---|---|---|---|---|
| Ojective | Taxomy-aligned per objective | Taxonomy-eligible per objective | ||||
| CCM | 8,3% | 50,4% | ||||
| CCA | 0,0% | 0,4% | ||||
| WTR | 0,0% | 0,0% | ||||
| PPC | 0,0% | 0,0% | ||||
| CE | 0,0% | 8,9% | ||||
| BIO | 0,0% | 0,0% |
| 11. CAPEX KPI | |||
|---|---|---|---|
| Financial year 2024 | Year | ||
| (1) | (2) | (3) | (4) |
| NOK | % |
| Financial year 2024 | Year | ||
|---|---|---|---|
| (2) | (3) | (4) | |
| NOK | % | ||
| A. TAXONOMY-ELIGIBLE ACTIVITIES | |||
| A.1. Environmentally sustainable activities (Taxonomy-aligned) | |||
| Electricity generation from hydropower | CCM 4.5 | 2 978 628 | 0,9% |
| CapEx of environmentally sustainable activities (Taxonomy-aligned) (A.1) | 2 978 628 | 0,9% | |
| Of which enabling | 0 | 0,0% | |
| 0 | 0,0% |
| A.1. Environmentally sustainable activities (Taxonomy-aligned) | |||
|---|---|---|---|
| Electricity generation from hydropower | CCM 4.5 2 978 628 |
0,9% | |
| CapEx of environmentally sustainable activities (Taxonomy-aligned) (A.1) | 2 978 628 | 0,9% | |
| Of which enabling | 0 | 0,0% | |
| Of which transitional | 0 | 0,0% |
| EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL | |||
|---|---|---|---|
| Manufacture of other low carbon technologies | CCM 3.6 | 78 933 388 | 23,7% |
|---|---|---|---|
| Electricity generation using solar photovoltaic technology | CCM 4.1 | 0 | 0,0% |
| Electricity generation from hydropower | CCM 4.5 | 0 | 0,0% |
| Transport by motorbikes, passenger cars and light commercial vehicles | CCM 6.5 | 1 847 715 | 0,6% |
| Infrastructure enabling low-carbon road transport and public transport | CCM 6.15 | 418 839 | 0,1% |
| Construction of new buildings | CCM 7.1 | 59 410 576 | 17,9% |
| Renovation of existing buildings | CCM 7.2 | 22 485 421 | 6,8% |
| Installation, maintenance and repair of charging stations for electric vehicles in buildings (and parking spaces attached to buildings) |
CCM 7.4 | 0 | 0,0% |
| Acquisition and ownership of buildings | CCM 7.7 | 59 791 942 | 18,0% |
| Data-driven solutions for GHG emissions reductions | CCM 8.2 | 28 260 159 | 8,5% |
| Close to market research, development and innovation | CCA 9.2 | 8 698 445 | 2,6% |
| Sale of spare parts | CE 5.2 | 5 494 787 | 1,7% |
| Provision of IT/OT data-driven solutions | CE 4.1 | 0 | 0,0% |
| Product-as-a-service and other circular use-and result-oriented service models | CE 5.5 | 412 753 | 0,1% |
| Repair, refurbishment and remanufacturing | CE 5.1 | 1 238 258 | 0,4% |
| CapEx of Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (A.2) |
266 992 284 | 80,3% | |
| A. CapEx of Taxonomy-eligible activities (A.1. + A.2.) | 269 970 912 | 81,2% | |
| CapEx of Taxonomy-non-eligible activities | 62 215 714 | 18,8% |
|---|---|---|
| TOTAL | 332 186 625 | 100% |
| Substantial Contribution Criteria | DNSH criteria (Does Not Significantly Harm) | (17) | (18) (19) | (20) | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| (5) | (6) | (7) | (8) | (8) | (10) | (11) | (12) | (13) | (14) | (15) | (16) | ||||
| Y;N;N/EL Y;N;N/EL Y;N;N/EL Y;N;N/EL Y;N;N/EL Y;N;N/EL Y;N;N/EL | Y/N | Y/N | Y/N | Y/N | Y/N | Y/N | YN | 0/0 | E | T | |||||
| Y | N | N/EL | N/EL | N/EL | N/EL | Y | Y | Y | Y | Y | Y | Y | 1% | E | |
| 0,9% | 0,0% | 0,0% | 0,0% | 0,0% | 0,0% | Y | Y | Y | Y | Y | Y | Y | 16,6% | ||
| 0,0% | 0,0% | 0,0% | 0,0% | 0,0% | 0,0% | Y | Y | Y | Y | Y | Y | Y | 92% | E | |
| 0,0% | Y | Y | Y | Y | Y | Y | 0,0% | T | |||||||
| Proportion of CapEx / Total CapEx | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Ojective | Taxomy-aligned per objective | Taxonomy-eligible per objective | |||||||
| CCM | 0,9% | 69,9% | |||||||
| CCA | 0,0% | 2,6% | |||||||
| WTR | 0,0% | 0,0% | |||||||
| PPC | 0,0% | 0,0% | |||||||
| CE | 0,0% | 2,1% | |||||||
| BIO | 0,0% | 0,0% |
| 13. OPEX KPI | |||
|---|---|---|---|
| Financial year 2024 | Year | ||
| (1) | (2) | (3) | (4) |
| NOK | % |
| Financial year 2024 | Year | ||
|---|---|---|---|
| (2) | (3) | (4) | |
| NOK | % | ||
| A. TAXONOMY-ELIGIBLE ACTIVITIES | |||
| A.1. Environmentally sustainable activities (Taxonomy-aligned) | |||
| Electricity generation from hydropower | CCM 4.5 | 22 818 708 | 11,5% |
| OpEx of environmentally sustainable activities (Taxonomy-aligned) (A.1) | 22 818 708 | 11,5% | |
| Of which enabling | 0 | 0,0% | |
| Of which transitional | 0 | 0,0% | |
| A.2. Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) | |||
| Manufacture of other low carbon technologies | CCM 3.6 | 93 930 260 | 47,4% |
| Electricity generation using solar photovoltaic technology | CCM 4.1 | 0 | 0,0% |
| Electricity generation from hydropower | CCM 4.5 | 0 | 0,0% |
| Transport by motorbikes, passenger cars and light commercial vehicles | CCM 6.5 | 184 857 | 0,1% |
| Infrastructure enabling low-carbon road transport and public transport | CCM 6.15 | 23 313 638 | 11,8% |
| Construction of new buildings | CCM 7.1 | 0 | 0,0% |
| Renovation of existing buildings | CCM 7.2 | 16 373 638 | 8,3% |
| Installation, maintenance and repair of charging stations for electric vehicles in buildings (and parking spaces attached to buildings) |
CCM 7.4 | 5 427 | 0,0% |
| Acquisition and ownership of buildings | CCM 7.7 | 1 810 661 | 0,9% |
| Data-driven solutions for GHG emissions reductions | CCM 8.2 | 0 | 0,0% |
| Close to market research, development and innovation | CCA 9.2 | 0 | 0,0% |
| Sale of spare parts | CE 5.2 | 1 004 686 | 0,5% |
| Provision of IT/OT data-driven solutions | CE 4.1 | 0 | 0,0% |
| Product-as-a-service and other circular use-and result-oriented service models | CE 5.5 | 75 475 | 0,0% |
| Repair, refurbishment and remanufacturing | CE 5.1 | 226 413 | 0,1% |
| OpEx of Taxonomy-eligible but not environmentally | |||
| sustainable activities (not Taxonomy-aligned activities) (A.2) | 136 924 829 | 69,1% | |
| A. OpEx of Taxonomy-eligible activities (A.1. + A.2.) | 159 743 537 | 80,6% |
| A.1. Environmentally sustainable activities (Taxonomy-aligned) | |||
|---|---|---|---|
| Electricity generation from hydropower | CCM 4.5 | 22 818 708 | 11,5% |
| OpEx of environmentally sustainable activities (Taxonomy-aligned) (A.1) | 22 818 708 | 11,5% | |
| Of which enabling | 0 | 0,0% | |
| Of which transitional | 0 | 0,0% |
| EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL EL; N/EL | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Manufacture of other low carbon technologies | CCM 3.6 | 93 930 260 | 47,4% |
|---|---|---|---|
| Electricity generation using solar photovoltaic technology | CCM 4.1 | 0 | 0,0% |
| Electricity generation from hydropower | CCM 4.5 | 0 | 0,0% |
| Transport by motorbikes, passenger cars and light commercial vehicles | CCM 6.5 | 184 857 | 0,1% |
| Infrastructure enabling low-carbon road transport and public transport | CCM 6.15 | 23 313 638 | 11,8% |
| Construction of new buildings | CCM 7.1 | 0 | 0,0% |
| Renovation of existing buildings | CCM 7.2 | 16 373 638 | 8,3% |
| Installation, maintenance and repair of charging stations for electric vehicles in buildings (and parking spaces attached to buildings) |
CCM 7.4 | 5 427 | 0,0% |
| Acquisition and ownership of buildings | CCM 7.7 | 1 810 661 | 0,9% |
| Data-driven solutions for GHG emissions reductions | CCM 8.2 | 0 | 0,0% |
| Close to market research, development and innovation | CCA 9.2 | 0 | 0,0% |
| Sale of spare parts | CE 5.2 | 1 004 686 | 0,5% |
| Provision of IT/OT data-driven solutions | CE 4.1 | 0 | 0,0% |
| Product-as-a-service and other circular use-and result-oriented service models | CE 5.5 | 75 475 | 0,0% |
| Repair, refurbishment and remanufacturing | CE 5.1 | 226 413 | 0,1% |
| OpEx of Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (A.2) |
136 924 829 | 69,1% | |
| A. OpEx of Taxonomy-eligible activities (A.1. + A.2.) | 159 743 537 | 80,6% | |
| OpEx of Taxonomy-non-eligible activities | 38 381 483 | 19,4% |
|---|---|---|
| TOTAL | 198 125 020 | 100% |
| Proportion of OpEx / Total OpEx | |||||||
|---|---|---|---|---|---|---|---|
| Ojective | Taxomy-aligned per objective | Taxonomy-eligible per objective | |||||
| CCM | 11,5% | 72,0% | |||||
| CCA | 0,0% | 0,0% | |||||
| WTR | 0,0% | 0,0% | |||||
| PPC | 0,0% | 0,0% | |||||
| CE | 0,0% | 0,7% | |||||
| BIO | 0,0% | 0,0% |
S1 Own workforce 118

Arendals Fossekompani strives to be a great place to work. As an industrial investment firm with a global workforce, we rely on our people as our most valuable resource. We are an active owner, and we focus on developing strong and competent Boards of Directors, CEOs and leadership teams across the portfolio, with robust succession plans for continuity and long-term growth. Attracting and building teams and talent across the Group is central to our success, and we believe that a diverse workforce with a wide array of skills and backgrounds drives productivity, new perspectives and value creation and helps us reach our long-term goals. Our performance is fundamentally tied to the wellbeing of our employees, and we are committed to nurturing diversity and equity across the entire Group. We are confident in our strategy and business model's ability to address our material risk and taking advantage of our material opportunity, and our risk assessment on this topic found that they should be resilient in the face of any adjustments required. This was conducted as part of our DMA, using the time horizons and methods outlined in IRO-1.
Material risk: Dependency on workforce wellbeing
We face a risk associated with our dependency on our workforce's wellbeing. If our employees are unhappy, unsafe or unwell, we may lose them or their ability to create value for the Group. This will incur higher costs resulting from delays, increased recruitment and training requirements, and inefficiencies related to absenteeism. Maintaining a healthy, satisfied and engaged workforce is essential for us to minimise unwanted turnover, avoid costly and time-consuming effects on our operations and service delivery to customers, and ultimately sustain our performance.
Time horizon: Short term Location in value chain: Own operations
Material opportunity: Gains from a diverse workforce
We have an opportunity to gain from further enhancing our diversity and inclusivity. At all levels of the Group, we can benefit from more varied perspectives. When employees have equal opportunities and representation, there tends to be greater worker performance, productivity, innovativeness and retention. While there are initial costs to be incurred on diversity and inclusion investments, a diverse workforce can ultimately improve our decision-making, enhance our organisational performance and enable us to access a wider talent pool,
presenting opportunities to strengthen our competitive advantage in our markets.
This risk and this opportunity are both direct consequences of our dependency on our workforce to achieve results. While all employees are essential to our work, certain groups of people are particularly relevant to our material risk and opportunity:
Time horizon: Medium term Location in value chain: Own operations
Arendals Fossekompani is committed to maintaining a healthy and engaged workforce. This commitment is anchored in our Code of Conduct, Business Partner Code of Conduct, Diversity and Inclusion Policy and Whistleblower Policy. Collectively, these policies seek to ensure Arendals Fossekompani's own workforce is well, safe, and leverages its potential for diversity, thereby managing our material risk and opportunity.
The policies are reviewed annually in light of new regulations and findings from the double materiality assessment, which integrates key stakeholders' views into the assessment process. They are approved by the Board of Directors and published on arendalsfossekompani.no. All employees of Arendals Fossekompani ASA access these policies in the employee handbook.
The CoC applies to all employees of Arendals Fossekompani ASA, including hired-in personnel, consultants, agents, elected representatives, board members and any other person acting on behalf of or representing Arendals Fossekompani. The policy is provided to our portfolio companies, and we expect our portfolio companies to implement corresponding ethical guidelines. We also expect our customers, suppliers, and other business partners to adhere to ethical guidelines of standards consistent with the CoC. All portfolio companies have Codes of Conduct that address core ethical standards such as the respect of human rights.
The CoC must be signed by all Arendals Fossekompani ASA employees, and who are also required to be trained in the CoC's principles. The CoC's implementation is monitored across Arendals Fossekompani Group by tracking the rates of signature and training completion on the CoC. Arendals Fossekompani's Chief Sustainability Officer reports on progress to the Audit Committee of our Board of Directors at least annually.
A central part of the policy is to comply with internationally-accepted guidelines and conventions adopted by the United Nations and the OECD, such as the International Bill of Human Rights, the UN Convention on the Rights of Persons with Disabilities, the UN Declaration on the Rights of Indigenous Peoples, the International Labour Organisation's Declaration on Fundamental Principles and Rights at Work, the European Convention for the Protection of Human Rights and Fundamental Freedoms, the European Social Charter, the Charter of Fundamental Rights of the European Union, and any other fundamental conventions of these organisations. Our CoC supports the fundamental rights and freedoms enshrined in these agreements and applies them to Arendals Fossekompani both directly and through the adoption of other policies as referenced below.
The CoC is also aligned with the Norwegian Transparency Act with a commitment to consistently mapping and addressing the actual or potential impact on human or working rights that we may contribute to or cause, and implementing measures to cease, prevent or limit negative impacts.
Specific to our material risk and opportunity, the CoC outlines the guardrails in place for Arendals Fossekompani ASA to ensure a safe and secure working environment, characterised by transparency, honesty and trust, which are important for motivation and wellbeing. As implementation for this, it references Arendals Fossekompani ASA's health, safety and environment (HSE) system, risk assessments, and the process outlined in the Whistleblower Policy. It states that we accept no limitations to the right of our employees and the employees of our subsidiaries, suppliers and business partners, to organise themselves without retaliation of threat of retaliation. The policy also reiterates principles found in the Diversity and Inclusion Policy.
An update to the policy in 2024 streamlined our risk management, such that health and safety are referenced in the annual risk review process. This change largely reflects and better documents the existing practice at Arendals Fossekompani.
Arendals Fossekompani ASA's BPCoC applies to suppliers and business partners. In addition to being publicly available, it is shared directly with business partners where relevant. All portfolio companies have their own BPCoC, which share the same objectives but use varying naming conventions, such as Supplier Code of Conduct, Business Partner Code of Conduct, or simply Code of Conduct.
The UN Global Compact's Ten Principles form the basis of our BPCoC, which contributes to setting the framework for the behaviour Arendals Fossekompani ASA expects of all our stakeholders in our global supply chain. It requires that our business partners respect human rights, and always act in line with the rules and principles laid out in the UN Guiding Principles on Business and Human Rights, including the principles and rights set out in the eight fundamental conventions identified in the Declaration of the International Labour Organisation on Fundamental Principles and Rights at Work and the International Bill of Human Rights, and the OECD Guidelines for Multinational Enterprises. Per the BPCoC, our business partners are also expected to comply with internationally-accepted guidelines and conventions such as the UN Convention on the Rights of Persons with Disabilities, the UN Declaration on the Rights of Indigenous Peoples, the European Convention for the Protection of Human Rights and Fundamental Freedoms, the European Social Charter, the Charter of Fundamental Rights of the European Union, and any other fundamental conventions of these organisations. It states also that Arendals Fossekompani and its business partners fully support and will act in accordance with the UN Convention on the Rights of the Child.
In 2024, we expanded the possible due diligence and audit on our business partners mentioned in the BPCoC, which now includes all sustainability-related topics deemed material for Arendals Fossekompani. These changes largely reflect and better document the existing practice at Arendals Fossekompani.
A new Diversity and Inclusion Policy was introduced in 2024. It applies to Arendals Fossekompani ASA's employees and projects, and to the areas within our value chain over which Arendals Fossekompani can have influence. The policy is provided to our portfolio companies and we expect them to adopt their own policies on diversity and inclusion, in alignment with this framework. The policy is also communicated to our suppliers, business partners and other third parties.
In addition to national laws and international standards mentioned in the CoC and BPCoC, the Diversity and Inclusion Policy also states that we operate in line with the Norwegian Equality and Anti-Discrimination Act, and the UN Sustainable Development Goals including Goal 5 (Gender equality) and Goal 8 (Decent work and economic growth).
The Diversity and Inclusion Policy outlines Arendals Fossekompani's zero tolerance approach to discrimination, bullying or harassment in the workplace and in recruitment processes, including discrimination on the basis of age, gender expression, sexual orientation, disability, ethnicity, nationality, political opinion, religion or any other basis. We aim for diversity of gender expression, age, background and expertise, and consider this particularly in recruitment, and in the designation of members of management and other bodies.
To promote inclusion of diverse perspectives, we are committed to a safe workplace with equal opportunities for all, to providing equal opportunities in promotion and compensation, and to striving for a healthy work-life balance. The Policy is applicable broadly and does not specifically target vulnerable groups. It is to be implemented by all employees, and in recruitment and learning and development programmes, and its implementation monitored through employees' responsibility to report cases of harassment or other inadequate working environment, with reference to the Whistleblower Policy.
NSSLGlobal and Volue have implemented their own policies on diversity and inclusion with the same objectives. Alytic, ENRX, Tekna and AFK Eiendom do not have a separate diversity and inclusion policy but address the topic within their respective Codes of Conduct.
The Whistleblower Policy applies to Arendals Fossekompani ASA's employees, as well as its suppliers, third-party representatives and other business partners in the context of the Whistleblower Policy.
It outlines the expectation for employees and relevant third parties to report any concerns about violations of applicable laws and regulations, internal policies, guidelines and procedures as well as any other unethical conduct that employees are aware of or suspect. This includes danger to health, discrimination or harassment of any kind, and unethical working conditions, business culture or work environment. The Policy also outlines the process by which such reports must be managed. Specifically, any concerns raised must be handled by persons that are not in any conflict of interests or otherwise involved, to ensure sufficient independence of assessment. Whistleblowers are protected against retaliation.
Volue, ENRX and Alytic have Whistleblowing Policies with the same objectives, whereas NSSLGlobal and Tekna address these objectives under their internal and Business Partner Codes of Conduct. AFK Eiendom does not have a Whistleblowing Policy, but visitors to the Arendals Fossekompani website can access the external whistleblowing portal and policy on the same terms as for Arendals Fossekompani ASA.
All Arendals Fossekompani's own employees and relevant third parties are encouraged to report concerns about circumstances that might be in violation of applicable laws and regulations, internal policies, guidelines and procedures as well as any other unethical conduct that employees are aware of or suspect. The first line of reporting is always the employee's direct manager, or Arendals Fossekompani's Chief Sustainability Officer or safety representative. The CEO, the Chair or any member of our Board of Directors, or our internal or external whistleblowing channel at mittvarsel.no are also available. Employees within the Arendals Fossekompani Group are welcome to report any concerns via the external whistleblowing channel at mittvarsel.no, or on our webpage arendalsfossekompani.no. Depending on local requirements, several companies in the portfolio have also established whistleblowing channels of their own for the safe reporting of concerns from their workforce.
The Whistleblower Policy and platforms described in S1-1 and G1-1 are essential to ensuring employee trust in these channels, and to tracking, monitoring and acting upon any concerns raised. The Board of Directors of each company in the Group is alerted on critical whistleblower cases raised in their respective company, often reviewed and investigated by a compliance function and reported periodically by Management. Employee awareness of the whistleblowing process is closely monitored through our KPI on employee training rates in the Code of Conduct, which includes units on whistleblowing.
Arendals Fossekompani addresses the material risk and opportunity concerning our own workforce, and seeks to create positive and prevent or minimise negative impacts in our own operations, through various initiatives. The primary focus in 2024 has been to establish a new launchpad for actions on our own workforce through the revision of our materiality assessment in accordance with CSRD, the update of our policies and introduction of a new Diversity and Inclusion Policy, and the collection of new data. This year also saw continued health and safety trainings in several of our companies, and the onboarding of new employee representatives who were trained to foster effective communication, ensure fair treatment, and create a collaborative work environment, which enable the prevention of negative impacts or risks to us.
At Arendals Fossekompani ASA, a new Working Environment Committee was established in 2024, to focus on actively improving workplace conditions, including health and safety, and promoting well-being. In other parts of the Group, diversity-oriented initiatives have been organised, such as a monthly company-wide "Women at Volue" talk, trainings in diverse recruitment and inclusive language in job advertisements, which have collectively seen an increase in the proportion of female employees at Volue. NSSLGlobal has signed up to the UK Government's Disability Confident employer scheme and Employer Recognition Scheme Silver Award, in support of the Armed Forces Covenant. These measures intend to support with recruitment in specific areas. Tekna undertook root cause analyses, and trainings and risk assessments in support of a safety culture.
To enhance job security in accordance with legal requirements, we introduced an extended employer responsibility in the Arendals Fossekompani Group. Employees facing redundancy due to expansions, downsizing, or restructuring could be offered a vacancy in another Group company if we or our subsidiaries have controlling influence.
Arendals Fossekompani ASA's new Diversity and Inclusion Policy will be circulated through the Group in 2025 for each portfolio company to implement or adapt to its own policy and practices. The policy cements best practices and commitments towards diversity and inclusion, especially in relation to recruitment and retention. This builds on actions taken in the past several years in accordance with Likestilt arbeidsliv within Arendals Fossekompani, a certification scheme that facilitated the development of targets and action plans for the wellbeing of our workforce.
To operationalise the new policy and meet its objectives, a new blueprint for responding to priority areas and our performance on our KPIs will be shared across the portfolio in early 2025, including overall guidelines on principles and practices to implement into job descriptions and recruitment processes, as well as investigations into retention data to identify any imbalances in voluntary or involuntary turnover between genders or along other underrepresented factors.
Finally, Arendals Fossekompani will conduct a survey of HR managers across the Group to identify any synergies or shared practices could be leveraged in relation
to managing our material risk or opportunity. This is expected in 2025, with ensuing actions in 2026, if any.
Some of these actions are already in place and ongoing, while others are starting from 2025, to enhance workforce well-being and our diversity and inclusivity. Dedicated financial resources beyond ongoing HR budgets have not currently been allocated to these actions.
Arendals Fossekompani has defined absolute targets related to our workforce's wellbeing and diversity. Our objectives are directly aligned with Arendals Fossekompani's Diversity and Inclusion Policy and our prioritisation of health and safety, as outlined in our Code of Conduct and internal procedures. The targets listed below have been set and apply to all Arendals Fossekompani Group's employees.
Progress on gender balance metrics has been slower than expected in some areas, despite increases in female representation in some parts of the Group. Targeted efforts are needed to increase gender diversity further.
The lost time injury frequency rate improved from 2.2 in 2023 to 1.7 in 2024 , indicating positive strides in enhancing workplace safety. However, there is room for improvement to meet our goal of zero lost time injuries. Sick leave has dropped to 2% in 2024 , well below our target of 3%, signaling that our wellbeing initiatives are effective though require continued focus. Voluntary turnover is not comparable to previous years, as involuntary departures were previously included in our turnover rate metrics.
To ensure progress toward our targets, we monitor metrics and projects undertaken in the portfolio throughout the year, including through Arendals Fossekompani ASA's representation on portfolio companies' Boards of Directors. Status and developments against our targets are assessed by Arendals Fossekompani's Sustainability team, and reported annually to our executive leadership and Board of Directors.
| Target | Year | Status 2024 | Status 2023 | Status 2022 | |
|---|---|---|---|---|---|
| Gender equality |
Max. 70% of any gender in our workforce |
2027 | 81% men 19% women |
79% men 21% women |
80% men 20% women |
| Min. 40% women in our Executive Management |
2030 | 76% men 24% women |
76% men 24% women |
86% men 14% women |
|
| Employee safety and wellbeing |
Lost time injury frequency rate of 0 | In effect 1.7 | 2.2 | 1.0 | |
| Aggregate sick leave of <3.0% | In effect 2.0% | 2.7% | 3.0% | ||
| Voluntary turnover rate of <10% annually | In effect 10% |
Targets are established in relation to risks or opportunities to ensure that they are adequately managed. Target setting for the Group takes place within Arendals Fossekompani's Group Management, led by the Chief Sustainability Officer with oversight from the CEO and management team, and approved by the Board of Directors. Feedback from engagement with employees informs our goals, ensuring alignment with employee needs and strategic objectives. Employee representatives also play an active role in monitoring progress, and identifying lessons and improvements based on performance. Standards set in the sector, including by our peers, are consulted for reference.
In light of the regulatory requirement on gender balance in Boards of Directors, in place in Norway since December 2024 with a phase-in period to 2028, Arendals Fossekompani has removed its self-imposed target on gender balance in our own Boards of Directors. We consider that this is an ambitious, progressive regulation that sufficiently overlaps with our previous target to have a maximum of 60% of any gender on Boards of Directors by 2027, that it warrants the removal of our dedicated target. We are committed to remaining compliant with the new regulation. Note: the previous interim target set for the gender balance in our Boards of Directors was a minimum of 40% women by 2023.
The target on gender balance in Executive Management considers the C-suite positions or equivalent across the Group. The end date has changed from 2027 to 2030 to better align with our sustainability strategic period.
The target on aggregate sick leave in the Group previously varied between <2% and <3%.
The target on turnover rate previously included voluntary and involuntary turnover.
All targets related to our own workforce apply to Arendals Fossekompani Group as a whole. These figures therefore
represent averages across the Group, rather than exclusively the management team of Arendals Fossekompani ASA, for example. Volue has been consolidated into the Group's figures as follows:
Where no date is listed, the target is expected to be achieved on an ongoing, annual basis. New data has also been collected in 2024 for the first time to establish baselines, and if deemed relevant, targets on gender pay gaps and adequate wages related to country
benchmarks.
Data was also collected on the number of non-binary employees, for jurisdictions that recognise a gender other than male or female. The data amounted to 0 in 2024. We seek to be an inclusive employer for people with all gender expressions and will continue presenting this as a possible category for reporting.
Unless otherwise indicated, employees are counted in headcount on 31 December 2024.
All figures relating to Arendals Fossekompani Group's employees have seen a substantial fluctuation between 2023 and 2024 following the reduction of Arendals Fossekompani's shareholding in Volue from 60% to 40%. As at the end of 2024, Volue is no longer a part of Arendals Fossekompani's consolidated statements, such that all end-of-year ESG data (as opposed to cumulative data) now excludes Volue's figures. Arendals Fossekomani Group's consolidated number of employees is used in Financial Note 4.
The employee turnover (S1-6) divides the number of employees who left the company in 2024 (whether voluntarily, involuntarily, other causes, or total) by the average employee headcount in 2024. Other causes of departure was added as a category to include causes such as retirement or death. The average number of employees is calculated as the average between the employee headcount on 1 January 2024 and on 31 December 2024. Given Volue was in our consolidated statements until October, ten months of Volue's turnover data are included, and their employee headcount on 1 January 2024 are included but not on 31 December 2024.
| Employees by contract type, broken down by gender (headcount on 31 December 2024) | |||||
|---|---|---|---|---|---|
| Female | Male | Other Not disclosed | Total | ||
| Number of employees | 342 | 1,430 | 0 | 0 | 1,772 |
| Number of permanent employees | 336 | 1,345 | 0 | 0 | 1,681 |
| Number of temporary employees | 6 | 85 | 0 | 0 | 91 |
| Number of non-guaranteed hours employees | 0 | 0 | 0 | 0 | 0 |
| Number of full-time employees | 324 | 1,394 | 0 | 0 | 1,718 |
| Number of part-time employees | 18 | 36 | 0 | 0 | 54 |
| Asia | Europe North America South America | Total | |||
|---|---|---|---|---|---|
| Number of employees | 499 | 985 | 276 | 12 | 1,772 |
| Number of permanent employees | 447 | 951 | 271 | 12 | 1,681 |
| Number of temporary employees | 52 | 34 | 5 | 0 | 91 |
| Number of non-guaranteed hours employees | 0 | 0 | 0 | 0 | 0 |
| Number of full-time employees | 499 | 934 | 273 | 12 | 1,718 |
| Number of part-time employees | 0 | 51 | 3 | 0 | 54 |
| Overview of employees who left the company in 2024 (headcount and as a proportion of total employees as on 31 December 2024) | |||||
|---|---|---|---|---|---|
| Total | Voluntary departure (e.g. resignation) |
Involuntary departure (e.g. dismissal) |
Other causes of departure (e.g. retirement or death) |
||
| Number of departures | 387 | 221 | 145 | 22 | |
| Turnover rate | 18% | 10% | 7% | 1% |
| Headcount of non-employees in the workforce, as on 31 December 2024 | Number of individuals |
|---|---|
| Self-employed people | 11 |
| People provided by companies primarily engaged in employment activities | 57 |
| Total | 68 |
COLLECTIVE BARGAINING COVERAGE AND SOCIAL DIALOGUE
| Coverage of collective bargaining agreements (CBA) and workers' representatives, as on 31 December 2024 | |||
|---|---|---|---|
| % of all employees covered by a CBA | 20% | ||
| % of all employees in the EEA covered by workers' representatives | 28% | ||
| Coverage rate | Employees with a CBA EEA | Employees with a CBA Non-EEA | Workplace representation EEA |
| 0-19 % | Asia, Europe (non-EEA), North America | ||
| 20-39 % | Norway | ||
| 40-59 % | |||
| 60-79 % | |||
| 80-100 % | South America | Norway |
Employees by gender (headcount on 31 December 2024)
| Gender | Number of employees |
|---|---|
| Male | 1,430 |
| Female | 342 |
| Other | 0 |
| Not reported | 0 |
| Total employees | 1,772 |
| Country | Number of employees |
|---|---|
| Brazil | 12 |
| Canada | 161 |
| China | 202 |
| Denmark | 10 |
| France | 64 |
| Germany | 145 |
| India | 262 |
| Italy | 7 |
| Japan | 5 |
| Malaysia | 9 |
| Netherlands | 9 |
| Norway | 407 |
| Poland | 42 |
| Romania | 92 |
| Singapore | 5 |
| South Korea | 1 |
| Spain | 23 |
| Sweden | 3 |
| Thailand | 15 |
| United Kingdom | 183 |
| United States | 115 |
| Female | Male | Non-binary | |
|---|---|---|---|
| Members of Board of Directors | 13 | 25 | 0 |
| C-suite | 6 | 19 | 0 |
| Non-executive level management | 17 | 69 | 0 |
| Female | Male | Non-binary | |
|---|---|---|---|
| Members of Board of Directors | 34% | 66% | 0% |
| C-suite | 24% | 76% | 0% |
| Non-executive level management | 20% | 80% | 0% |
| <30 years | 19% |
|---|---|
| 30-50 years | 55% |
| >50 years | 26% |
Within the European Economic Area (EEA), coverage of collective bargaining agreements and workplace representation (S1-8) is disclosed for countries in which we have significant employment, defined as at least 50 employees by headcount representing at least 10% of the total number of employees by the ESRS. At ENRX France and ENRX Germany, agreements are in place for employee representation by a Works Council.
The definition of non-executive level management (S1-9) refers to the management team for each portfolio company excluding their respective C-suite positions. This is equivalent to the second level below the administrative and supervisory bodies, as defined by the ESRS.
The proportion of employees with disabilities (S1-12) is our best estimate based on available information. In some countries in which we operate, employers are not able to ask employees for their disability status as it is a protected characteristic, but employees may voluntarily report a disability to request accommodations at work. In other parts of the Group, new employees complete a mandatory confidential self-identification questionnaire that is required by law to help identify under-represented groups and promote equity in the workplace. The figure disclosed is therefore based on available information from voluntary disclosures to HR or management, and where available, self-identification questionnaires. No other assumptions or estimations were applied.
Employee participation in performance and career development reviews, and in training programmes (S1-13), is measured differently in each company in the Group. This figure reflects the most accurate value available in each company, sometimes directly from a HR system and in other instances an estimate by the HR function.
Work-related ill health (S1-14) can include acute, recurring, and chronic health problems caused or aggravated by work conditions or practices. These include musculoskeletal disorders, skin and respiratory diseases, malignant
cancers, diseases caused by physical agents (for example, noise-induced hearing loss, vibration-caused diseases), and mental illnesses (for example, anxiety, post-traumatic stress disorder). Work-related accidents are incidents relating to work that result in injury or ill health. Accidents related to commuting are only included if the employer organised the transportation.
Number of days lost(S1-14) counts working days lost from an employee missing work for any of the reasons listed. Each day is counted as 1. The number of available work hours used in the calculation is an estimation based on standard working hours in contracts.
Family-related leave (S1-15) includes maternity leave, paternity leave, parental leave, and carers' leave (leave for workers to provide personal care or support to a relative, or a person who lives in the same household, in need of significant care or support for a serious medical reason, as defined by each state) that is available under national law or collective agreements. In some states, these include leave for adoption. Some employees are not eligible, as the national laws and agreements in certain countries in which ENRX operates do not mandate this.
The gender pay gap (S1-16) calculates the difference between the average gross hourly pay level of male vs. female employees, as a proportion of the average gross hourly pay level of male employees. The gross hourly pay refers to the total annual remuneration paid to an employee divided by the number of hours they work in the year, where "remuneration" includes salary, bonus, stock awards, option awards, non-equity incentive plan compensation, change in pension value, and nonqualified deferred compensation earnings provided over the course of a year.
The annual total remuneration ratio (S1-16) divides the annual total remuneration of the Group's highest paid individual by the median employee annual total remuneration (excluding the highest-paid individuals in each portfolio company). AFK Group Management was included as one company. This is not adjusted for purchasing power differences between countries.
In all parts of the Group, all employees are paid adequate wages, in line with applicable benchmarks.
In most countries across the Group, employees are typically covered by social protection, either through governmental programmes or through company benefits, to protect them from a loss of income relating to major life events.
All employees in Arendals Fossekompani Group's own workforce are covered by social protection against a loss of income due to parental leave or retirement.
Most employees in the Group are also covered by social protection against a loss of income due to sickness, unemployment starting from when the employee is working for the company, or employment injury or
acquired disability. However, employees at the following sites are not covered in the event of all major life events:
Estimate of the percentage of persons with disabilities amongst employees, subject to legal restrictions, as on 31 December 2024
| % of employees with disabilities | 0.6% |
|---|---|
| ---------------------------------- | ------ |
| S1-13 | |
|---|---|
| Training and skills development indicators as on 31 December 2024 | Male | Female |
|---|---|---|
| % of employees that participated in regular performance and career development reviews in 2024 | 79% | 78% |
| Average number of training hours in 2024 | 11 hours | 13 hours |
| Health and safety management as on 31 December 2024 | |
|---|---|
| % of the workforce covered by a health and safety management system | |
| based on legal requirements and/or recognised standards or guidelines | 80% |
| Includes both employees and non-employees in the workforce |
| Employees | Non-employees in the workforce |
Other workers on the company's sites |
|
|---|---|---|---|
| Number of fatalities as result of work-related injuries and work-related ill health | 0 | 0 | 0 |
| Number of recordable work-related accidents | 17 | 0 | |
| Rate of recordable work-related accidents | 4 | 0 | |
| Number of cases of recordable work-related ill health | 0 | ||
| Number of days lost to work-related injuries and fatalities from work related accidents, work-related ill health and fatalities from ill health |
65 | 0 |
| Family-related leave metrics as on 31 December 2024 | Men | Women | Total |
|---|---|---|---|
| % of employees entitled to take family-related leave | 68% | 71% | 69% |
| % of entitled employees who took family-related leave in 2024 | 6.8% | 7.9% | 7.0% |
Remuneration metrics as on 31 December 2024
| Gender pay gap | -3.7% |
|---|---|
| Annual total remuneration ratio | 6.1 |
| G1 Business conduct | 128 |
|---|---|
| Entity-specific: cyber security | 130 |
| Signatures by the BoD and the CEO | 131 |

Our global presence makes strong business conduct essential, and we strive to uphold a high standard of ethics in our business activities all around the world. With own operations in 21 countries and sourcing from and selling to many more, the most material impacts, risks and opportunities in terms of governance are business conduct risks. These risks do not affect the Group's financial position, but continuously managing them is core to delivering effectively on our strategy, such that practicing good business conduct is central to us. It is essential that we continue to prioritise our high standards of corporate management, transparency, internal controls and general business ethics. Arendals Fossekompani Group is continuously working on initiatives that ensure our strategic resilience to this risk, as outlined throughout this chapter. Our risk assessment on this topic found that our business model and strategy should be resilient in the face of any adjustments required. This was conducted as part of our DMA, using the time horizons and methods outlined in IRO-1.
Material risk: Dependency on corporate culture
As a global player, Arendals Fossekompani and our portfolio have complex governance structures and conduct a wide range of business activities and interactions over four continents. We are reliant on maintaining strong integrity across the entire Group, to prevent compromising our reputation and to act responsibly. Any severe breach or incident relating to our corporate culture could cause reputational damage to the Group, and lead to discontented employees, customers or investors. Time horizon: Short tem
Location in value chain: Own operations
Material risk: Incidence of corruption
Associated with our dependency on an ethical, consistent day-to-day implementation of our corporate culture, we are exposed to possible reputational damage in the event of any incidence of corruption. In particular, if an incident occurred in relation to sensitive or governmental contracts, this could affect our ability to retain and renew important customers.
Time horizon: Short term
Location in value chain: Own operations
At Arendals Fossekompani, ethical business conduct is anchored in our Code of Conduct and Business Code of Conduct, and detection and handling of cases is governed by our Whistleblower Policy. These policies are described in detail under S1: Own Workforce. Their use in managing our business conduct risks is outlined below.
The CoC outlines clear principles and rules in key areas of compliance and integrity, such as anti-corruption and anti-bribery, facilitation payments, conflicts of interest, gifts and hospitality, human rights and labour rights, fair competition, anti-money laundering, sanctions and trade compliance, and so on.
Arendals Fossekompani's Chief Sustainability Officer (CSO) reports to the Audit Committee on the design, implementation and effectiveness of our business integrity programme and activities, and on key performance indicators such as any incidences of corruption or the management of whistleblowing cases. The CSO ensures that the Code of Conduct is updated to reflect amendments of applicable laws, regulations and procedures.
Training in the CoC and the incidence of internal or external cases of violation of the CoC are the primary indicators used to evaluate our corporate culture.
Across the Arendals Fossekompani Group, ethical business conduct is anchored in the respective Code of Conduct and Business Code of Conduct, and detection and handling of cases is governed by Whistleblower Policies or in the Code of Conduct. These policies address corruption, bribery and minimal standards of business conduct practices such as on market communication and disclosure, and in all companies except ENRX, the respect of sanctions.
The policies are described in detail under S1: Own Workforce. Their use in managing Arendals Fossekompani ASA's business conduct risks is outlined below.
The Whistleblower Policy encourages the reporting of breaches of the CoC as outlined below and in the description of the Policy under S1: Own Workforce.
In addition to the above policies, the following procedures and mechanisms are in place to prevent, detect, identify, investigate and address unlawful behaviour or other violations of the CoC. These mechanisms are
in accordance with our CoC, Whistleblower Policy, Whistleblowing Procedure and Compliance Handbook. Arendals Fossekompani is committed to investigating business conduct incidents promptly, independently and objectively.
Employees and business partners are encouraged to immediately report any concern if they suspect or witness any unethical conduct, or a breach of the Code of Conduct or of other policies and applicable laws. Employees may also have a duty to report concerns under their employment contract or applicable laws.
We encourage our portfolio companies, suppliers and business partners to report to Arendals Fossekompani any issues of concern. When appropriate, employees of portfolio companies, suppliers and business partners may use Arendals Fossekompani's third-party provider for whistleblowing (mittvarsel.no). Anyone who reports such matters will be protected from retaliation. Every report will be taken seriously and will be handled in an appropriate manner. Whistleblowers are entitled to confidentiality in accordance with applicable laws.
Every concern reported is taken seriously. Arendals Fossekompani ensures that any concerns brought forward are handled by persons that are free from any conflict of interest, or otherwise involved in the matter, in order to ensure sufficient independence of assessment.
Arendals Fossekompani undertakes company-wide assessments of actual and potential compliance risks related to all operations, business relationships and supply chains. These take place at least once a year, with more frequent amendments where relevant based on the circumstances. The company's business operations, business locations, interaction with governments, use of business partners and intermediaries, high-risk transactions, industry sector updates, regulatory landscape and other metrics collected must be assessed.
Where business partner onboarding Integrity Due Diligence is required, it must assess the business and background of the party, its ultimate beneficial ownership, the origin and destination of funds and property involved in the relationship, and risks relating to the country, potential bribery, corruption, sanctions violations, and the potential violation of other laws and regulations.
Arendals Fossekompani follows the OECD Guidelines for Multinational Enterprises, including its checklist for Responsible Business Conduct.
Upon joining Arendals Fossekompani ASA, all new employees are required to sign the Code of Conduct, which is also available publicly on our website at arendalsfossekompani.no.
Training on the Code of Conduct, including on anti-corruption and anti-bribery, is delivered through online lessons. The training is required of all Arendals Fossekompani ASA's employees, as well as in some portfolio companies. Where such training is in place, it is provided to new employees upon joining the company, and approximately every two years as a refresher for the rest of the workforce.
Arendals Fossekompani identifies the business operations that face the highest risk of corruption and bribery as part of its risk management process. These typically include sites in countries that are perceived to constitute a higher risk by the Transparency International Corruption Perceptions Index, such as China and India.
In addition, every company in the portfolio identifies its own functions that present a particularly high risk of corruption and bribery, based on criteria such as the seniority of the position, the prevalence of corruption or bribery in their primary market of activity, their exposure to media and reputational leverage, and any other factors that apply. Typically, companies report that their management teams, procurement and sales tend to present the highest risk.
23% of functions-at-risk across the Group are currently reported to have completed training in anti-corruption and anti-bribery. Increasing the rate of training of functions-at-risk will be a focus area in 2025. In parts of the Group, this is attributable to new company leadership, while elsewhere updated trainings have been under development for early 2025. Regardless of training coverage, the Code of Conduct, including its anti-corruption and anti-bribery guidelines, applies mandatorily to all employees of all risk levels.
Payments to authorities are reported under Financial Note 9.
The Board of Directors, including its Audit Committee, is responsible for approving any modifications to the Code of Conduct.
Training in the Code of Conduct has been offered to the entirety of Arendals Fossekompani ASA's administrative, supervisory and management bodies. 100% of Arendals Fossekompani ASA's and 56% of the Group's C-suite and non-executive management have completed the training in full in 2024.
Arendals Fossekompani engages in initiatives aimed at addressing its risks to business conduct, and to ensure positive impacts are fostered, and negative impacts prevented or reduced. In 2024, we updated our policies and procedures such as the Code of Conduct and Business Code of Conduct, as well as the instructions to the Board of Directors and several of its committees. These updates consolidated the expected risk assessment by Arendals Fossekompani ASA on core issues relating to sustainability, and introduced minimum expectations on non-material areas such as political engagement, animal welfare and supplier management, to prevent the emergence of negative impacts or risks on those topics.
In 2025, actions planned include:
There have been no convictions or confirmed incidents of corruption or bribery brought against Arendals Fossekompani Group's employees during the reporting period. No fines for violation of anti-corruption and anti-bribery laws have been incurred. As a result, no actions beyond the preventative measures listed above have been taken in 2024 to address breaches in procedures and standards of anti-corruption and anti-bribery.
Information is a central and valuable resource for Arendals Fossekompani's core business. Infrastructure in producing energy and handling sensitive materials, and online operations including software and clientfacing services, are vulnerable to digital threats. With the increasing trends in digitalisation, globalisation and the international security landscape, along with the changes taking place in Information and Communications Technology (ICT), such risks are likely to increase in the future.
Parts of our Group operate in sensitive industries that are exposed to critical cyber-attacks, which poses a risk to some of our operations. Specifically, our energy-producing infrastructure, software companies, and services to sensitive clients are at higher risk. Maintaining a strong information security infrastructure, along with associated internal controls and personnel trainings, generates ongoing costs to our companies. However, severe cyber-attacks have the potential to disrupt operations and delay our service delivery in far costlier ways, such that preventative measures are built into our business models, strategies, budgets and day-to-day decision-making. Our risk assessment on this topic found that our business model and strategy should be resilient in the face of any adjustments required. This was conducted as part of our DMA, using the time horizons and methods outlined in IRO-1. Time horizon: Short term Location in value chain: Own operations
At Arendals Fossekompani ASA, cyber security and this material risk are governed by our ICT Security Policy. This policy outlines guidelines to protect the company's overall information portfolio in an appropriate manner, and to ensure that the business is compliant with laws
and regulations, as well as general and industryspecific security standards. Our intention is tohave a security infrastructure and protocol proportional to the threats we face.
The guidelines are approved by Arendals Fossekompani's CEO and apply to everyone who has or will have access to the aforementioned resources, including Arendals Fossekompani ASA's Board of Directors, employees, temporary workers and other hired personnel. The Policy is available to all Arendals Fossekompani ASA's employees, and may also be shared with external functions as relevant. The Board of Directors is ultimately responsible for ICT security across the company, and must be informed annually about the ongoing work on ensuring our security in this regard.
Every company's ICT security risks are different. In accordance with the ICT Security Policy, Arendals Fossekompani expects the companies in our portfolio to have regularly updated internal policies and protocols of their own, to ensure that their information and data are protected and secure from unwanted breaches or incidents, and handled in such a manner that protect company-specific data and individual rights, and adhere to applicable external regulations.
The Policy outlines Arendals Fossekompani ASA's riskbased and comprehensive approach to ICT security, whereby a specific risk assessment must be conducted for the company's total information portfolio, and reviewed and updated as necessary. As part of the risk assessment, the value of the information must be assessed, vulnerabilities mapped and threats identified. Mapping of the company's ICT infrastructure, applications, networks, users and suppliers must form a key part of the risk assessment. The protection of the company's overall objectives of confidentiality, integrity and accessibility must be ensured.
Volue, ENRX, NSSLGlobal, Tekna, AFK Vannkraft and Alytic have ICT Security Policies with the same objectives as Arendals Fossekompani ASA. AFK Eiendom is considered too small for a dedicated policy of its own, but looks to Arendals Fossekompani ASA's policy.
Actions undertaken in 2024 and planned for 2025 include:
Arendals Fossekompani Group collects metrics against established targets relating to cyber security. These are considered sensitive to the Group's collective security and are not disclosed publicly.
Froland, 10 April 2025
Trond Westlie,
Chair
Stine Rolstad Brenna, Board Member
Lise Lindbäck, Board Member
Morten Bergesen, Board Member
Didrik Vigsnæs, Board Member
Anne Grethe Dalane, Board Member
Arild Nysæther, Board Member
Benjamin Golding, Chief Executive Officer
| Consolidated financial statements | 134 |
|---|---|
| Notes | 142 |

| Group | Parent Company | ||||
|---|---|---|---|---|---|
| Note | 2024 | 2023 | 2024 | 2023 | |
| Revenue | 4 319 188 | 3 883 853 | 361 114 | 503 750 | |
| Other Income | 1,2 | 43 330 | 13 404 | 16 048 | 15 565 |
| Revenue and other income | 1 | 4 362 517 | 3 897 257 | 377 162 | 519 315 |
| Materials and consumables used | 1 867 580 | 1 487 238 | 2 579 | 2 002 | |
| Employee benefit expenses | 4 | 1 294 249 | 1 227 180 | 82 585 | 75 506 |
| Other operating expenses | 7 | 593 974 | 571 870 | 103 503 | 92 090 |
| Operating expenses | 3 755 803 | 3 286 288 | 188 667 | 169 599 | |
| EBITDA | 606 714 | 610 969 | 188 495 | 349 716 | |
| Depreciation | 5 | 154 640 | 129 498 | 13 035 | 13 072 |
| Amortisation | 6 | 40 071 | 37 796 | 1 500 | 1 934 |
| Impairment loss property, plant and equipment | 5 | 4 426 | - | - | - |
| Impairment loss intangible assets | 6 | 13 781 | - | - | - |
| Operating profit | 393 797 | 443 675 | 173 960 | 334 711 | |
| Finance income | 8 | 115 452 | 150 828 | 3 501 961 | 267 658 |
| Finance costs | 8 | 248 090 | 124 340 | 1 114 276 | 92 438 |
| Net financial items | -132 639 | 26 488 | 2 387 685 | 175 220 | |
| Share of profit or loss of associates and joint ventures | 11 | -33 821 | -14 383 | - | - |
| Profit before income tax | 227 338 | 455 780 | 2 561 645 | 509 931 | |
| Income tax expense | 9 | 269 654 | 394 471 | 138 297 | 298 818 |
| Profit (-loss) from continuing operations | -42 316 | 61 309 | 2 423 348 | 211 112 | |
| Profit (-loss) from discontinued operations | 3 | 2 286 453 | -90 829 | - | - |
| Profit (-loss) for the year | 2 244 137 | -29 520 | 2 423 348 | 211 112 | |
| ATTRIBUTABLE TO | |||||
| Equity holders of the company | 2 237 579 | 32 590 | 2 423 348 | 211 112 | |
| Non-controlling interests | 6 558 | -62 110 | - | - | |
| Total | 2 244 137 | -29 520 | 2 423 348 | 211 112 | |
| Basic/diluted earnings per share (NOK) | 22 | 40.76 | 0.59 | 44.14 | 3.85 |
| Basic/diluted earnings per share continued (NOK) | 22 | -0.89 | 2.25 | - | - |
| Note | Group | Parent Company | |||
|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | ||
| ITEMS THAT MAY BE RECLASSIFIED TO STATEMENT OF INCOME | |||||
| Total Effect from Foreign Exchange | 112 017 | 85 136 | - | - | |
| Change on Cash flow hedges | 941 | 5 535 | - | - | |
| Tax on cash flow hedges that may be reclassified to P&L | 9 | -207 | -1 218 | - | - |
| Items that may be reclassified to statement of income | 112 751 | 89 453 | - | - | |
| ITEMS THAT WILL NOT BE RECLASSIFIED TO STATEMENT OF INCOME | |||||
| Change in financial assets at fair value through OCI | 16 | 18 514 | 2 088 | 18 514 | 2 088 |
| Actuarial gains and Losses | 4 | 6 710 | -1 431 | 8 168 | -718 |
| Tax on OCI that will not be reclassified to P&L | 9 | -1 797 | -143 | -1 797 | 158 |
| Items that will not be reclassified to statement of income | 23 427 | 513 | 24 885 | 1 528 | |
| Total Other Comprehensive Income (OCI) | 136 179 | 89 967 | 24 885 | 1 528 | |
| Profit (-loss) for the year | 2 244 137 | -29 520 | 2 423 348 | 211 112 | |
| Total Comprehensive Income | 2 380 316 | 60 446 | 2 448 233 | 212 640 | |
| Attributable to | |||||
| Equity holders of the company | 2 350 831 | 99 043 | 2 448 233 | 212 640 | |
| Non-controlling interests | 29 485 | -38 597 | - | - | |
| Total | 2 380 316 | 60 446 | 2 448 233 | 212 640 |
| Group | Parent Company | ||||
|---|---|---|---|---|---|
| Note | 2024 | 2023 | 2024 | 2023 | |
| ASSETS | |||||
| Property, plant and equipment | 5 | 1 248 924 | 1 428 536 | 222 992 | 227 396 |
| Intangible assets | 6 | 1 006 576 | 2 376 559 | 5 298 | 6 797 |
| Investments in associates and joint ventures | 11 | 2 553 150 | 20 315 | 2 570 648 | - |
| Investment in subsidiaries | 3,11 | - | - | 1 559 587 | 1 811 429 |
| Intercompany loans - non current | - | - | 707 030 | 1 384 434 | |
| Net pension assets | 4 | 35 584 | 28 270 | 21 848 | 13 369 |
| Non-current receivables | 12 | 106 549 | 177 453 | 68 917 | 56 642 |
| Shares in other companies | 12,16 | 74 652 | 88 283 | 68 562 | 77 275 |
| Deferred tax assets | 9 | 107 228 | 127 723 | 43 501 | 46 285 |
| Non-current assets | 5 132 662 | 4 247 139 | 5 268 383 3 623 627 | ||
| Inventories | 13 | 803 257 | 1 280 223 | - | - |
| Contract assets | 13 | 218 813 | 182 239 | - | - |
| Accounts receivable | 14 | 569 225 | 1 044 423 | 21 240 | 22 127 |
| Other receivables | 14 | 191 606 | 249 648 | 153 417 | 221 022 |
| Derivatives - current assets | 16 | 4 815 | 4 545 | - | - |
| Other current assets | 14 | 97 859 | 107 156 | - | - |
| Cash and cash equivalents | 15 | 1 799 668 | 1 928 652 | 913 390 1 064 083 | |
| Financial assets at fair value through OCI | 16 | 34 421 | 15 907 | 34 421 | 15 907 |
| Current assets | 3 719 663 | 4 812 793 | 1 122 467 | 1 323 139 | |
| Total assets | 8 852 326 | 9 059 932 | 6 390 850 4 946 766 |
| Group | Parent Company | ||||
|---|---|---|---|---|---|
| Note | 2024 | 2023 | 2024 | 2023 | |
| EQUITY AND LIABILITIES | |||||
| Share capital | 10 | 223 981 | 223 981 | 223 981 | 223 981 |
| Other paid-in capital | 28 127 | 25 604 | 28 160 | 25 604 | |
| Treasury shares | -105 684 | -112 938 | -105 684 | -112 938 | |
| Other reserves | 102 868 | 59 634 | 17 972 | 1 866 | |
| Retained earnings | 4 894 722 | 2 804 670 | 5 102 672 2 887 448 | ||
| Capital and reserves attributable to owners of the company | 5 144 014 3 000 952 | 5 267 102 3 025 962 | |||
| Non-controlling Interests | 11 | 270 016 | 637 581 | - | - |
| Total equity | 5 414 030 | 3 638 533 | 5 267 102 3 025 962 | ||
| Non-current bond loans | 17,25 | 498 503 | 498 042 | 498 503 | 498 042 |
| Non-current interest-bearing debt | 17,25 | 776 474 | 1 745 430 | 309 718 | 964 324 |
| Pension liabilities | 4 | 43 325 | 36 938 | 6 456 | 6 623 |
| Other non-current liabilities | 25 | 15 795 | 30 778 | - | - |
| Deferred tax liabilities | 9 | 45 116 | 132 939 | - | - |
| Non-current lease liabilities | 19,25 | 230 338 | 226 537 | 57 923 | 57 965 |
| Non-current liabilities | 1 609 551 | 2 670 664 | 872 599 1 526 954 | ||
| Current interest-bearing debt | 17,25 | 110 001 | 234 715 | - | - |
| Bank overdraft | 25 | 166 526 | 168 745 | - | - |
| Derivatives - current liabilities | 16 | 2 719 | 3 660 | - | - |
| Accounts payable | 18 | 276 936 | 512 917 | 17 726 | 11 852 |
| Payable income tax | 9 | 209 348 | 369 671 | 137 628 | 272 000 |
| Contract liabilities | 13 | 151 808 | 239 890 | - | - |
| Current interest-bearing debt, intercompany | - | - | - | 36 416 | |
| Current lease liabilities | 19 | 60 437 | 65 762 | 2 127 | 2 293 |
| Current provisions | 18 | 86 652 | 56 688 | 37 500 | 1 600 |
| Other current liabilities | 18 | 764 319 | 1 098 687 | 56 168 | 69 690 |
| Current liabilities | 1 828 745 | 2 750 735 | 251 149 | 393 850 | |
| Total liabilities and equity | 8 852 326 | 9 059 932 | 6 390 850 4 946 766 |
Froland, 10 April 2025
Trond Westlie,
Chair
Stine Rolstad Brenna, Board Member
Lise Lindbäck, Board Member
Morten Bergesen, Board Member
Didrik Vigsnæs, Board Member
Anne Grethe Dalane, Board Member
Arild Nysæther, Board Member
Benjamin Golding, Chief Executive Officer
| Group | Parent Company | |||||
|---|---|---|---|---|---|---|
| Note | 2024 | 2023 | 2024 | 2023 | ||
| CASH FLOW FROM OPERATING ACTIVITIES | ||||||
| Net profit for the year | 2 244 137 | -29 520 | 2 423 348 | 211 112 | ||
| ADJUSTED FOR | ||||||
| Depreciation, impairment and amortization | 970 178 | 319 914 | 14 535 | 15 006 | ||
| Gain on disposal of Volue ASA | 3,8 | -3 013 547 | - -3 265 046 | - | ||
| Loss on disposal of Commeo | 3,8 | - | - | 965 788 | - | |
| Net financial items other | 8 | 133 584 | 9 653 | -88 427 | -175 220 | |
| Share of profit from associates and joint ventures | 39 084 | 31 382 | - | - | ||
| Gain/loss from sales of assets | 3 700 | 2 302 | - | -580 | ||
| Tax expense | 275 575 | 420 547 | 138 297 | 298 818 | ||
| Change in inventories | 328 924 | -404 443 | - | - | ||
| Change in trade and other receivables | 107 974 | 23 957 | -18 008 | -3 274 | ||
| Change in trade and other payables | -101 104 | -521 964 | 5 915 | -509 | ||
| Cash flow from internal accounts payable and receivable | - | - | 13 926 | 10 867 | ||
| Change in other current assets | 27 841 | -61 962 | - | - | ||
| Change in other current liabilities | 112 060 | 291 816 | -6 476 | -20 674 | ||
| Change in other provisions | -3 818 | 1 965 | - | - | ||
| Change in employee benefits | -3 155 | 8 336 | -477 | -1 781 | ||
| Tax paid | -377 947 | -490 373 | -255 627 | -400 427 | ||
| Net cash from operating activities | A | 743 487 | -398 391 | -72 254 | -66 661 | |
| CASH FLOW FROM INVESTING ACTIVITIES | ||||||
| Interest received | 8 | 99 800 | 94 789 | 44 527 | 115 151 | |
| Dividends received | 8 | 383 | 3 234 | 107 676 | 99 627 | |
| Proceeds from the sales of PPE | 13 341 | 1 078 | 240 | 878 | ||
| Purchase of PPE and intangible assets | -477 024 | -648 330 | -6 617 | -11 290 |
Purchase of other investments -20 609 -16 161 - - Proceed from sale of other investments -4 084 21 001 -27 410 20 608 Group Contribution - - -16 056 9 462 Cash flow from other investing activities 20 188 - 20 188 - Cash flow from internal loans and borrowings - - -129 883 -761 615 Transactions with investments from subsidiaries -13 563 - -90 295 -78 219 Proceeds from the sales of shares in subsidiaries 714 577 11 774 1 008 528 11 776 Net cash from investing activities B 327 157 -1 011 169 910 898 -595 611
| Group | Parent Company | |||||
|---|---|---|---|---|---|---|
| Note | 2024 | 2023 | 2024 | 2023 | ||
| CASH FLOW FROM FINANCING ACTIVITIES | ||||||
| Equity payments from/ to non controlling interests | 25 605 | -10 260 | - | - | ||
| Cash from new borrowings | 25 | 249 599 | 1 322 068 | 188 474 | 825 485 | |
| Repayment of long-term borrowings | 25 | -1 084 816 | -162 291 | -876 002 | -2 293 | |
| Cash flow from net change in current interest bearing debt | 25 | 35 973 | 277 552 | -166 | -7 | |
| Interest paid and realized currency gains/losses | 8 | -206 104 | -137 058 | -84 690 | -43 809 | |
| Dividend paid | -250 298 | -251 175 | -219 511 | -216 532 | ||
| Cash flow from treasury shares | 11 034 | 878 | 9 810 | 878 | ||
| Cash Flow from Other Financing Activities | -36 519 | 7 475 | -7 252 | 2 283 | ||
| Net cash from financing activities | C | -1 255 526 | 1 047 188 | -989 337 | 566 005 | |
| Cash flow | A+B+C | -184 882 | -362 372 | -150 693 | -96 267 | |
| Opening balance for cash and cash equivalents | 1 928 652 | 2 212 495 | 1 064 083 | 1 160 349 | ||
| FX effects on cash accounts | 55 898 | 78 530 | - | - | ||
| Closing balance for cash and cash equivalents | 1 799 668 | 1 928 652 | 913 390 1 064 083 | |||
| Unused credit facilities | 2 194 085 | 2 194 085 | 1 131 526 | 1 131 526 |
| 138 | ARENDALS FOSSEKOMPANI ANNUAL REPORT 2024 | INTRODUCTION | ABOUT | PERFORMANCE | CORPORATE GOVERNANCE | SUSTAINABILITY | FINANCIAL | SIGNATURES | 139 |
|---|---|---|---|---|---|---|---|---|---|
| Group | |
|---|---|
| Note | Share capital |
Other paid-in capital |
Treasury shares |
Other reserves |
Retained earnings |
Owner's equity |
Non controlling Interests |
Total equity |
|
|---|---|---|---|---|---|---|---|---|---|
| Balance at 1 January 2023 |
223 981 | 21 800 | -110 012 | 4 748 | 2 982 317 | 3 122 835 | 661 511 3 784 346 | ||
| Profit (-loss) for the year |
- | - | - | - | 32 590 | 32 590 | -62 110 | -29 520 | |
| Total Other Comprehensive Income (OCI) |
- | - | - | 62 626 | 3 288 | 65 913 | 24 053 | 89 967 | |
| Effect of share based payment |
4 | - | - | - | 11 319 | 11 319 | 2 708 | 14 027 | |
| Treasury shares | 3 804 | -2 926 | 2 166 | 3 044 | 2 269 | 5 313 | |||
| Transactions with non-controlling interests |
8 | - | - | - | -32 443 | 22 863 | -9 580 | 8 958 | -622 |
| Capital changes from subsidiaries |
- | - | - | 13 384 | -14 300 | -916 | 26 150 | 25 234 | |
| Dividends paid | 10 | - | - | - | - | -224 254 | -224 254 | -25 958 | -250 212 |
| Balance at 31 December |
223 981 | 25 604 | -112 938 | 59 634 2 804 670 3 000 952 | 637 581 3 638 533 | ||||
| Balance at 1 January 2024 |
223 981 | 25 604 | -112 938 | 59 634 2 804 670 3 000 952 | 637 581 3 638 533 | ||||
| Profit (-loss) for the year |
- | -33 | - | -69 522 | 2 307 135 | 2 237 579 | 6 558 | 2 244 137 | |
| Total Other Comprehensive Income (OCI) |
- | - | - | 107 049 | 6 203 | 113 252 | 22 927 | 136 179 | |
| Effect of share based payment |
4 | - | - | - | 5 707 | -1 488 | 4 219 | - | 4 219 |
| Treasury shares | 2 556 | 7 254 | - | 1 167 | 10 977 | 58 | 11 034 | ||
| Disposal group | 3 | - | - | - | - | - | - | -369 410 | -369 410 |
| Dividends paid | 10 | - | - | - | - | -222 965 | -222 965 | -27 698 | -250 662 |
| Balance at 31 December |
223 981 | 28 127 | -105 684 | 102 868 4 894 722 | 5 144 014 | 270 016 5 414 030 |
Parent Company
| Note | Share capital |
Other paid-in capital |
Treasury shares |
Other reserves |
Retained earnings |
Owner's equity |
Non controlling Interests |
Total equity |
|
|---|---|---|---|---|---|---|---|---|---|
| Balance at 1 January 2023 |
223 981 | 21 800 | -110 012 | -1 833 2 893 428 3 027 365 | 3 027 365 | ||||
| Profit (-loss) for the year |
- | - | - | - | 211 112 | 211 112 | - | 211 112 | |
| Total Other Comprehensive Income (OCI) |
- | - | - | 2 088 | -560 | 1 528 | - | 1 528 | |
| Effect of share based payment |
4 | - | - | - | 1 611 | - | 1 611 | - | 1 611 |
| Treasury shares | - | 3 804 | -2 926 | - | - | 878 | - | 878 | |
| Dividends paid | 10 | - | - | - | - | -216 532 | -216 532 | - | -216 532 |
| Balance at 31 December |
223 981 | 25 604 | -112 938 | 1 866 2 887 448 3 025 962 | - 3 025 962 | ||||
| Balance at 1 January 2024 |
223 981 | 25 604 | -112 938 | 1 866 2 887 448 3 025 962 | 3 025 962 | ||||
| Profit (-loss) for the year |
- | - | - | - 2 423 348 2 423 348 | - 2 423 348 | ||||
| Total Other Comprehensive Income (OCI) |
- | - | - | 18 514 | 6 371 | 24 885 | - | 24 885 | |
| Effect of share based payment |
4 | - | - | - | -2 408 | 5 016 | 2 608 | - | 2 608 |
| Treasury shares | - | 2 556 | 7 254 | - | - | 9 810 | - | 9 810 | |
| Dividends paid | 10 | - | - | - | - | -219 511 | -219 511 | - | -219 511 |
| Balance at 31 December |
223 981 | 28 160 | -105 684 | 17 972 | 5 102 672 | 5 267 102 | - 5 267 102 |
| Share | Other paid-in |
Treasury | Other | Retained | Owner's | Non controlling |
Total | ||
|---|---|---|---|---|---|---|---|---|---|
| Note | capital | capital | shares | reserves | earnings | equity | Interests | equity | |
| Balance at | |||||||||
| 1 January 2023 | 223 981 | 21 800 | -110 012 | -1 833 2 893 428 3 027 365 | 3 027 365 | ||||
| Profit (-loss) for the year |
- | - | - | - | 211 112 | 211 112 | - | 211 112 | |
| Total Other Comprehensive Income (OCI) |
- | - | - | 2 088 | -560 | 1 528 | - | 1 528 | |
| Effect of share based payment |
4 | - | - | - | 1 611 | - | 1 611 | - | 1 611 |
| Treasury shares | - | 3 804 | -2 926 | - | - | 878 | - | 878 | |
| Dividends paid | 10 | - | - | - | - | -216 532 | -216 532 | - | -216 532 |
| Balance at 31 December |
223 981 | 25 604 | -112 938 | 1 866 2 887 448 3 025 962 | - 3 025 962 | ||||
| Balance at 1 January 2024 |
223 981 | 25 604 | -112 938 | 1 866 2 887 448 3 025 962 | 3 025 962 | ||||
| Profit (-loss) for the year |
- | - | - | - 2 423 348 2 423 348 | - 2 423 348 | ||||
| Total Other Comprehensive Income (OCI) |
- | - | - | 18 514 | 6 371 | 24 885 | - | 24 885 | |
| Effect of share based payment |
4 | - | - | - | -2 408 | 5 016 | 2 608 | - | 2 608 |
| Treasury shares | - | 2 556 | 7 254 | - | - | 9 810 | - | 9 810 | |
| Dividends paid | 10 | - | - | - | - | -219 511 | -219 511 | - | -219 511 |
| Balance at 31 December |
223 981 | 28 160 | -105 684 | 17 972 | 5 102 672 | 5 267 102 | - 5 267 102 |
performs a qualitative assesment of hedging effectiveness. A hedging instrument is derecognised when it no longer satisfies hedge accounting criteria, sold, terminated or matures. The accumulated change in fair value recognised in other comprehensive income remains until the forecast transaction occurs. If the hedged item is a financial asset, the amount recognised in other comprehensive income is transferred to to the income statement in the same period as the hedged item affects the income statement. If the hedged transaction is no longer expected to occur, the accumulated unrealised gains or losses are immediately recognised in the income statement.
Ordinary shares are classified as equity. Costs associated with the issuance of shares are recognised as a reduction in net equity (share premium) after tax, if applicable.
On the repurchase of treasury shares, the purchase amount including directly attributable costs are recognised as a change in equity. Purchased shares are classified as treasury shares and reduce total equity. When treasury shares are sold, the received amount is recorded as an increase in equity, and the subsequent gain on the transaction is recognised in Other paid-in equity.
Depreciation is calculated using the straight-line method over the estimated useful lifetime for each item of property, plant and equipment, and charged to the income statement. Land is not depreciated. Estimated economic lifetimes are as follows:
| Watercourse regulations | 40–50 years | |||
|---|---|---|---|---|
| Power generation | ||||
| Buildings | 50 years | |||
| Dams, water ways, hatches | 25-40 years | |||
| Machine equipment | 40 years | |||
| Thermal power plant (Spain) | 25 years | |||
| Industrial activities | ||||
| Buildings | 20–25 years | |||
| Machinery and equipment | 7–15 years | |||
| Operational moveable property, vehicles, equipment etc. |
3–12 years |
Residual value is assessed annually unless it is immaterial.
The booked value of construction contracts consists of earned, non-invoiced income under the percentage-of-completion method, less received advance payments. The amount is recognised in the balance sheet under trade and other receiva-bles. The net worth is classified as contract assets. Long-term manufacturing contracts where the customer has paid more than the earned contract value on the balance sheet date are classified as contract obligations. See also the section below on operating income and Note 13.
For share-based compensation by equity instru-ments granted that do not vest until the employee completes a specified period of service, it is assumed that the services to be rendered as consideration for the equity instruments will be received in the future, during the vesting period. Such services are accounted for as they are rendered by the employee during the vesting period, with a corresponding increase in equity.
Operating revenue is recognised when perfor-mance obligations are satisfied through the transfer of a good or service to the the customer, either over time or at a point in time. By transfer is meant that the customer has obtained control of the good or service. The most central indicators of transfer of control is that the Group has obtained the right to payment for the good or service, that the customer has obtained the right to the good or service, that the Group has transferred physical control of the good or service, that the customer has taken on the significant risks and rewards related to ownership of the good or service. Operating revenue is presented net of sales-related taxes and rebates.
Revenue related to fixed-price contracts where the deliverable is tailored to the customer, does not have an alternative use and where the Group obtains the right to payment based on the projects progress is recognised over time as long as the projects revenue and expenses can be estimated reliably. When the project's result cannot be estimated reliably, only revenue corresponding to expenses incurred may be recognised. Losses related to onerous contracts are recognosed in the period they are identified.
Depending on the type of project, progress is estimated based on costs incurred in relation to total estimated costs, as direct hours incurred in relation to total expected hours or by assessing technical grade of completion. Estimates related to revenues, expenses and progress are revised when assumptions change. Change in estimates are recognised in the income statement in the period management becomes aware of the change of assumptions that caused the change in estimate.
Arendals Fossekompani ASA is domiciled in Norway, and with headquarters in Bøylefoss, in the Municipality of Froland. The consolidated financial statements for financial year 2024 include the company and its subsidiaries (as a whole, referred to as "the Group"). Information about the companies included in the scope of consolidation is disclosed in Note 11, together with information about Group investments in associates.
The annual and consolidated financial statements have been prepared in accordance with IFRS® Accounting Standards as adopted by the European Union and associated interpretations, as well as Norwegian disclosure requirements pursuant to the Norwegian Accounting Act applicable as of 31 December 2024.
The annual and consolidated financial statements were approved by the board of directors on 10 April 2025.
The annual and consolidated financial statements will be submitted for adoption at the Annual General Meeting scheduled for 15 May 2025. The board is authorised to amend the annual and consolidated financial statements until final adoption.
The financial statements are presented in Norwegian kroner (NOK), which is the functional currency of the parent company. All amounts disclosed in the financial statements and notes have been rounded off to the nearest thousand NOK units unless otherwise stated.
The financial statements have been prepared using the historical cost principle, with the exception of the following assets, which are presented at fair value: Financial instruments at fair value through profit or loss and financial instruments at fair value through other comprehensive income.
The Group recognises changes in equity arising from transactions with owners in the statement of changes in equity. Other changes in equity are presented in the statement of comprehensive income (total return).
Preparation of financial statements in accordance with IFRS requires the use of assessments, estimates and assumptions that influence which accounting policies shall be applied, and also influence recognised amounts for assets and liabilities, revenues and costs. Actual amounts can deviate from estimated amounts.
Estimates and underlying assumptions are reviewed on an ongoing basis. Changes in accounting estimates are recognised in the period in which they arise if they only apply to that period. If the changes also apply to subsequent periods, the effect is allocated over the current and subsequent periods.
Areas with significant estimation uncertainties, and where assumptions and assessments made have significantly influenced the application of the accounting policies, are disclosed in Note 21.
The accounting policies applied in the preparation of the annual and consolidated financial statements are described below. With the exception of effects described in the section on changes in accounting policies below, the policies are applied consistently for all periods. In case that subsidiaries have used other principles to prepare their separate annual financial statements, adjustments have been made so the consolidated financial statements are prepared according to common policies.
Financial information for the operating segments is determined and presented based on the information provided to the company's board of directors, which is the Group's ultimate decision-maker.
Transactions in foreign currencies
Transactions in foreign currencies are translated to the functional currency of each individual Group company using the exchange rates at the dates of the transactions. Monetary assets and liabilities in foreign currencies are translated to NOK using the exchange rate at the balance sheet date. Differences that arise from the currency translation are recognised in the income statement.
Assets and liabilities in foreign currencies are translated to NOK using the exchange rate at the balance sheet date. Foreign exchange gains/losses related to sales are presented as part of sales, foreign exchange gains/losses related to purchases are presented as part of cost of materials, and foreign exchange gains/losses related to financing is presented as part of financial items.
When a derivative is designated as a hedging instrument on variability in cash flows for a recorded asset or liability, or for a highly probable forecast transaction, the effective portion of a change in fair value is recognised in other comprehensive income. The Group
| Segment reporting |
|||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| per 31.12. | Group Management | AFK Vannkraft | NSSLGlobal | ENRX | Tekna | ||||||
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | ||
| Sales at a point in time |
53 | 360 999 | 503 750 1 399 388 1 203 525 | 898 429 | 913 885 | 216 862 | 212 174 | ||||
| Sales over time | 1 015 685 885 888 | 73 486 | 107 029 | ||||||||
| Other Income | 17 336 | 12 684 | 2 191 | 6 817 | 509 | 2 612 | 9 007 | 4 289 | 31 917 | 8 528 | |
| Revenue and other income |
17 390 | 12 684 | 363 190 | 510 567 1 399 897 1 206 137 1 923 121 1 804 062 322 265 | 327 730 | ||||||
| Operating expense |
92 102 | 87 467 | 101 742 | 85 382 1 105 098 | 975 289 1 700 675 1 605 918 353 590 | 391 661 | |||||
| Depreciation, amortization, impairment |
5 838 | 3 358 | 8 716 | 11 657 | 31 399 | 19 557 | 88 403 | 82 516 | 31 545 | 33 036 | |
| Operating profit |
-80 551 | -78 140 | 252 733 | 413 528 263 400 | 211 291 | 134 043 | 115 628 | -62 870 | -96 966 | ||
| Income from associates |
967 | 1 087 | 9 | -4 755 | |||||||
| Net financial items |
-642 422 | 175 215 | 12 862 | -3 234 | -80 786 | -44 224 | -15 901 | -4 973 | |||
| Income tax expense |
-17 352 | 4 971 | 155 930 294 058 | 74 805 | 44 757 | 44 498 | 43 361 | 6 677 | 11 476 | ||
| Profit (-loss) for the period from continued |
|||||||||||
| operations | -705 621 | 92 104 | 96 803 | 119 470 202 424 | 164 388 | 8 759 | 28 042 | -85 439 | -118 170 | ||
| Total assets | 6 155 332 4 723 264 | 239 113 | 227 280 1 258 356 1 066 740 2 372 107 2 014 539 | 576 252 | 585 469 | ||||||
| Total liabilities | 949 179 1 638 939 | 179 511 | 285 219 | 533 368 | 458 674 1 862 777 1 597 622 | 366 852 | 291 026 | ||||
| Net interest | |||||||||||
| bearing debt | -43 387 | 496 768 | -473 752 -346 420 1 053 958 | 776 613 | 172 321 | 125 011 |
| reporting | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| per 31.12. | Group Management | AFK Vannkraft | NSSLGlobal | ENRX | Tekna | |||||
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |
| Sales at a point in time |
53 | 360 999 | 503 750 1 399 388 1 203 525 | 898 429 | 913 885 | 216 862 | 212 174 | |||
| Sales over time | 1 015 685 885 888 | 73 486 | 107 029 | |||||||
| Other Income | 17 336 | 12 684 | 2 191 | 6 817 | 509 | 2 612 | 9 007 | 4 289 | 31 917 | 8 528 |
| Revenue and other income Operating |
17 390 | 12 684 | 363 190 | 510 567 1 399 897 1 206 137 1 923 121 1 804 062 322 265 | 327 730 | |||||
| expense | 92 102 | 87 467 | 101 742 | 85 382 1 105 098 | 975 289 1 700 675 1 605 918 353 590 | 391 661 | ||||
| Depreciation, amortization, impairment |
5 838 | 3 358 | 8 716 | 11 657 | 31 399 | 19 557 | 88 403 | 82 516 | 31 545 | 33 036 |
| Operating profit |
-80 551 | -78 140 | 252 733 | 413 528 263 400 | 211 291 | 134 043 | 115 628 | -62 870 | -96 966 | |
| Income from associates |
967 | 1 087 | 9 | -4 755 | ||||||
| Net financial items |
-642 422 | 175 215 | 12 862 | -3 234 | -80 786 | -44 224 | -15 901 | -4 973 | ||
| Income tax expense |
-17 352 | 4 971 | 155 930 294 058 | 74 805 | 44 757 | 44 498 | 43 361 | 6 677 | 11 476 | |
| Profit (-loss) for the period from continued |
||||||||||
| operations | -705 621 | 92 104 | 96 803 | 119 470 202 424 | 164 388 | 8 759 | 28 042 | -85 439 | -118 170 | |
| Total assets | 6 155 332 4 723 264 | 239 113 | 227 280 1 258 356 1 066 740 2 372 107 2 014 539 | 576 252 | 585 469 | |||||
| Total liabilities | 949 179 1 638 939 | 179 511 | 285 219 | 533 368 | 458 674 1 862 777 1 597 622 | 366 852 | 291 026 | |||
| Net interest bearing debt |
-43 387 | 496 768 | -473 752 -346 420 1 053 958 | 776 613 | 172 321 | 125 011 |
The criteria for held for sale classification is regarded as met only when the sale is highly probable, and the asset or disposal group is available for immediate sale in its present condition. Actions required to complete the sale should indicate that it is unlikely that significant changes to the sale will be made or that the decision to sell will be withdrawn. Management must be committed to the plan to sell the asset and the sale expected to be completed within one year from the date of the classification.
Property, plant and equipment and intangible assets are not depreciated or amortised once classified as held for sale.
Assets and liabilities classified as held for sale are presented separately as current items in the statement of financial position.
Discontinued operations are excluded from the results of continuing operations and are presented as a single amount as profit or loss after tax from discontinued
operations in the statement of profit or loss. Cash flows from discontinued operations are included in the consolidated statement of cash flows and are disclosed separately. The Group includes proceeds from disposal in cash flows from discontinued operations. All other notes to the financial statements include amounts for continuing operations, unless indicated otherwise.
The company has not early-adopted any IFRS standards or IFRIC that have been issued but are not mandatory as of 31 December 2024. Based on the assessments made so far, it is assumed that coming standards and IFRIC approved by the EU will not have a material effect on the financial statements.
No new standards have been adopted by the Company and the Group with effect from 1 January 2024.
In fixed-price contracts the customer normally pays fixed amounts through the project period based on a payment plan. A contract asset is recognised if, at the measurement date the value of the deliverable at the exceeds payments received from the customer. A contract liability is recognised payment from the customer exceeds the value of the deliverable at the measurement date.
Revenue from energy sales is recognised at the transaction date.
Government grants that compensate for incurred expenses are recognised as a cost reduction in the income statement on a systematic basis in the same periods in which the expenses are incurred. Grants related to the acquisition of operating assets are recognised as reduction of cost and amortised by reducing amortisation over the operating asset's useful economic life.
Cash means cash in hand and in the bank. Cash equivalents are short-term liquid investments that can be converted to cash within three months to a known amount and which have an insignificant degree of risk. Cash and cash equivalents in the cash flow statement do not include unused overdrafts.
The Group classifies non-current assets and disposal groups as held for sale if their carrying amounts will be recovered principally through a sale transaction rather than through continuing use. Non-current assets and disposal groups classified as held for sale are measured at the lower of their carrying amount and fair value less costs to sell. Costs to sell are the incremental costs directly attributable to the disposal of an asset (disposal group), excluding finance costs and income tax expense.
Financial information for the operating segments is determined and presented based on the information provided to the company's board of directors, which is the Group's ultimate decision-maker. Due to the sale of shares in Volue and Vergia, as well the filing for insolvency of Commeo, these disposed groups are no longer reported as segments. The remaining companies in the Ampwell group are reported as Other in the segment note. We also refer to note 3.
AFK Vannkraft generates power at two locations in the Arendal watercourse. The Bøylefoss and Flatenfoss hydropower plants produce on average more than 500 GWh annually. All financial items have been allocated to Group Management segment.
Combining industrial, technological and capital markets expertise, Arendals Fossekompani's Group Management identifies and develops opportunities for sustainable value creation. As an active owner of our portfolio companies, we support management in target setting, strategy development, performance management, M&A and financing, and work to build strong boards, management teams and leaders to ensure long-term sustainable value creation. In every investment, we have a long-term view of our objectives. We retain ownership of our portfolio companies as long as we are the best owner, ensuring long-term value and stability.
NSSLGlobal is an independent provider of cyber secure satellite and mobile communications, and IT support that delivers high-quality voice and data services across the globe, regardless of location or terrain. NSSLGlobal's activities are divided into four main areas: Airtime, Projects, Hardware and Service. Its main customers are within the maritime segment, the military and government sector, large international corporations, and the energy sector. The revenue model is to a large degree based on multi-year subscription and support contracts, thereby securing a significant recurring revenues.
Leveraging decades of experience, ENRX combines global market leadership for industrial induction heating systems (Heat) with leading technology in the highgrowth market for wireless induction charging solutions (Charge). Industries served by ENRX include automotive, renewable energy/wind energy, pipe fabrication, electronics, cable and mechanical engineering. The company has operations in 15 countries.
Tekna is a world-leading provider of advanced materials and plasma systems to several industries. Tekna produces high-purity metal powders for applications such as 3D printing in the aerospace, medical and consumer electronics sectors, as well as optimised induction plasma systems for industrial research and production. With its unique, IP-protected plasma technology, the company is well positioned in the growing market for advanced nanomaterials within the microelectronics industry.
AFK Eiendom comprises all property related companies and property investments in Arendals Fossekompani.
Alytic acts as a growth catalyst for future-oriented companies and works to establish leading businesses within their respective industries. The Alytic investment team collaborates closely with their portfolio companies to drive value through strategic development, leadership support, sales enhancement, HR and talent acquisition, and by leveraging data science and technology. The current Alytic portfolio of companies includes Kontali, a world-leading aquaculture data and analyses provider, Veyt, a market intelligence provider for low carbon markets, Factlines, a technology provider for ESG reporting., and Utel, a provider of services for telecom network monitoring and analysis."
GEOGRAPHICAL SEGMENTS
| Norway | Europe | Asia | North America | Consolidated | ||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |
| Revenue | 848 639 | 692 554 1 952 409 1 256 466 | 875 639 1 225 812 685 831 | 722 426 4 362 517 3 897 257 | ||||||
| Segment assets |
4 908 242 | 1 695 074 2 292 930 5 189 719 | 775 902 1 374 982 875 252 | 800 157 8 852 326 9 059 932 |
| Parent | ||||||
|---|---|---|---|---|---|---|
| Company | AFK Vannkraft | Group Management | Total | |||
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |
| Revenue and other income |
363 305 | 510 567 | 13 857 | 8 748 | 377 162 | 519 315 |
| Operating expenses |
104 311 | 85 382 | 84 357 | 84 216 | 188 667 | 169 599 |
| Depreciation, amortization and impair ment |
8 716 | 11 657 | 5 819 | 3 349 | 14 535 | 15 006 |
| Operating income |
250 279 | 413 528 | -76 319 | -78 817 | 173 960 | 334 711 |
| Net financial items |
2 387 685 | 175 220 2 387 685 | 175 220 | |||
| Income tax expense |
155 534 | 294 058 | -17 236 | 4 760 | 138 297 | 298 818 |
| Profit (-loss) continuing |
||||||
| operations | 94 745 | 119 470 2 328 603 | 91 643 2 423 348 | 211 112 | ||
| Total assets | 239 092 | 227 280 6 151 758 4 719 486 6 390 850 4 946 766 | ||||
| Total liabilities | 178 475 | 285 219 | 945 273 1 635 585 1 123 748 1 920 804 | |||
| Net interest bearing debt |
-43 387 | 496 767 | -43 387 | 496 767 |
| Group | Parent Company | ||||
|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | ||
| Other | 36 488 | 9 215 | 7 240 | 6 237 | |
| Other income, intercompany |
8 807 | 8 748 | |||
| Gain sales of assets |
656 | 1 314 | 580 | ||
| Grants/subsi dies |
6 186 | 2 875 | |||
| Other income | 43 330 | 13 404 | 16 048 | 15 565 |
| Tota | ||
|---|---|---|
| 2024 | 2023 | |
| 377 162 | 519 315 | |
| 188 667 | 169 599 | |
| 14 535 | 15 006 | |
| 173 960 | 334 711 | |
| 2387685 | 175 220 | |
| 138 297 | 298 818 | |
| 423 348 | 211 112 | |
| 390 850 | 4 946 766 | |
| 1123 748 1 920 804 | ||
| -43387 | 496 767 |
In July 2024, Arendals Fossekompani sold its 100% shareholding in Vergia. Consequently, the company's financial results have been recognised on separate lines in the income statement as discontinued operations. The gain on disposal of Vergia of MNOK 17 is included in "Profit/loss from discontinued operations". Vergia's key figures relating to the income statement for 2024 (until transaction date), and comparative figures for 2023 are presented below.
| Amount in MNOK | 2024 | 2023 |
|---|---|---|
| OPERATING REVENUES AND OPERATING COSTS | ||
| Operating revenue | 1 | |
| Operating expense | 4 | 9 |
| Operating profit | -3 | -8 |
| Net financial items | -1 | -1 |
| Share of profit or loss of associates and joint ventures | -5 | -17 |
| Profit before income tax | -10 | -26 |
| Profit (-loss) from discontinued operations | -10 | -26 |
| Gain on disposal of Vergia | 17 | |
| Net discontinued operations income (after tax) | 7 | -26 |
| Basic/diluted earnings per share (NOK) | 0,13 | -0,47 |
| Net cash from operating activities | -4,6 | -15 |
| Net cash from investing activities | -6,2 | -9 |
| Net cash from financing activities | 7,7 | 9 |
| Cash Flow | -3 | -15 |
In October 2024 Arendals Fossekompani sold its 60% shareholding in Volue ASA. Arendals Fossekompani has subsequently acquired a 40% indirect ownership of Volue via the associated company Faraday Topco AS. The gain on partial disposal of Volue of NOK 3,014 million is included in "Profit/loss from discontinued operations" in the group accounts. In the parent company financial statements, the gain of NOK 3,265 million related to sale of Volue is presented as financial income. The sale of Volue contributed with cash proceeds of NOK 3,569 million to the company. Volue's key figures relating to the income statement for 2024 (until transaction date) and comparative figures for 2023 are presented below.
| Amount in MNOK | 2024 | 2023 |
|---|---|---|
| OPERATING REVENUES AND OPERATING COSTS | ||
| Operating revenue | 1 335 | 1 489 |
| Operating expense | 1 107 | 1 281 |
| Depreciation | 15 | 40 |
| Amortisation | 118 | 88 |
| Operating profit | 95 | 94 |
| Net financial items | -17 | -17 |
| Profit before income tax | 78 | 77 |
| Income tax expense | 9 | 27 |
| Profit (-loss) from discontinued operations | 69 | 50 |
| Gain on disposal of Volue shares | 3 014 | |
| Net discontinued operations income (after tax) | 3 083 | 50 |
| Basic/diluted earnings per share (NOK) | 56.15 | 0.92 |
Commeo is a subsidiary of AFK's portfolio company, Ampwell. Ampwell was established in 2022 to build an eco-system for battery technology and a Battery-as-a-Service model. The investment in Commeo was made in April 2022. The Commeo companies in Germany filed for insolvency in July 2024. All companies are subsidiaries of Arendal Fossekompani. Consequently, these company's financial results have been recognised on separate lines in the income statement as discontinued operations. After insolvency of Commeo Germany, Ampwell is no longer considered as own reporting segment. The remaining Ampwell companies are now included in reporting segment Other. The impairment losses of total NOK 613 million related to the insolvency of Commeo are presented as "Profit/loss from discontinued operations" in the Group accounts and include the impairment of property, plant and equipment of NOK 236 million, the impairment of intangible assets of NOK 96 million as well the impairment of the entire goodwill of NOK 281 million related to the acquisition of Commeo. Commeo Germany's key figures relating to the income statement for 2024 (until filing date for insolvency), and comparative figures for 2023 are presented below.
| Amount in MNOK | 2024 | 2023 |
|---|---|---|
| OPERATING REVENUES AND OPERATING COSTS | ||
| Operating revenue | 30 | 60 |
| Operating expense | 208 | 118 |
| Depreciation and amortisation | 15 | 24 |
| Operating profit | -193 | -82 |
| Net financial items | -19 | |
| Profit before income tax | -193 | -101 |
| Income tax expense | 3 | 1 |
| Profit (-loss) from discontinued operations | -190 | -101 |
| Impairment losses related to insolvency of Commeo | 613 | |
| Net discontinued operations income (after tax) | -803 | -101 |
| Basic/diluted earnings per share (NOK) | -11.17 | -1.84 |
| Net cash from operating activities | -71 | -179 |
| Net cash from investing activities | -14 | -173 |
| Net cash from financing activities | 53 | 379 |
| Cash Flow | -32 | 26 |
| Group | Parent Company | |||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| Salaries | 1 166 572 | 1 011 169 | 60 557 | 55 345 |
| Social security contributions | 154 192 | 228 811 | 10 207 | 10 566 |
| Pension costs | 45 489 | 40 623 | 5 169 | 4 762 |
| Capitalised cost | -96 094 | -79 548 | ||
| Share-based payments | 5 707 | 3 212 | 2 608 | 1 611 |
| Other benefits | 18 383 | 22 913 | 4 043 | 3 221 |
| Total employee benefits | 1 294 249 | 1 227 180 | 82 585 | 75 506 |
| Average number of full-time headcounts |
1 761 | 1 752 | 37 | 37 |
| 2024 | Salaries, fees |
Bonus paid out this year |
Benefits in kind |
Total remu neration |
Share-based payment |
Paid-in pension contribution |
Number of board meetings (i) |
|---|---|---|---|---|---|---|---|
| SENIOR EXECUTIVES | |||||||
| Benjamin Golding, CEO | 4 107 | 1 987 | 24 | 6 118 | 437 | 129 | |
| Lars Peder Fensli, CFO | 2 912 | 772 | 14 | 3 698 | 389 | 137 | |
| Håkon Tanem, Executive Vice President |
2 575 | - | 53 | 2 628 | 281 | 135 | |
| Torkil Mogstad, Executive Vice President |
2 262 | 426 | 38 | 2 726 | 295 | 89 | |
| Ingunn Ettestøl, ESG Director | 1 896 | 505 | 26 | 2 427 | 260 | 160 | |
| Ann-Kari A. Heier, Executive Vice President |
1 792 | 200 | 38 | 2 030 | 137 | 164 | |
| Total remuneration | 15 544 | 3 890 | 193 | 19 627 | 1 799 | 814 |
| Amount in MNOK | 2024 | 2023 | Note 4 Employee benefits |
|---|---|---|---|
| 2024 | Salaries, fees |
Bonus paid out this year |
Benefits in kind |
Total remu neration |
Share-based payment |
Paid-in pension contribution |
Number of board meetings (i) |
|---|---|---|---|---|---|---|---|
| BOARD MEMBERS | |||||||
| Trond Westlie, Chairman, (iii) | 1 119 | 1 119 | 17 | ||||
| Morten Bergesen, Deputy Chairman, (ii), (iv) |
483 | 483 | 17 | ||||
| Didrik Vigsnæs, Board Member, (iii) |
423 | 423 | 17 | ||||
| Christian Must, Board Member until 15.05.2024 (iii) |
156 | 156 | 5 | ||||
| Arild Nysæther, Board Member from 15.05.2024 |
225 | 225 | 12 | ||||
| Stine Rolstad Brenna, Board Member, (ii) |
477 | 477 | 17 | ||||
| Lise Lindback, Board Member, (iii) |
398 | 398 | 17 | ||||
| Anne Grethe Dalane, Board member, (ii) |
453 | 453 | 17 | ||||
| Total remuneration | 3 734 | 3 734 |
| OPERATING REVENUES AND OPERATING COSTS | ||
|---|---|---|
| Net cash from operating activities | 378 | -97 |
| Net cash from investing activities | -444 | -531 |
| Net cash from financing activities | -122 | 347 |
| Cash Flow | -187 | -282 |
| DETAILS OF THE SALE OF SUBSIDIARY VOLUE ASA: | ||
| Consideration received | ||
| Cash | 1 055 | |
| Offset debt and transaction cost | 154 | |
| Promissory note | 2 417 | |
| Total disposal consideration | 3 625 | |
| Transaction costs | -56 | |
| Carrying amount of net assets sold, excl. NCI | -556 | |
| Gain on sale of shares in Volue ASA | 3 014 | |
| The carrying amounts of assets and liabilities as at | ||
| the date of sale (27 October 2024) on 100% basis were: | ||
| 27 October 2024 | ||
| Intangible assets | 1 202 | |
| Property, plant and equipment | 188 | |
| Deferred tax assets | 47 | |
| Other non-current assets | 32 | |
| Inventories | 34 | |
| Contract assets | 105 | |
| Accounts receivable | 210 | |
| Other receivables | 108 | |
| Cash and cash equivalents | 294 | |
| Total assets | 2 219 | |
| Non-current interest-bearing debt | -193 | |
| Other non-current liabilities | -11 | |
| Deferred taxes | -90 | |
| Non-current RoU liabilities | -103 | |
| Accounts payable | -86 | |
| Current interest-bearing debt | -173 | |
| Payable income tax | -69 | |
| Contract liabilities | -123 | |
| Current RoU liabilities | -36 | |
| Other current liabilities | -418 | |
| Total liabilities | -1 301 | |
| Net assets | 918 |
| 2023 | Salaries, fees |
Bonus paid out this year |
Benefits in kind |
Total remu neration |
Share-based payment |
Paid-in pension contribution |
Number of board meetings (i) |
|---|---|---|---|---|---|---|---|
| SENIOR EXECUTIVES | |||||||
| Benjamin Golding, CEO from 01.05.2023 |
2 436 | 14 | 2 450 | 146 | 78 | ||
| Lars Peder Fensli, CFO, interim CEO from 01.01.2023 until 30.04.2023 |
3 049 | 839 | 34 | 3 922 | 250 | 124 | |
| Morten Henriksen, Executive Vice President until 31.03.2023 |
1 008 | 566 | 7 | 1 581 | 47 | 52 | |
| Håkon Tanem, Executive Vice President from 09.10.2023, (vi) |
578 | 2 000 | 13 | 2 591 | 16 | 30 | |
| Torkil Mogstad, Executive Vice President |
2 126 | 423 | 32 | 2 581 | 250 | 93 | |
| Ingunn Ettestøl, ESG Director | 1 798 | 326 | 23 | 2 147 | 188 | 144 | |
| Ann-Kari A. Heier, Executive Vice President from 14.11.2023 |
252 | 4 | 256 | 10 | 19 | ||
| Total remuneration | 11 247 | 4 154 | 127 | 15 528 | 907 | 540 |
| 2023 | Salaries, fees |
Bonus paid out this year |
Benefits in kind |
Total remu neration |
Share-based payment |
Paid-in pension contribution |
Number of board meetings (i) |
|---|---|---|---|---|---|---|---|
| BOARD MEMBERS | |||||||
| Trond Westlie, Chairman, (iii) (v) | 1 220 | 1 220 | 10 | ||||
| Morten Bergesen, Deputy Chairman, (ii), (iv) |
458 | 458 | 10 | ||||
| Didrik Vigsnæs, Board Member, (iii) |
386 | 386 | 10 | ||||
| Christian Must, Board member, (iii) |
373 | 373 | 10 | ||||
| Stine Rolstad Brenna, Board Member, (ii) |
443 | 443 | 10 | ||||
| Lise Lindback, Board Member, (iii) |
376 | 376 | 10 | ||||
| Anne Grethe Dalane, Board member, (ii) |
397 | 397 | 10 | ||||
| Total remuneration | 3 653 | 3 653 |
In addition, tNOK 62 (62) was paid in pensions to former board members. Senior executives participate in the collective pension scheme for employees of the parent company and subsidiaries. Refer to the description in the note on pensions. All companies in the Group have phased out defined-benefit pension schemes with effect from 31 December 2015. Bonuses, options and other benefits are not pensionable. Senior executives of the Group received no remuneration or benefits from other Group companies except as shown above. No additional remuneration was paid for special services beyond normal management duties.Regarding loans and security provided to members of the management team, the Board of Directors and other elected bodies of the company refer to Note 24.
The following severance pay has been agreed for the CEO in the event of the termination of his employment: Salary will be paid during the notice period (6 months). In addition he will receive a severance pay amounting to 6 months of salary. As part of the incentive program for senior executives in AFK, the CEO was given the right to buy 34 249 shares in the company in 2024 at a 20% discount with a lock-in period of three years. Senior executives Lars Peder Fensli and Håkon Tanem were given the right to buy 17 125 shares in 2024 on the same terms. Senior executives Ann-Kari Heier and Ingunn Ettestøl were given the right to buy respectively 2 280 and 5 000 shares in 2024 on the same terms. Executives may borrow up to two-thirds of the purchase price for the shares on the same terms as ordinary employee loans. Loans are secured by a mortgage on the shares and run as long as the employment relationship lasts.
The Group's Norwegian companies are obligated to maintain an occupational pension scheme pursuant to the Mandatory Occupational Pension Scheme. The pension scheme satisfies statutory requirements. The pension scheme includes a retirement pension, disability pension and survivor pension. With effect no later than 31.12.2015, all the companies in the Group discontinued their defined benefit plan.
| Group | Parent Company | |||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| PENSION LIABILITIES | ||||
| Present value of unfunded liabilities | 18 275 | 17 508 | 5 658 | 5 804 |
| Present value of funded liabilities | 60 390 | 82 840 | 46 709 | 48 131 |
| Fair value of pension assets | -75 871 | -96 027 | -68 557 | -61 500 |
| Recognised employers' contributions | 1 618 | 1 536 | 798 | 818 |
| Present value of net liabilities | 4 412 | 5 856 | -15 392 | -6 747 |
| Of which presented as pension assets | 35 584 | 28 270 | 21 848 | 13 369 |
| Other pension liabilities | 3 329 | 2 811 | ||
| Gross pension liabilities | 43 325 | 36 938 | 6 456 | 6 623 |
| CHANGE IN RECOGNISED NET LIABILITY | ||||
| FOR DEFINED-BENEFIT PENSIONS | ||||
| Net funded defined-benefit pension liability as at 1 January | -4 236 | -11 107 | -13 369 | -12 041 |
| Liability for unfunded schemes as at 1 January | 6 623 | 6 000 | 6 623 | 6 358 |
| Paid-in contributions | 1 273 | -1 022 | -1 475 | |
| Paid out from the scheme | -1 012 | -282 | -255 | -292 |
| Actuarial (gains) losses from other comprehensive income | -6 710 | 1 431 | -8 168 | 718 |
| Exchange rate changes, pension liabilities | 502 | 805 | ||
| Costs of defined-benefit schemes | 241 | 483 | -223 | -14 |
| Net liability for defined-benefit schemes as at 31 December | -3 320 | -3 691 | -15 392 | -6 747 |
| Group | Parent Company | |||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| COSTS RECOGNISED IN THE INCOME STATEMENT | ||||
| Costs relating to this period's pension entitlements | 574 | 259 | ||
| Interest on the liabilities | 2 134 | 2 550 | 1 616 | 1 502 |
| Expected return on pension plan assets | -2 245 | -2 916 | -1 863 | -1 721 |
| Recognised employers' contributions | -222 | 590 | 24 | 205 |
| Costs of defined-contribution pension schemes | 43 542 | 38 075 | 3 716 | 2 819 |
| Net interest on pension liabilities transferred to finance | 253 | 122 | 223 | 14 |
| Transfer effect of discontinuation of separate line in income statement | 1 454 | 1 943 | 1 454 | 1 943 |
| Total pension costs | 45 489 | 40 623 | 5 169 | 4 762 |
| Actual return on pension plan assets | 11 235 | 8 939 | 5 055 | 5 652 |
| DEVELOPMENT OF THE GROUP'S FUNDED PENSION LIABILITIES | ||||
| Present value of funded liabilities | 60 390 | 82 840 | 46 709 | 48 131 |
| Fair value of pension assets | -75 871 | -96 027 | -68 557 | -61 500 |
| Net result | -15 481 | -13 187 | -21 848 | -13 369 |
"The guidelines for remuneration of leading persons in the Tekna group was approved by the shareholders at the annual general assembly dated 3 May 2023. The establishment of the share option plan was approved by the shareholders at the annual general assembly dated 15 May 2024. The board of directors of Tekna Holding ASA (the ""Company"") has resolved to implement an employee share option plan (the ""Plan""). The Plan is available to eligible individuals as determined by the board of directors. The Plan enables the eligible person to acquire a proprietary interest in the growth and eligible individuals as determined by the board of directors. The Plan enables the eligible person to acquire a proprietary interest in the growth and performance of the Company and to enhance the ability of the Company to attract, retain and reward qualified individuals. Options can be granted on an annual or ad hoc basis, with annual grants projected for 2024, 2025, and 2026, all subject to the board's discretion. Upon exercising their options, option holders can choose between acquiring shares after paying the strike price or opting for a cashless transaction. The latter involves the transfer of a number of treasury shares equivalent to the NOK amount of the number of exercised options, multiplied by the difference between the Company's shares' market price and the strike price.On 23 October 2024, the board of directors has granted a total of 2,124,000 options in the 2024 allocation round. These options have a strike price of NOK 4.88. Issued options vest 33% after one year, 33% after two years, and 33% after three years. The expiry date for any option granted is the date falling 24 months following the vesting date and will lapse if not exercised. The share options plan have been treated as an equity-settled plan under IFRS. The strike price of the share options will be based on the volume weighted average share price over the last five last trading days preceding the grant date. The total profit each option holder may achieve shall be limited to 400% of the fair market value of the share at grant, or limited to 400% of annual fixed salary of the option holder in the year of grant." Set out below are summaries of options granted under the plan:
| 2024 | ||||
|---|---|---|---|---|
| Average exercise price per share option (NOK) |
Number of options |
Average exercise price per share option |
Number of options |
|
| As at 1 January | ||||
| Granted during the year | 0,62 | 2 124 000 | ||
| Exercised during the year | ||||
| Forfeited during the year | ||||
| As at 31 December | 0,62 | 2 124 000 | ||
| Vested and exercisable at 31 December |
No options expired during the periods covered by the tables above. Share options outstanding at the end of the year have the following expiry dates and exercise prices:
| Grant date | Expiry date | Exercise price (NOK) |
Share options 31 December 2024 |
Share options 31 December 2023 |
|---|---|---|---|---|
| 23-Oct-24 | 23-Oct-27 | 0,62 | 708 000 | |
| 23-Oct-24 | 23-Oct-28 | 0,62 | 708 000 | |
| 23-Oct-24 | 23-Oct-29 | 0,62 | 708 000 | |
| Total | 2 124 000 |
Weighted average remaining contractual life
(years) of options outstanding at end of period 3,87
The assessed fair value at grant date of options granted during the year ended 31 December 2024 was NOK 1.2, 1.5 and 1.7 for the different vesting periods. The fair value at grant date is independently determined using an adjusted form of the Black-Scholes model that considers the exercise price, the term of the option, the share price at grand date and expected price volatility of the the risk-free interest rate for the term of the option, and the volatilities of the peer group companies. underlying share, The model inputs for options granted during the year ended 31 December 2024 included:
| Vesting Year | 2025 | 2026 | 2027 |
|---|---|---|---|
| a) Options are granted for no consideration and vest after one, two and three years (service condition). Vested options are exerciseable for a period of 24 months years after vesting. |
|||
| b) Share price | 4,6 | 4,6 | 4,6 |
| c) Exercise price | 4,88 | 4,88 | 4,88 |
| d) Risk free-rate (3, 4 and 5 year) | 3,53% | 3,53% | 3,53% |
| e) Volatility | 35% | 38% | 39% |
| f) Maturity | 3 | 4 | 5 |
| g) Days (360 per year) | 1 080 | 1 440 | 1 800 |
| h) Date of exercise | 23 Oct 27 | 23 Oct 28 | 23 Oct 29 |
| i) Valuation date | 23 Oct 24 | 23 Oct 24 | 23 Oct 24 |
The estimated expected price volatility is based on the median of volatilities of the peer group companies over an historical period of 3-5 years since Tekna has a short historical period only. The estimated expected lifetime of the options is set at 3,4 and 5 years. Total expenses arising from share options are recognized during the period as part of employee benefit expenses and based on vesting of 84% regarding service condition, representing the actual churn, and adjusted for the profit cap of 400% of the fair market value of the share at grant.
"In 2022, Arendals Fossekompani has established an incentive program for senior management and key employees which implies senior management is allowed to purchase shares in the Company each year up to a predetermined maximum amount. The shares are offered with 20% discount and three years lock-up period. In July 2024, senior management purchased 75,779 shares from the Company with 20% discount and a lock-up period of three years resulting in a share price of NOK 131,39. In September 2024, key employees purchased 5,800 shares from the Company with 20% discount and a lock-up period of three years resulting in a share price of NOK 131,10. The share price was calculated based on a 3-days weighted average stock market price before transaction date.
"In 2021, Alytic AS has established an incentive program for senior management and key employees which implies senior management is allowed to purchase a certain maximum number of shares in the Company each year. The shares are offered with 20% discount without any lock-up period. During 2024, senior management and key employees purchased 48,376 shares from the Company with 20% discount resulting in a share price of NOK 90,83. The price has been calculated based on equity investments in the Company resulting in an estimated stock market price of NOK 121,10.
In December 2021, ENRX group granted performance shares to key employees for the share price of NOK 47,68 per share (exercise price) with a lockup period of 3 years. The cost of the equity settled transactions is determined by the fair value at grant date using an appropriate valuation model in form of a Discounted Cash Flow (DCF) model with several underlying assumptions. The fair value of the shares granted is calculated at NOK 77,64 per share. The value between the exercise price of the performance shares and the calculated fair value of the performance shares is expensed over the vesting period equal to the lockup period. The lockup period started 1 January 2022.
Total expenses arising from share-based payment transactions recognized during the period as part of employee benefit expense were as follows:
| (1 000 NOK) | 2024 | 2023 |
|---|---|---|
| Options issued under employee share option plan in Tekna | 154 | |
| Shares purchased under employee share scheme in AFK | 2 608 | 1 611 |
| Shares purchased under employee share scheme in Alytic | 1 464 | 150 |
| Shares purchased under employee share scheme in ENRX | 1 480 | 1 435 |
| Total expenses | 5 707 | 3 196 |
| GROUP | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | Hydro power plants |
Under construction |
Vehicles, machinery and eq. |
Buildings and land |
Right-of-use vehicles, machinery and eq. |
Right of-use buildings and land |
Property, plant and equipment |
|||
| Balance at 1 January 2023 | 317 833 | 62 526 | 836 310 | 619 560 | 30 156 | 416 816 2 283 200 | ||||
| Additions | 217 496 | 116 066 | 66 540 | 492 | 6 294 | 406 888 | ||||
| Aquisitions through business combinations |
579 | 579 | ||||||||
| Disposal | -9 320 | -2 630 | -1 673 | -14 836 | -28 460 | |||||
| Transferred from under construction | -1 347 | 1 347 | ||||||||
| Reclassification | -10 | 517 | -583 | 77 | ||||||
| No longer in use | 3 689 | 3 689 | ||||||||
| Change in RoU | 11 320 | 71 744 | 83 064 | |||||||
| Effect of movements in FX rates | 1 513 | 39 257 | 9 678 | 1 484 | 11 812 | 63 744 | ||||
| Balance at 31 December 2023 | 317 833 | 280 178 | 988 443 | 692 565 | 41 856 | 491 829 | 2 812 704 | |||
| DEPRECIATION AND IMPAIRMENT LOSSES | ||||||||||
| Balance at 1 January 2023 | -186 699 | -597 181 | -214 015 | -20 400 | -178 793 | -1 197 088 |
| Depreciation | -6 131 | -71 502 | -22 713 | -7 526 | -71 355 | -179 227 | |
|---|---|---|---|---|---|---|---|
| Reclassification | -97 | 131 | -34 | ||||
| No longer in use | -3 701 | -3 701 | |||||
| Disposal | 7 650 | 635 | 1 673 | 14 836 | 24 794 | ||
| Change in RoU | 2 105 | 9 520 | 11 625 | ||||
| Effect of movements in FX rates | -29 762 | -4 421 | -1 046 | -5 342 | -40 570 | ||
| Balance at 31 December 2023 | -192 831 | -694 594 -240 382 | -25 227 | -231 133 -1 384 168 | |||
| Book value at 1 January 2023 | 131 134 | 62 526 | 239 129 405 545 | 9 756 | 238 023 | 1 086 112 | |
| Book value at 31 December 2023 | 125 003 | 280 178 | 293 849 | 452 182 | 16 628 | 260 696 | 1 428 536 |
| 2024 | Hydro power plants |
Under construction |
Vehicles, machinery and eq. |
Buildings and land |
Right-of-use vehicles, machinery and eq. |
Right of-use buildings and land |
Property, plant and equipment |
|---|---|---|---|---|---|---|---|
| Balance at 1 January 2024 | 317 833 | 280 178 | 988 443 | 692 565 | 41 856 | 491 829 | 2 812 704 |
| Additions | 49 226 | 71 277 | 71 591 | 1 234 | 54 328 | 247 656 | |
| Disposal | -24 381 | -9 763 | -504 | -6 686 | -41 333 | ||
| Disposal of companies and busi | |||||||
| nesses | -10 100 | -179 593 | -192 601 | -3 461 | -203 945 | -589 700 | |
| Transferred from under construction | -187 879 | 16 989 | 170 890 | - | |||
| Change in RoU | 3 660 | 63 781 | 67 441 | ||||
| Effect of movements in FX rates | 8 433 | 53 270 | 13 543 | 2 400 | 22 338 | 99 983 | |
| Balance at 31 December 2024 | 317 833 | 139 858 | 926 005 | 746 225 | 45 185 | 421 645 | 2 596 751 |
| Balance at 1 January 2024 | -192 831 | -694 594 -240 382 | -25 227 | -231 133 -1 384 168 | |||
|---|---|---|---|---|---|---|---|
| Depreciation | -5 861 | -71 757 | -27 994 | -8 487 | -71 078 | -185 176 | |
| Impairment | -40 276 -192 008 | -2 463 | -105 | -234 852 | |||
| Disposal | 19 567 | -10 458 | 504 | 6 686 | 16 298 | ||
| Disposal of companies and busi | |||||||
| nesses | 157 956 | 191 862 | 4 813 | 109 394 | 464 024 | ||
| Change in RoU | 1 838 | 33 199 | 35 037 | ||||
| Effect of movements in FX rates | -40 821 | -5 375 | -1 501 | -11 302 | -58 999 | ||
| Balance at 31 December 2024 | -198 692 | -669 915 -284 355 | -30 525 | -164 339 -1 347 827 | |||
| Book value at 1 January 2024 | 125 003 | 280 178 | 293 849 | 452 182 | 16 628 | 260 696 | 1 428 536 |
| Book value at 31 December 2024 | 119 142 | 139 858 | 256 089 | 461 870 | 14 660 | 257 305 | 1 248 924 |
As at 31 December 2024 operating assets in the subsidiaries with a book value of tNOK 456 353 (2023: tNOK 421 103) were pledged as security for bank loans (see Note 17).
| 2023 | Hydro power plants |
Under con struction |
Vehicles, machinery and eq. |
Buildings and land |
Right-of-use vehicles, machinery and eq. |
Right of-use buildings and land |
Property, plant and equipment |
|---|---|---|---|---|---|---|---|
| Balance at 1 January 2023 | 317 833 | 1 180 | 39 028 | 4 756 | 504 | 70 999 | 434 300 |
| Additions | 11 290 | 11 290 | |||||
| Disposal | -1 743 | -1 743 | |||||
| Transferred from under construction | -1 180 | 1 180 | |||||
| Change in RoU | -5 973 | -5 973 | |||||
| Balance at 31 December 2023 | 317 833 | 49 755 | 4 756 | 504 | 65 026 | 437 874 | |
| DEPRECIATION AND IMPAIRMENT LOSSES | |||||||
| Balance at 1 January 2023 | -186 699 | -9 179 | -182 | -8 763 | -204 823 | ||
| Depreciation | -6 131 | -3 292 | -126 | -3 522 | -13 072 | ||
| Disposal | 1 444 | 1 444 | |||||
| Change in RoU | -28 | 6 001 | 5 973 | ||||
| Balance at 31 December 2023 | -192 831 | -11 027 | -336 | -6 284 | -210 477 | ||
| Book value at 1 January 2023 | 131 134 | 1 180 | 29 849 | 4 756 | 322 | 62 236 | 229 477 |
| Book value at 31 December 2023 | 125 003 | 38 728 | 4 756 | 168 | 58 742 | 227 396 |
| 2024 | Hydro power plants |
Under construction |
Vehicles, machinery and equip ment |
Buildings and land |
Right-of-use vehicles, machinery and eq. |
Right of-use buildings and land |
Property, plant and equipment |
|---|---|---|---|---|---|---|---|
| Balance at 1 January 2024 | 317 833 | 49 755 | 4 756 | 504 | 65 026 | 437 874 | |
| Additions | 5 560 | 1 057 | 6 617 | ||||
| Disposal | -285 | -504 | -789 | ||||
| Transferred from under construction | |||||||
| Change in RoU | 2 254 | 2 254 | |||||
| Balance at 31 December 2024 | 317 833 | 5 560 | 50 528 | 4 756 | 67 279 | 445 956 | |
| DEPRECIATION AND IMPAIRMENT LOSSES | |||||||
|---|---|---|---|---|---|---|---|
| Balance at 1 January 2024 | -192 831 | -11 027 | -336 | -6 284 | -210 477 | ||
| Depreciation | -5 861 | -3 518 | -168 | -3 488 | -13 035 | ||
| Disposal | 45 | 504 | 549 | ||||
| Change in RoU | |||||||
| Balance at 31 December 2024 | -198 692 | -14 500 | -9 772 | -222 964 | |||
| Book value at 1 January 2024 | 125 003 | 38 728 | 4 756 | 168 | 58 742 | 227 396 | |
| Book value at 31 December 2024 | 119 142 | 5 560 | 36 027 | 4 756 | 57 507 | 222 992 | |
| GROUP | ||||||
|---|---|---|---|---|---|---|
| Other intangible |
Capitalised development |
Intangible assets under |
Intangible assets and |
|||
| 2023 | Goodwill | assets Concessions | cost | development | goodwill | |
| Balance at 1 January 2023 | 1 075 438 | 511 310 | 12 250 | 546 165 | 31 666 | 2 176 829 |
| Additions | 4 677 | 242 614 | 936 | 248 228 | ||
| Aquisitions through business combinations |
259 967 | 177 825 | 17 797 | 343 | 455 932 | |
| Reclassification of accumulated depreciations PPE disposal |
-9 214 | -9 214 | ||||
| Effect of movements in exchange rates | 49 345 | 20 956 | 990 | 124 | 71 414 | |
| Balance at 31 December 2023 | 1 384 750 | 714 768 | 12 250 | 798 351 | 33 070 | 2 943 189 |
| AMORTIZATION AND IMPAIRMENT LOSSES | ||||||
| Balance at 1 January 2023 | -43 131 | -205 609 | -7 559 | -163 748 | -420 047 | |
| Amortization | -56 950 | -245 | -83 491 | -140 687 | ||
| Reclassification of accumulated | ||||||
| depreciations PPE disposal | 9 214 | 9 214 | ||||
| Effect of movements in exchange rates Balance at 31 December 2023 |
-2 018 -45 149 |
-12 489 -275 048 |
-7 804 | -604 -238 628 |
-15 111 -566 630 |
|
| Book value at 1 January 2023 | 1 032 307 | 305 701 | 4 691 | 382 417 | 31 666 | 1 756 782 |
Book value at 31 December 2023 1 339 601 439 720 4 446 559 723 33 070 2 376 559
| 2024 | Goodwill | Other intangible |
assets Concessions | Capitalised development cost |
Intangible assets under development |
Intangible assets and goodwill |
|---|---|---|---|---|---|---|
| Balance at 31 December 2024 | 1 384 750 | 714 768 | 12 250 | 798 351 | 33 070 | 2 943 189 |
| Additions | 22 554 | 254 754 | 7 622 | 284 930 | ||
| Disposal of companies and businesses | -534 600 | -369 377 | -823 576 | -6 717 | -1 734 270 | |
| Effect of movements in exchange rates | 70 885 | 32 135 | 7 365 | 405 | 110 792 | |
| Balance at 31 December 2024 | 921 035 | 400 081 | 12 250 | 236 895 | 34 380 | 1 604 640 |
| Balance at 1 January 2024 | -45 149 | -275 048 | -7 804 | -238 628 | -566 630 | |
|---|---|---|---|---|---|---|
| Amortization | 207 | -49 760 | -245 | -104 773 | -154 571 | |
| Impairment | -13 781 | -115 798 | -129 579 | |||
| Disposal of companies and businesses | -220 859 | 189 127 | 306 620 | 274 888 | ||
| Effect of movements in exchange rates | 758 | -19 964 | -2 968 | -22 173 | ||
| Balance at 31 December 2024 | -278 823 | -271 444 | -8 049 | -39 749 | -598 065 | |
| Book value at 1 January 2024 | 1 339 601 | 439 720 | 4 446 | 559 723 | 33 070 | 2 376 559 |
| Book value at 31 December 2024 | 642 211 | 128 637 | 4 201 | 197 146 | 34 380 | 1 006 576 |
| PARENT COMPANY | ||||||
|---|---|---|---|---|---|---|
| Other intangible |
Capitalised development |
Intangible assets under |
Intangible assets and |
|||
| 2023 | Goodwill | assets Concessions | cost | development | goodwill | |
| Balance at 1 January 2023 | 8 530 | 12 250 | 20 780 | |||
| Additions | ||||||
| No longer in use | ||||||
| Balance at 31 December 2023 | 8 530 | 12 250 | 20 780 | |||
| AMORTIZATION AND IMPAIRMENT LOSSES | ||||||
| Balance at 1 January 2023 | -4 490 | -7 559 | -12 049 | |||
| Amortization | -1 689 | -245 | -1 934 | |||
| No longer in use | ||||||
| Balance at 31 December 2023 | -6 179 | -7 804 | -13 983 | |||
| Book value at 1 January 2023 | 4 040 | 4 691 | 8 731 | |||
| Book value at 31 December 2023 | 2 351 | 4 446 | 6 797 | |||
| Other | Capitalised | Intangible | Intangible | |||
| intangible | development | assets under | assets and | |||
| 2024 | Goodwill | assets Concessions | cost | development | goodwill | |
| Balance at 1 January 2024 | 8 530 | 12 250 | 20 780 | |||
| Additions | ||||||
| No longer in use | ||||||
| Balance at 31 December 2024 | 8 530 | 12 250 | 20 780 | |||
| AMORTIZATION AND IMPAIRMENT LOSSES | ||||||
| AMORTIZATION AND IMPAIRMENT LOSSES | ||
|---|---|---|
| -6 179 | -7 804 | -13 983 |
| -1 255 | -245 | -1 500 |
| -7 434 | -8 049 | -15 483 |
| 2 351 | 4 446 | 6 797 |
| 1 097 | 4 201 | 5 298 |
A breakdown of the allocation of intangible assets between the companies is provided below.
| Other intangible |
Capitalised develop |
|||||
|---|---|---|---|---|---|---|
| assets | Goodwill Concessions | ment cost | development | Total | ||
| INTANGIBLE ASSETS BY COMPANY | ||||||
| Arendals Fossekompani | 1 097 | 4 201 | 5 298 | |||
| ENRX | 81 361 | 372 239 | 95 746 | 549 345 | ||
| NSSLGlobal | 189 005 | 189 005 | ||||
| Tekna | 37 156 | 5 162 | 12 617 | 54 935 | ||
| Alytic | 9 024 | 33 653 | 87 709 | 21 763 | 152 149 | |
| Ampwell | 46 577 | 8 619 | 55 196 | |||
| AFK Property | 738 | 738 | ||||
| Total intangible assets | 128 637 | 642 211 | 4 201 | 197 236 | 34 380 | 1 006 666 |
Other intangible assets consist mainly of technology, patents and trademarks, customer relationships and customer contracts. Capitalised development cost consist mainly of software development and platform development. Concession rights in the parent company are amortised over the term of the concession (50 years). Other intangible assets are amortised over periods of 4 to 10 years. Goodwill is tested annually for impairment (see accounting policies and Note 21). Goodwill is allocated to and tested for impairment for the operating segments, which is the level goodwill is monitored by group management. The recoverable amount of goodwill is estimated based on value in use for the segments ENRX, NSSLGlobal and Alytic. For the segment Tekna, fair value less cost to sell is used to calculate the recoverable amount of goodwill. The impairment testing for 2024 did not result in any impairments.
Estimated value in use is based on discounted future cash flows. These measure the cash flows based on market requirements of return and risk. Value in use for 2024 has been calculated in the same way as in 2023. Budgets have been applied for 2025 and long-term forecasts from strategy plans for the period up to 2029. In addition, a convergence period of 5 years is applied to bridge 2029 financials to a terminal period with an applied growth rate of 2.0% after the 5+5 year forecasting period. The risk-free interest rate has been assessed separately for each company depending on currency of cash flows. Risk premiums between 4.1% and 4.9% were used in the calculations, depending on relevant markets, the nature of the business, maturity and uncertainty in forecasting. Moreover, scenario weighting and peer multiple analyses are used for sensitivity purposes. Special circumstances relating to the individual calculations are commented on below.
The Required Rate of Return (WACC before tax) has been set to 11.3%. Revenue growth is based 2025 budget and board approved strategy forecast until 2029, outlining expected growth for the Heat products and services and further commercial development of the Charge product and services. Revenue growth in the terminal period is set at 2.0%, according to an assumed inflation target. A sensitivity analysis based on a unilateral change in estimated future EBITDA shows that a reduction of more than 19% may lead to impairment. Equivalently, a 5.0 percentage point change in WACC may cause impairment.
The Required Rate of Return (WACC before tax) has been set to 11.3%. Both revenue growth and EBITDA development in the forecast period are assumed moderate, with limited revenue growth and lower EBITDA margins compared to the last three-year average. Revenue growth in the terminal period is set at 2.0%, according to an assumed inflation target. A sensitivity analysis based on a unilateral change in estimated future EBITDA shows that a reduction of more than 78% may lead to impairment.
Tekna is listed on Oslo Stock Exchange, and the market capitalization of the company is considered as a best-estimate for fair value less cost to sell, and as such, the recoverable amount. The market value as per 31.12.2024 was MNOK 414, while the booked equity of the company in the group accounts as per 31.12.2024 was MNOK 322. The market value can decrease by approximately 25% before an impairment may be needed.
The Required Rate of Return (WACC before tax) has been set to 12.5%. Revenue growth is based on board approved strategy forecasts from the existing Alytic portfolio. The Alytic group of companies has over the last couple of years been in a build-up and commercialization phase, and expects significant growth in revenue and positive margins during the forecast period. Revenue growth in the terminal period is set at 2.0%, according to an assumed inflation target. A sensitivity analysis based on a unilateral change in estimated future EBITDA shows that a reduction of more than 20% may lead to impairment.
As a result of poor financial performance, and subsequent filing for insolvency of Commeo, a German group company owned by Ampwell (100% owned by Arendals Fossekompani), the entire goodwill of EUR 24.2 million (NOK 281 million) related to the acquisition of Commeo was impaired in the consolidated group accounts in the second quarter of 2024. Capitalized R&D in Commeo was impaired with EUR 8.3 million (NOK 96 million)
In 2024 development costs of tNOK 86 916 were capitalized (2023 tNOK 76 813. Other research and development costs in the Group are expensed as they arise and amounted to tNOK 139 408 in 2024 and tNOK 80 133 in 2023.
| Group | Parent Company | ||||
|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | ||
| OTHER OPERATING COST | |||||
| Contractors | 10 549 | 11 728 | |||
| Maintenance property, plant and equipment | 61 285 | 43 930 | 36 561 | 22 018 | |
| Loss sales of PPE | 89 | 2 194 | |||
| Loss sales of other non-current assets | 213 | ||||
| Premises, service and office costs | 50 214 | 63 246 | 1 400 | 2 716 | |
| Audit and other fees | 73 092 | 80 088 | 15 271 | 24 785 | |
| Consession fees | 3 365 | 3 502 | 3 365 | 3 291 | |
| Company cars, lifts and trucks | 10 747 | 9 492 | 462 | 425 | |
| Communication costs | 4 400 | 4 043 | |||
| Travelling costs, indirect | 32 230 | 28 161 | 2 882 | 1 904 | |
| Sales and marketing costs | 48 632 | 48 690 | 4 080 | 3 007 | |
| Manufacturing indirect costs | 32 089 | 21 897 | 126 | 117 | |
| Other operating costs (Misc.) | 84 059 | 57 506 | 11 054 | 11 041 | |
| Insurances | 16 392 | 12 791 | 3 411 | 2 939 | |
| ICT costs | 66 593 | 51 518 | 11 140 | 9 250 | |
| Property tax | 16 494 | 15 314 | 9 327 | 9 544 | |
| R&D costs | 12 129 | 1 464 | |||
| Loss allowance | 2 070 | 34 672 | |||
| Operating costs, IC | 4 425 | 1 052 | |||
| Restructuring | 18 033 | ||||
| Operating costs | |||||
| Other direct costs | 69 546 | 63 385 | |||
| Other operating expenses | 593 974 | 571 870 | 103 503 | 92 090 | |
| REMUNERATION TO AUDITOR | |||||
| Statutory audit | 16 730 | 20 323 | 3 731 | 3 192 | |
| Other assurance services | 4 004 | 1 981 | 2 562 | 107 | |
| Tax advice | 1 616 | 1 631 | 470 | 24 | |
| Other non-audit services | 1 071 | 8 344 | 109 | 2 171 | |
| Total remuneration to auditor | 23 421 | 32 278 | 6 872 | 5 495 |
| Group | Parent Company | |||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| FINANCE INCOME | ||||
| Interest income, intercompany | 73 096 | 65 999 | ||
| Interest income | 94 527 | 66 158 | 42 334 | 47 287 |
| Currency exchange income | 19 226 | 56 279 | 13 196 | 50 849 |
| Other finance income | 1 328 | 25 156 | 7 | 13 |
| Gain on partial sale of subsidiaries | 607 | 3 883 | ||
| Gain on total sale of subsidiaries | -12 | 3 265 046 | ||
| Dividend income | 383 | 3 234 | 361 | 3 234 |
| Dividend income, intercompany | 107 314 | 96 393 | ||
| Finance income | 115 452 | 150 828 | 3 501 961 | 267 658 |
| FINANCE COST | ||||
| Interest expense | 106 211 | 67 739 | 70 449 | 47 097 |
| Interest expense cashpool | 37 753 | 9 177 | ||
| Interest expense on lease | 9 959 | 6 117 | 3 072 | 3 060 |
| Currency exchange expense | 2 042 | 14 566 | 328 | 476 |
| Other finance cost * | 56 879 | 35 882 | 34 606 | 34 016 |
| Impairment loss on subsidiaries | 150 | |||
| Loss on partial sale of subsidiary | 1 467 | |||
| Loss on total sale of subsidiary | 27 141 | |||
| Impairment loss IC receivables | 965 788 | |||
| Impairment loss financial assets | 49 367 | 11 425 | ||
| Impairment loss on associates | 7 638 | 7 638 | ||
| Translation differences | -14 119 | -16 778 | ||
| Finance costs | 248 090 | 124 340 | 1 114 276 | 92 438 |
| Net financial items | -132 639 | 26 488 | 2 387 685 | 175 220 |
* Include fair value adjustments of investments
Ordinary income tax in Norway: Ordinary income tax on general income. The tax rate was 22% in 2023 and 2024. The 22% tax rate was used to calculate deferred tax assets and deferred tax liabilities as at 31 December 2024. Special tax rules for Norwegian energy companies comprise the following elements:
Natural resource tax of 1.3 øre per kWh of the company's average annual production in the past 7 years. Estimated natural resource tax is deducted from the company's tax payable on general income. Natural resource tax still has to be paid in years when no tax is calculated as being payable. The amount is recognised as a receivable and is offset against tax payable on general income in subsequent years. Natural resource tax accrues to the municipalities and counties in the concession area.
Resource rent tax is taxation of income from use of natural resources like hydropower. The resource rent tax for hydropower is determined for each individual power station and accrues to the state. This tax is based on gross resource rent income less operating costs and tax-free allowances. Resource rent income is based on market prices and therefore differs slightly from the company's recognised sales figures. Effective resource rent tax on hydropower has been increased from 37% to 45% with effect from the 2022 fiscal year. Small hydropower stations do not pay resource rent tax. Corporate tax is calculated before resource rent tax on hydropower. An effective resource rent tax rate of 45% therefore means that the formal resource rent tax is set at 57.7 %. The total marginal tax (resource rent tax and corporate tax) will then be 67% for hydropower. In addition, in 2023 high-price contribution was set at 23% of power revenues that exceed NOK 0.70 per kWh. This means that total marginal tax will be 90% for hydropower exceeding NOK 0.70 per kWh. High-price contribution tax was removed from October 2023.
| Group | Parent Company | |||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| CURRENT TAX EXPENSE | ||||
| Natural resource tax for the year | 6 370 | 6 370 | ||
| Tax payable on general income less natural resource tax | 178 127 | 237 057 | 38 221 | 91 630 |
| High-price tax contribution | 26 083 | 26 083 | ||
| Adjustment for previous years | -409 | -18 953 | -317 | -486 |
| Adjustment for disposals | -11 494 | -26 076 | ||
| Resource rent tax payable for the year | 99 407 | 174 000 | 99 407 | 174 000 |
| Total current tax | 265 631 | 398 481 | 137 311 | 297 596 |
| DEFERRED TAX EXPENSE | ||||
| Effect of change in temporary differences | 4 015 | -4 676 | 986 | 545 |
| Effect of changed tax rate | 8 | -10 | ||
| Effect of change in temporary differences, resource rent tax | 677 | 677 | ||
| Effect of changed tax rate, resource rent tax | ||||
| Total deferred tax expense | 4 023 | -4 010 | 986 | 1 222 |
| Total tax expense in the income statement | 269 654 | 394 471 | 138 297 | 298 818 |
| RECONCILIATION OF EFFECTIVE TAX RATE | ||||
| Total pre tax income | 3 257 718 | 455 780 | 2 561 645 | 509 931 |
| Adjustment for disposals | -46 896 | -257 597 | ||
| Tax based on current ordinary tax rate | 494 093 | 359 302 | 563 562 | 112 185 |
| High-price tax contribution (until 30.09.2023) | 26 083 | 26 083 | ||
| Resource rent tax for the year | 99 406 | 174 673 | 99 407 | 174 677 |
| Effect of different tax rates abroad | 14 651 | -2 676 | ||
| Calculated tax | 561 253 | 299 785 | 662 969 | 312 944 |
| Effect of non-deductible expenses | 356 403 | 32 300 | 217 862 | 9 133 |
| Effect of non-taxable income | -664 411 | 341 963 | -742 216 | -22 772 |
| Effect of unrecognised tax loss carryforward | 16 418 | -293 284 | ||
| Effect of changed tax rates | -96 | 70 | ||
| Effect of changed tax assessments for previous years | -5 474 | 19 065 | ||
| Over-/underprovision relating to previous years | 5 562 | -5 429 | -317 | -486 |
| Tax expense in reconciliation of effective tax rate | 269 654 | 394 471 | 138 297 | 298 818 |
| Current ordinary tax rate in Norway | 22,0 % | 22,0 % | 22,0 % | 22,0 % |
| Effective tax rate | 9,7 % | 103,1 % | 5,4 % | 58,6 % |
| TAX RECOGNISED IN OTHER COMPREHENSIVE INCOME (OCI) | ||||
| Tax on cash flow hedges that may be reclassified to P&L | -207 | -1 218 | ||
| Tax on OCI that will not be reclassified to P&L | -1 797 | -143 | -1 797 | 158 |
| Total tax recognised in OCI | -2 004 | -1 361 | -1 797 | 158 |
Tax payable of tNOK 209 348 (2023: tNOK 369 671 ) for the Group and tNOK 137 628 (2023: tNOK 272 000) for the parent company consists of unassessed tax payable for the current period.
GROUP
| Assets | Liabilities | Net | ||||
|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |
| Property, plant and equipment | 21 619 | 23 711 | -43 952 | -43 712 | -22 333 | -20 000 |
| Goodwill, intangible assets | 944 | 7 509 | -21 200 | -98 540 | -20 256 | -91 031 |
| Non-current receivables and liabilities in foreign currency | 3 054 | 3 838 | -13 008 | -11 737 | -9 954 | -7 900 |
| Construction contracts | -6 780 | -6 535 | -6 780 | -6 535 | ||
| Inventories | 10 941 | 8 883 | -608 | -693 | 10 333 | 8 190 |
| Trade and other receivables | 2 960 | 1 449 | 2 960 | 1 449 | ||
| Leases | 30 252 | 19 123 | -1 490 | -1 508 | 28 763 | 17 615 |
| Untaxed gains and losses | 356 | 445 | -6 | -4 075 | 350 | -3 630 |
| Provisions | 19 717 | 17 421 | -56 | -691 | 19 661 | 16 730 |
| Other assets | -45 | 3 537 | -316 | -2 759 | -361 | 778 |
| Financial instruments | 598 | 805 | -150 | -149 | 448 | 656 |
| Employee benefits | 553 | 2 408 | -4 306 | -4 346 | -3 753 | -1 937 |
| Tax loss carryforward | 307 644 | 341 560 | 896 | 308 540 | 341 560 | |
| Unrecognised tax loss carryforward | -273 747 | -293 284 | -3 118 | -276 866 | -293 284 | |
| Total deferred ordinary income tax | 124 848 | 137 407 | -94 095 | -174 746 | 30 753 | -37 339 |
| PPE, resource rent tax | 31 358 | 32 123 | 31 358 | 32 123 | ||
| Losses carried forward - Resource rent | ||||||
| Total deferred resource rent tax | 31 358 | 32 123 | 31 358 | 32 123 | ||
| Deferred tax asset/liability | 156 206 | 169 530 | -94 095 | -174 746 | 62 112 | -5 216 |
| Offsetting of assets and liabilities | -48 979 | -41 807 | 48 979 | 41 807 | ||
| Net deferred tax asset/liability | 107 228 | 127 723 | -45 116 | -132 939 | 62 112 | -5 216 |
| Recognised tax loss carryforward | 33 897 | 48 277 | -2 222 | 31 675 | 48 277 | |
| PARENT COMPANY | Assets | Liabilities | Net | |||
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |
| Property, plant and equipment | 14 927 | 15 295 | 14 927 | 15 295 | ||
| Leases | 559 | 297 | 559 | 297 | ||
| Gains and losses account | 43 | 54 | 43 | 54 | ||
| Financial instruments | ||||||
| Employee benefits | -3 386 | -1 484 | -3 386 | -1 484 | ||
| Tax loss carryforward | ||||||
| Recognised tax loss carryforward | ||||||
| Total deferred ordinary income tax | 15 529 | 15 646 | -3 386 | -1 484 | 12 143 | 14 162 |
| PPE, resource rent tax | 31 358 | 32 123 | 31 358 | 32 123 | ||
| Losses carried forward - Resource rent | ||||||
| Total deferred resource rent tax | 31 358 | 32 123 | 31 358 | 32 123 | ||
| Deferred tax asset/liability | 46 888 | 47 769 | -3 386 | -1 484 | 43 501 | 46 285 |
| Offsetting of assets and liabilities | -3 386 | -1 484 | 3 386 | 1 484 |
Net deferred tax asset/liability 43 501 46 285 43 501 46 285
| Group | ||
|---|---|---|
| 2024 | 2023 | |
| Norway | 18 837 | 44 158 |
| Germany | 8 640 | |
| France | 3 988 | 3 801 |
| Spain | 8 | |
| Other | 209 | 309 |
| Total | 31 675 | 48 277 |
| Change | Group | Group Contri |
|||||||
|---|---|---|---|---|---|---|---|---|---|
| Total Opening |
Changes in | Reclassi | in tax loss carry |
Mergers and acqui |
Contri bution |
bution Received/ Total Effect |
Closing | ||
| Balance | Net Income | fication From OCI | forward | sitions | N-GAAP | Paid from FX |
Balance | ||
| ORDINARY INCOME TAX | |||||||||
| Property, plant and |
|||||||||
| equipment Goodwill, |
-11 223 | -14 857 | -784 | 6 079 | -20 000 | ||||
| intangible assets |
-34 750 | 2 302 | 1 889 | -51 084 | -7 499 | -91 031 | |||
| Non-current rec. and |
|||||||||
| liab. in for. currency |
1 620 | -9 845 | -300 | 343 | -7 900 | ||||
| Construction | |||||||||
| contracts | -3 495 | -3 049 | -9 | 9 -6 535 |
|||||
| Inventories | 12 067 | -4 499 | -622 | 622 | 8 190 | ||||
| Trade and other |
|||||||||
| receivables | 1 150 | 306 | 1 | -6 1 449 |
|||||
| Leases | 17 041 | 455 | -538 | -36 | 155 17 615 |
||||
| Untaxed gains and |
|||||||||
| losses | 547 | -4 178 | -359 | - -3 630 |
|||||
| Provisions | 10 632 | 6 471 | -373 | 16 730 | |||||
| Other items | -4 789 | 5 359 | 322 | 208 | 778 | ||||
| Financial instruments |
1 878 | -4 | -1 218 | 656 | |||||
| Employee benefits |
-3 111 | 1 402 | 121 | -143 | -103 | -1 937 | |||
| Tax loss carryforward |
23 038 | 24 825 | -1 009 | -573 | 987 | 48 277 | |||
| Total | |||||||||
| ordinary income tax |
10 606 | 4 686 | -1 288 | -1 361 | -36 | -51 084 | -573 | 424 | -37 339 |
| Property, plant and equipment Loss carried |
32 800 | -677 | 32 123 | ||||||
| forward - Resource rent |
|||||||||
| Total resource rent tax |
32 800 | -677 | 32 123 | ||||||
| Total | |||||||||
| change in deferred tax |
43 405 | 4 010 | -1 361 | -36 | -51 084 | -573 | 424 | -5 216 | |
GROUP 2024
| Total Opening Balance |
Changes in Net Income |
Reclassi | fication From OCI | Change in tax loss carry forward |
Mergers and acqui sitions |
Group Contri bution N-GAAP |
Group Contri bution Received/ Total Effect Paid from FX |
Closing Balance |
||
|---|---|---|---|---|---|---|---|---|---|---|
| Ordinary income tax |
||||||||||
| Property, plant and equipment |
-20 000 | -11 484 | 6 926 | 1 873 | -22 333 | |||||
| Goodwill, intangible assets |
-91 031 | -3 293 | 75 988 | 1 844 | -20 256 | |||||
| Non-current rec. and liab. in for. |
||||||||||
| currency Construction |
-7 900 | -1 807 | -247 | -9 954 | ||||||
| contracts | -6 535 | -3 536 | 3 416 | -62 | -6 780 | |||||
| Inventories | 8 190 | 1 624 | -875 | 697 | 10 333 | |||||
| Trade and other |
||||||||||
| receivables | 1 449 | 3 | -481 | 85 | 1 141 | |||||
| Leases Gains and |
17 615 | 16 037 | -4 150 | 732 | 30 583 | |||||
| losses account |
-3 630 | -88 | 4 068 | 350 | ||||||
| Provisions | 16 730 | 416 | -4 943 | 4 254 | 18 011 | |||||
| Other items | 778 | 731 | 120 | -434 | 1 289 | |||||
| Financial instruments |
656 | -2 848 | -207 | 2 847 | 448 | |||||
| Employee benefits |
-1 937 | -773 | 745 | -1 797 | 5 | -3 753 | ||||
| Tax loss carryforward |
48 277 | 1 759 | -19 155 | -23 | -884 | 862 | 31 675 | |||
| Total ordinary income tax |
-37 339 | -3 258 | 61 658 | -2 004 | -23 | 1 963 | 9 608 | 30 753 | ||
| Property, plant and equipment |
32 123 | -765 | 31 358 | |||||||
| Loss carried forward - Resource rent |
||||||||||
| Total resource rent tax |
32 123 | -765 | 31 358 | |||||||
| Total change in deferred tax |
-5 216 | -4 023 | -14 316 | -2 004 | -23 | 1 963 | 9 608 | 62 112 | ||
| Total Opening Balance |
Changes in Net Income |
Reclassi | fication From OCI | Change in tax loss carry forward |
Mergers and acqui sitions |
Group Contri bution N-GAAP |
Group Contri bution Received/ Total Effect Paid from FX |
Closing Balance |
|
|---|---|---|---|---|---|---|---|---|---|
| Ordinary income tax |
|||||||||
| Property, plant and |
|||||||||
| equipment Leases |
15 732 | -436 297 |
15 295 297 |
||||||
| Gains and losses |
|||||||||
| account Financial instruments |
68 | -14 | 54 | ||||||
| Employee benefits |
-1 250 | -392 | 158 | -1 484 | |||||
| Tax loss car ryforward |
|||||||||
| Total ordinary income tax |
14 549 | -545 | 158 | 14 162 | |||||
| Property, plant and equipment |
32 800 | -677 | 32 123 | ||||||
| Loss carried forward - Resource rent |
|||||||||
| Total resource rent tax |
32 800 | -677 | 32 123 | ||||||
| Total change in deferred tax |
47 349 | -1 222 | 158 | 46 285 | |||||
| PARENT COMPANY 2024 Ordinary |
|||||||||
| income tax Property, plant and |
|||||||||
| equipment | 15 295 | -368 | 14 927 | ||||||
| Leases Gains and |
297 | 263 | 559 | ||||||
| losses account Financial instruments |
54 | -11 | 43 | ||||||
| Employee benefits |
-1 484 | -105 | -1 797 | -3 386 | |||||
| Tax loss carryforward Total ordinary |
|||||||||
| income tax | 14 162 | -222 | -1 797 | 12 143 | |||||
| Property, plant and equipment |
32 123 | -765 | 31 358 | ||||||
| Loss carried forward - Resource rent |
|||||||||
| Total resource |
|||||||||
| rent tax Total change in deferred |
32 123 | -765 | 31 358 | ||||||
| tax | 46 285 | -986 | -1 797 | 43 501 |
Issued as at 31 December – fully paid 55 995 250 55 995 250
Owners of shares are entitled to the dividend approved in each individual case by the annual general meeting, and are entitled to one vote per share at the company's annual general meeting. No shareholder may personally or by proxy vote for more than a quarter of the total number of shares. Shares transferred to a new owner do not confer voting rights until at least three weeks have passed since the acquisition was notified to the company. The rights to the company's treasury shares (see Note 22) are suspended until the
shares have been acquired by others.
The Company pay dividend quarterly. The following cash dividend has been paid; In February (for Q4), tNOK 54 857 (tNOK 52 067), in May tNOK 54 857 (tNOK 54 807) in September tNOK 54 857 (tNOK 54 836) and in November tNOK 54 939 (tNOK 54 823). No dividend is paid on treasury shares.
| Ordinary dividend | |||
|---|---|---|---|
| Approved 2024 and paid in 2024 |
Approved 2023 and paid in 2023 |
||
| Paid | 219 511 | 216 532 | |
| Total | 219 511 | 216 532 |
| Non-controlling interests' share of |
Value in parent company |
||||||
|---|---|---|---|---|---|---|---|
| Subsidiaries | Domicile | Shareholding | equity, by subgroup | balance sheet | |||
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | ||
| Volue ASA (*) | Oslo | 60,0 % | 342 715 | 304 295 | |||
| NSSL Global Ltd | UK | 80,0 % | 80,0 % | 142 426 | 127 552 | 273 298 | 273 298 |
| ENRX AS | Skien | 95,1 % | 94,0 % | 24 785 | 20 522 | 453 785 | 451 532 |
| Alytic AS | Arendal | 96,0 % | 95,0 % | 31 799 | 41 240 | 280 048 | 140 219 |
| Tekna Holding ASA | Arendal | 69,5 % | 70,3 % | 63 867 | 81 035 | 322 920 | 318 500 |
| AFK Property AS | Arendal | 100,0 % | 100,0 % | 7 140 | 6 634 | 227 692 | 227 692 |
| Vergia AS | Arendal | 100,0 % | 31 343 | ||||
| Ampwell AS | Arendal | 100,0 % | 100,0 % | 17 883 | 100 | 100 | |
| AFK Tyskland Holding AS | Arendal | 100,0 % | 100,0 % | 100 | 100 | ||
| 270 016 | 637 581 | 1 557 944 | 1 747 080 |
(*) In October 2024, Arendals Fossekompani, Advent International and Generation Management completed the acquisition and delisting of Volue. Arendals Fossekompani reduced its shareholding in Volue from 60% to 40%.
| Subsidiaries | ||
|---|---|---|
| Subsidiaries in NSSLGlobal Ltd. | London | UK | |
|---|---|---|---|
| NSSLGlobal LLC | California | USA | 100,0 % |
| NSSLGlobal PTE Ltd | Singapore | Singapore | 100,0 % |
| Nera Satellite Services LTD | London | UK | 100,0 % |
| NSSL Ltd | London | UK | 100,0 % |
| Aero-Satcom Ltd. | London | UK | 50,0 % |
| NSSLGlobal AB | Hönö | Sweden | 100,0 % |
| NSSLGlobal AS | Oslo | Norway | 100,0 % |
| NSSLGlobal Continental Europe APS | Brøndby | Denmark | 100,0 % |
| NSSLGlobal APS | Brøndby | Denmark | 100,0 % |
| NSSLGlobal Polska SP. Z.o.o. | Warzsawa | Poland | 100,0 % |
| NSSLGlobal Israel Ltd | Beit Shemesh | Israel | 100,0 % |
| NSSLGlobal Kabushiki Kaisha | Tokyo | Japan | 100,0 % |
| NSSL Global BV | Scheemda | Netherlands | 100,0 % |
| NSSLGlobal GmbH | Barbüttel | Germany | 100,0 % |
| SUBSIDIARIES IN ENRX GROUP ASA | |||
| Induction Holding AS | Skien | Norway | 100,0 % |
| ENRX IPT GmbH | Efringer-Kirchen | Germany | 100,0 % |
| ENRX Holding AS | Skien | Norway | 100,0 % |
| ENRX AS | Skien | Norway | 100,0 % |
| ENRX AS filial | Västerås | Sweden | 100,0 % |
| ENRX GmbH | Freiburg | Germany | 100,0 % |
| EFD France Holding s.a.r.l. | Grenoble | France | 100,0 % |
| ENRX S.A.S. | Grenoble | France | 100,0 % |
| ENRX Ltd. | Wolverhampton | UK | 100,0 % |
| ENRX Corporation | Detroit | USA | 100,0 % |
| EHE Acquisition Corporation Inc | Seattle | USA | 100,0 % |
| ENRX s.r.l | Milano | Italy | 100,0 % |
| ENRX Private Ltd. | Bangalore | India | 100,0 % |
| ENRX (Shanghai) Co., Ltd. | Shanghai | China | 100,0 % |
| ENRX (Zhuhai) Co., Ltd. | Zhuhai City | China | 100,0 % |
| ENRX Ges.m.b.H | Vienna | Austria | 100,0 % |
| ENRX s.l | Bilbao | Spain | 100,0 % |
| ENRX SRL | Bucuresti | Romania | 100,0 % |
| ENRX SP. Z o.o | Gliwice | Poland | 100,0 % |
| ENRX Ltd. | Bangkok | Thailand | 100,0 % |
| ENRX K.K. | Yokohama | Japan | 100,0 % |
| ENRX Brasil Ltd | Sao Paolo | Brazil | 100,0 % |
| ENRX Sdn. Bhd. | Selangor | Malaysia | 100,0 % |
| EFD Induction S de R.L | Queretaro | Mexico | 100,0 % |
| SUBSIDIARIES IN TEKNA HOLDING ASA | |||
| Tekna Holdings Canada Inc. | Sherbrooke | Canada | 100,0 % |
| Tekna Plasma Systems Inc. | Sherbrooke | Canada | 100,0 % |
| Tekna Advanced Materials Inc. | Sherbrooke | Canada | 100,0 % |
| Tekna Plasma Europe S.A.S. | Mâcon | France | 100,0 % |
| Tekna Plasma Systems(Suzhou)Co Ltd. | Suzhou | China | 100,0 % |
| Tekna Plasma India Private Ltd. | Chennai | India | 100,0 % |
| Tekna Plasma Korea Co, Ltd | Incheon | South Korea | 100,0 % |
| Subsidiaries | Shareholding | |||
|---|---|---|---|---|
| 2024 | 2023 | |||
| Subsidiaries in NSSLGlobal Ltd. | London | UK | ||
| NSSLGlobal LLC | California | USA | 100,0 % | 100,0 % |
| NSSLGlobal PTE Ltd | Singapore | Singapore | 100,0 % | 100,0 % |
| Nera Satellite Services LTD | London | UK | 100,0 % | 100,0 % |
| NSSL Ltd | London | UK | 100,0 % | 100,0 % |
| Aero-Satcom Ltd. | London | UK | 50,0 % | 50,0 % |
| NSSLGlobal AB | Hönö | Sweden | 100,0 % | 100,0 % |
| NSSLGlobal AS | Oslo | Norway | 100,0 % | 100,0 % |
| NSSLGlobal Continental Europe APS | Brøndby | Denmark | 100,0 % | 100,0 % |
| NSSLGlobal APS | Brøndby | Denmark | 100,0 % | 100,0 % |
| NSSLGlobal Polska SP. Z.o.o. | Warzsawa | Poland | 100,0 % | 100,0 % |
| NSSLGlobal Israel Ltd | Beit Shemesh | Israel | 100,0 % | 100,0 % |
| NSSLGlobal Kabushiki Kaisha | Tokyo | Japan | 100,0 % | 100,0 % |
| NSSL Global BV | Scheemda | Netherlands | 100,0 % | 100,0 % |
| NSSLGlobal GmbH | Barbüttel | Germany | 100,0 % | 100,0 % |
| SUBSIDIARIES IN ENRX GROUP ASA | ||||
| Induction Holding AS | Skien | Norway | 100,0 % | 100,0 % |
| ENRX IPT GmbH | Efringer-Kirchen | Germany | 100,0 % | 100,0 % |
| ENRX Holding AS | Skien | Norway | 100,0 % | 100,0 % |
| ENRX AS | Skien | Norway | 100,0 % | 100,0 % |
| ENRX AS filial | Västerås | Sweden | 100,0 % | 100,0 % |
| ENRX GmbH | Freiburg | Germany | 100,0 % | 100,0 % |
| EFD France Holding s.a.r.l. | Grenoble | France | 100,0 % | 100,0 % |
| ENRX S.A.S. | Grenoble | France | 100,0 % | 100,0 % |
| ENRX Ltd. | Wolverhampton | UK | 100,0 % | 100,0 % |
| ENRX Corporation | Detroit | USA | 100,0 % | 100,0 % |
| EHE Acquisition Corporation Inc | Seattle | USA | 100,0 % | 100,0 % |
| ENRX s.r.l | Milano | Italy | 100,0 % | 100,0 % |
| ENRX Private Ltd. | Bangalore | India | 100,0 % | 100,0 % |
| ENRX (Shanghai) Co., Ltd. | Shanghai | China | 100,0 % | 100,0 % |
| ENRX (Zhuhai) Co., Ltd. | Zhuhai City | China | 100,0 % | |
| ENRX Ges.m.b.H | Vienna | Austria | 100,0 % | 100,0 % |
| ENRX s.l | Bilbao | Spain | 100,0 % | 100,0 % |
| ENRX SRL | Bucuresti | Romania | 100,0 % | 100,0 % |
| ENRX SP. Z o.o | Gliwice | Poland | 100,0 % | 100,0 % |
| ENRX Ltd. | Bangkok | Thailand | 100,0 % | 100,0 % |
| ENRX K.K. | Yokohama | Japan | 100,0 % | 100,0 % |
| ENRX Brasil Ltd | Sao Paolo | Brazil | 100,0 % | 100,0 % |
| ENRX Sdn. Bhd. | Selangor | Malaysia | 100,0 % | 100,0 % |
| EFD Induction S de R.L | Queretaro | Mexico | 100,0 % | 100,0 % |
| SUBSIDIARIES IN TEKNA HOLDING ASA | ||||
| Tekna Holdings Canada Inc. | Sherbrooke | Canada | 100,0 % | 96,4 % |
| Tekna Plasma Systems Inc. | Sherbrooke | Canada | 100,0 % | 100,0 % |
|---|---|---|---|---|
| Tekna Advanced Materials Inc. | Sherbrooke | Canada | 100,0 % | 100,0 % |
| Tekna Plasma Europe S.A.S. | Mâcon | France | 100,0 % | 100,0 % |
| Tekna Plasma Systems(Suzhou)Co Ltd. | Suzhou | China | 100,0 % | 100,0 % |
| Tekna Plasma India Private Ltd. | Chennai | India | 100,0 % | 100,0 % |
| Tekna Plasma Korea Co, Ltd | Incheon | South Korea | 100,0 % | 100,0 % |
| Tekna Inc | Delawere | USA | 100,0 % | 100,0 % |
| Shareholding | |||||
|---|---|---|---|---|---|
| 2024 | 2023 | ||||
| SUBSIDIARIES IN ALYTIC AS | |||||
| Kontali Holding AS | Arendal | Norway | 100,0 % | 100,0 % | |
| Kontali Analyse AS | Kristiansund | Norway | 84,5 % | 75,1 % | |
| Seafood TIP | Utrecht | Netherlands | 84,5 % | 100,0 % | |
| Utel Holding AS | Arendal | Norway | 100,0 % | 100,0 % | |
| Utel Systems AS | Grimstad | Norway | 89,3 % | 94,2 % | |
| Veyt Holding AS | Arendal | Norway | 100,0 % | 100,0 % | |
| Veyt AS | Oslo | Norway | 61,8 % | 61,6 % | |
| Greenfact GmbH | Berlin | Germany | 100,0 % | 100,0 % | |
| Greenfact Ltd | London | UK | 100,0 % | 100,0 % | |
| Factlines Holding AS | Oslo | Norway | 100,0 % | 100,0 % | |
| Factlines AS | Oslo | Norway | 68,8 % | 66,7 % | |
| Alytic Blue AS | Oslo | Norway | 100,0 % | 100,0 % | |
| SUBSIDIARIES IN AFK PROPERTY AS | |||||
| Vindholmen Eiendom AS | Arendal | Norway | 100,0 % | 100,0 % | |
| Bedriftsveien 17 AS | Arendal | Norway | 100,0 % | 100,0 % | |
| Bøleveien 4 AS | Skien | Norway | 100,0 % | 100,0 % | |
| Steinodden Eiendom AS | Arendal | Norway | 77,6 % | 77,6 % | |
| Arendal Lufthavn Gullknapp AS | Arendal | Norway | 92,3 % | 92,3 % | |
| Gullknapp Invest AS | Arendal | Norway | 100,0 % | 100,0 % | |
| Longum Property AS | Arendal | Norway | 100,0 % | 100,0 % | |
| AFK Longum Invest AS | Arendal | Norway | 100,0 % | 100,0 % | |
| Bryggebyen Folkebad AS | Arendal | Norway | 100,0 % | 100,0 % | |
| Folkebad Drift AS | Arendal | Norway | 100,0 % | 100,0 % | |
| Bøylestad Energipark AS | Froland | Norway | 100,0 % | 100,0 % | |
| Vergia Property AS | Arendal | Norway | 100,0 % | 100,0 % | |
| SUBSIDIARIES IN AMPWELL AS | |||||
| AFK Storage 3 AS | Arendal | Norway | 100,0 % | 100,0 % | |
| Cellect Holding AS | Arendal | Norway | 100,0 % | 100,0 % | |
| Cellect Energy SL | Barcelona | Spain | 77,2 % | 61,0 % | |
| Commeo Holding AS | Arendal | Norway | 100,0 % | 100,0 % | |
| Ampwell GmbH | Berlin | Germany | 100,0 % | 100,0 % | |
| SUBSIDIARIES IN AFK TYSKLAND HOLDING AS | |||||
| Arendals Fossekompani Deutchland GmbH | Berlin | Germany | 100,0 % | 100,0 % | |
The Group has the following investments in associates and joint ventures. All businesses are organized as companies with limited liability corresponding to Norwegian corporations. Guidelines for the operation of companies are based on shareholder agreements. According to the shareholder agreements of joint operations it is required unanimity between the parties for making decisions about relevant activities. Accordingly, participants in the companies have joint control over the activities. During 2024 the Group has sold the shares in Vergia group including the related positions in Seagust AS, Hydepoint AS and North Ammonia AS. In October 2024, Arendals Fossekompani, Advent International and Generation Management completed the acquisition and delisting of Volue. Arendals Fossekompani reduced its shareholding in Volue from 60% to 40% through the new established associated company Faraday Topco AS. Acquisition cost of shares in Faraday Topco AS er NOK 2,571 million. There are two share classes in Faraday Topco AS: preference shares and ordinary shares. Arendals Fossekompani owns 40% of both share classes. Faraday Topco AS owns indirectly 100% of shares in Volue AS. From 2025, there has been established a new share-based payment arrangement for key employees in Volue. In the consolidated group accounts the investments in joint ventures and associates are accounted for in accordance with the equity method. In the company accounts the investments in joint ventures and associates are accounted for based on historic cost.
| NorSun | North Ammonia |
Sea gust |
Hyde point |
Cellect Energy |
Kilands foss |
Glomsdam Krafverk |
Aero Satcom |
Imphytec Powders |
Faraday Topco |
Total |
|---|---|---|---|---|---|---|---|---|---|---|
| 16 906 | -342 | 1 399 | 43 | 57 | 4 219 | 37 317 | ||||
| -9 577 | -2 619 | -996 | -26 | -457 | 958 | -4 755 | -31 382 | |||
| -362 | 6 151 | 5 789 | ||||||||
| -8 934 | 28 | -8 906 | ||||||||
| 17 029 | ||||||||||
| 469 | ||||||||||
| 10 116 | -150 | 7 109 | 20 315 | |||||||
| 20 315 | ||||||||||
| 1 891 | -103 | 976 | -36 585 | -33 821 | ||||||
| -1 488 | -1 488 | |||||||||
| -3 240 | ||||||||||
| 734 | ||||||||||
| AS 1 605 |
AS 5 075 |
AS 1 647 13 388 -2 679 -11 230 -4 043 -2 158 |
AS 4 043 2 158 -2 961 4 043 2 158 -2 961 2 961 |
S.L. -68 |
AS 10 099 10 116 12 007 |
AS 250 -150 -253 |
Ltd 7 109 734 8 819 |
SAS 537 |
AS* 2 570 648 2 570 648 2 532 576 2 553 149 |
* Faraday Topco AS owns indirectly 100% of shares in Volue AS.
| Entity | Country | Ownership interest | |
|---|---|---|---|
| Imphytec Powders SAS | France | Production of powders | 48,00% |
| Kilandsfoss AS | Norway | 33,33% | |
| Glomsdam Krafverk AS | Norway | 50,00% | |
| Faraday Topco AS | Norway | Digital energy solutions | 40,00% |
| Aero-Satcom Ltd | UK | Telecom | 50,00% |
Based on an overall assessment where the size and complexity is taken into consideration these investments are considered to be significant joint ventures. Further information regarding these companies is disclosed below.
| The tables below provide summarised financial information for Faraday Topco AS for 2024 (2 months) on 100% basis: | |
|---|---|
| Summarised balance sheet | 2024 |
| Intangible assets | 7 094 |
| Property, plant and equipment | 158 |
| Net pension assets | 11 |
| Non-current receivables and other investments | 25 |
| Deferred tax asset | 30 |
| Total non-current assets | 7 317 |
| Inventories | 34 |
| Contract assets | 78 |
| Accounts receivables | 332 |
| Other receivables | 153 |
| Cash and cash equivalents | 238 |
| Total current assets | 836 |
| Total assets | 8 154 |
| Non-current interest-bearing debt | 292 |
| Other non-current liabilities | 18 |
| Deferred taxes | 77 |
| Non-current RoU liabilities | 101 |
| Total non-current liabilities | 488 |
| Accounts payable | 267 |
| Current interest-bearing debt | 149 |
| Payable income tax | 41 |
| Contract liabilities | 42 |
| Current RoU liabilities | 38 |
| Other current liabilities | 424 |
| Total current liabilities | 962 |
| Total liabilities | 1 450 |
| Net assets | 6 703 |
| Summarised statement of comprehensive income | 2024 |
| Revenues | 299 |
| Materials and consumables used | -52 |
| Employee benefit expense | -253 |
| Other operating cost | -58 |
| EBITDA | -64 |
| Depreciation and amortisation | -34 |
| Net financial items | -9 |
| Income tax expense | 16 |
| Net profit for the year | -91 |
| Other comprehensive income | -4 |
| Total comprehensive income | -95 |
| Group | Parent Company | ||||
|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | ||
| LONG-TERM INVESTMENTS | |||||
| Loans to employees | 23 695 | 47 249 | 22 379 | 15 301 | |
| Contributions to company pension plan | 22 002 | 22 001 | 22 002 | 22 001 | |
| Other non-current receivables | 19 514 | 66 632 | 18 323 | 17 341 | |
| Shares in other companies | 74 652 | 88 283 | 68 562 | 77 275 | |
| Other investments | 41 338 | 41 571 | 6 213 | 1 999 | |
| Total long-term investments | 181 201 | 265 736 | 137 479 | 133 917 |
All loans to employees incur interest at a rate that never triggers a taxable benefit. The loans are repaid over 5 years (vehicles) or 20 years (housing). Loans exceeding NOK 200,000 are secured by mortgages on property or shares.
| Raw materials | |
|---|---|
| Work in progress | |
| Spare parts | |
| Finished goods | |
| Total inventories (net after provision for obsolescence) |
| Group | ||||
|---|---|---|---|---|
| 2024 | 2023 | |||
| Raw materials | 339 639 | 429 378 | ||
| Work in progress | 166 834 | 479 871 | ||
| Spare parts | 36 763 | 46 653 | ||
| Finished goods | 260 021 | 324 321 | ||
| Total inventories (net after provision for obsolescence) | 803 257 | 1 280 223 | ||
| Provision for obsolescence | 128 726 | 99 885 |
The provision for obsolescence in 2024 is mainly related to slow-moving items in ENRX NOK 72 million (NOK 55 million), spare parts in NSSL NOK 10 million (NOK 8 million) and smaller and larger size fractions of powders in Tekna NOK 47 million (NOK 36 million).
The subsidiaries ENRX, Tekna, NSSL and Volue (2023) recognise construction contracts in accordance with percentage of completion method. Changes during the year are due to most contracts having a duration less then a year. At year-end these subsidiaries had the following carrying amounts associated with construction contracts andprojects in progress:
| Group | |||
|---|---|---|---|
| 2024 | 2023 | ||
| Contract assets | 218 813 | 182 239 | |
| Contract liabilities | 151 808 | 239 890 | |
| Net contract assets / - liabilities | 67 005 | -57 651 | |
| Contract liabilities consist of prepayments from customers for both revenue over time and point in time. | |||
| Group | |||
| 2024 | 2023 | ||
| Booked income from uncompleted contracts per 31.12 | |||
| Booked accrued income per 31.12 | 360 033 | 374 894 | |
| Booked accrued expenses per 31.12 | -222 381 | -219 136 | |
| Reported margin per 31.12 | 137 652 | 155 758 | |
| Group | |||
| 2024 | 2023 | ||
| Remaining income from sales over time contracts | |||
| Within one year | 250 748 | 320 352 | |
| Between one and two years | 994 | ||
| Remaining income (sales over time) | 250 748 | 321 347 |
The breakdown of the parent company's financial assets is as follows:
| Number of shares | Shareholding in % | Fair value | ||||
|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |
| Listed shares | ||||||
| Kongsberg Gruppen | 25 812 | 25 812 | 0,01% | 0,01% | 33 039 | 11 922 |
| Spotlio | 423 167 | 423 167 | 0,21% | 0,21% | 101 | 106 |
| Norse Atlantic | 320 625 | 320 625 | 0,26% | 0,26% | 1 281 | 3 880 |
| Total listed shares | 34 421 | 15 907 | ||||
| Financial assets at fair value through OCI | 34 421 | 15 907 | ||||
| Financial assets at fair value through OCI | 2024 | 2023 |
|---|---|---|
| Balance at 1 January | 15 907 | 11 830 |
| Change in financial assets at fair value through OCI | 18 514 | 2 088 |
| Proceed from sale of financial assets at fair value | -93 | |
| Purchase of financial assets at fair value | 2 081 | |
| Balance at 31 December | 34 421 | 15 907 |
The following dividend is received: Kongsberg Gruppen tNOK 361 (tNOK 217). Change in assets at fair value are based on changes in the market values of listed shares. A sensitivity analysis indicates that a 10% change in fair value as at 31 December 2024 would change equity by tNOK 3.400and profit for the year from continuing operations by tNOK 0 (2023: by tNOK 1.600 and tNOK 0 respectively).
The company and the Group are exposed to credit risk, liquidity risk from the use of financial instruments and market risk. The Board of Directors has overall responsibility for establishing and supervision of the Group's guidelines on risk management. Principles, procedures and systems for risk management in the key areas are reviewed and assessed regularly. Industrial investments consist of a limited number of large investments. The investment strategy is based on the premise that long-term, active engagement provides the greatest return. Other investments are in liquid depositswith no connection to the Group.
Credit risk is the risk of financial losses if a customer or counterparty to a financial instrument is unable to fulfil their obligations. Credit risk normally arises when the company or Group extends credit to customers or invests in securities. Credit risk associated with investments is considered to be limited since investments are mainly made in liquid securities with a good creditworthiness. A specification of the investments is given earlier in this note. The Group has routines to ensure that credit is only extended for sales to customers that have had no previous payment issues and that stay within their credit limit.
| Contract Assets | ||
|---|---|---|
| Posted gross value of contract assets are distributed as follows: | ||
| Receivables | 2024 | 2023 |
| Volue Group | 58 536 | |
| ENRX Group | 206 962 | 93 721 |
| Tekna Group | 11 851 | 29 982 |
| Sum | 218 813 | 182 239 |
| Provisions for expected losses on projects are distributed as follows: | ||
| Onerous contracts | 2024 | 2023 |
| Volue | 13 500 | |
| Sum | 13 500 |
Provisions are calculated based on historical losses and individual assessment of each item and customer
| Onerous contracts | Group | |
|---|---|---|
| 2024 | 2023 | |
| Total Opening Balance | 13 500 | 16 963 |
| Changes in expected losses (loss rates) and outstanding receivables (volume) | 1 876 | |
| Discontinued operations | -13 500 | |
| Realized losses during the period (-) | -5 339 | |
| Exchange differences on translation of foreign operations | ||
| Closing Balance | 13 500 |
| Group | Parent Company | |||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| ACCOUNTS RECEIVABLES | ||||
| Trade accounts receivables | 590 830 | 1 104 165 | 15 407 | 2 328 |
| Loss allowance (Note 16) | -21 605 | -59 742 | ||
| Trade accounts rec, IC | 5 833 | 19 799 | ||
| Total | 569 225 | 1 044 423 | 21 240 | 22 127 |
| OTHER RECEIVABLES | ||||
| Intercompany loans - current | 145 242 | 217 777 | ||
| Other current receivables | 191 605 | 249 647 | 8 175 | 3 246 |
| Total | 191 606 | 249 648 | 153 417 | 221 022 |
| Advances paid to suppliers | 67 315 | 88 375 |
|---|---|---|
| Accrued revenues at the point in time | 30 544 | 18 782 |
| Total | 97 859 | 107 156 |
| Group | Parent Company | |||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| Cash and cash equivalents | 1 799 668 | 1 928 652 | 913 390 | 1 064 083 |
| Here of restricted cash | 36 722 | 35 357 | 3 360 | 2 543 |
The maximum exposure to credit risk associated with receivables at the balance sheet date was:
| Group | Parent Company | ||||
|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | ||
| Total receivables | 863 505 | 1 405 772 | 174 657 | 243 149 | |
| Account receivables | 590 830 | 1 044 423 | 15 407 | 2 328 | |
| Loss allowance | 21 605 | 59 743 |
Breakdown of the book value of outstanding trade receivables in:
| Overdue | |||||||
|---|---|---|---|---|---|---|---|
| Account receivables 2024 | Not due | 1-30 days 31-60 days 61-90 days | More than 90 days |
Trade accounts receivable |
|||
| Arendals Fossekompani ASA | 15 366 | 41 | 15 407 | ||||
| ENRX Group | 243 044 | 48 412 | 15 698 | 7 726 | 61 602 | 376 482 | |
| NSSL Global Limited Group | 98 373 | 17 939 | 17 834 | 1 839 | 14 169 | 150 154 | |
| Tekna Group | 24 400 | 10 329 | 1 584 | 1 744 | 38 057 | ||
| AFK Property Group | 1 819 | 200 | 2 019 | ||||
| Alytic Group | 4 860 | 663 | 1 727 | 59 | 702 | 8 010 | |
| Vergia Group | |||||||
| Ampwell Group | 688 | 688 | |||||
| AFK Tyskland Group | 14 | 14 | |||||
| Total | 388 563 | 77 343 | 36 843 | 9 623 | 78 457 | 590 830 |
The company has applied impairment losses for expected credit losses as follows:
| Overdue | ||||||
|---|---|---|---|---|---|---|
| Loss allowance 2024 | Not due | 1-30 days 31-60 days 61-90 days | More than 90 days |
Loss allowance |
||
| ENRX Group | 872 | 45 | 129 | 5 | 7 550 | 8 601 |
| NSSL Global Limited Group | 228 | 105 | 10 | 3 | 11 119 | 11 465 |
| Tekna Group | 1 070 | 1 070 | ||||
| AFK Property Group | 200 | 200 | ||||
| Alytic Group | 270 | 270 | ||||
| Total | 1 100 | 150 | 409 | 8 | 19 938 | 21 605 |
Expected credit losses (ECL) are measured based on a credit risk assessment on a customer by customer basis, using all available information and updated when appropriate. Credit losses for 2024 and 2023 have been minor.
Changes in the period's loss allowance are explained as follows:
| Group | Group | |
|---|---|---|
| Loss allowance | 2024 | 2023 |
| Total Opening Balance | 59 743 | 23 971 |
| Changes in expected losses (loss rates) and outstanding receiv ables (volume) |
-39 743 | 39 935 |
| Realized losses during the period (-) |
-274 | -2 997 |
| Exchange differences on transla tion of foreign operations |
1 880 | -1 167 |
| Closing Balance | 21 605 | 59 743 |
Breakdown of the book value of outstanding trade receivables in:
| Account receivables 2023 | Not due | 1-30 days 31-60 days 61-90 days | More than 90 days |
Trade accounts receivable |
||
|---|---|---|---|---|---|---|
| Arendals Fossekompani ASA | 2 283 | 45 | 2 328 | |||
| Volue Group | 267 519 | 84 153 | 13 387 | 17 085 | 11 286 | 393 430 |
| ENRX Group | 302 182 | 54 533 | 31 409 | 9 330 | 49 197 | 446 650 |
| NSSL Global Group | 114 625 | 15 563 | 13 611 | 4 938 | 19 663 | 168 400 |
| Tekna Group | 26 662 | 8 901 | 10 256 | 2 732 | 27 685 | 76 235 |
| AFK Property Group | 408 | 700 | 93 | 1 201 | ||
| Alytic Group | 1 493 | 2 489 | 1 793 | 658 | 1 247 | 7 680 |
| Vergia Group | 168 | 168 | ||||
| Ampwell Group | 4 506 | 753 | 1 542 | 1 194 | 46 | 8 042 |
| AFK Tyskland Group | 32 | 32 | ||||
| Total | 719 877 | 167 092 | 71 999 | 35 937 | 109 261 | 1 104 166 |
The company has applied impairment losses for expected credit losses as follows:
| Loss allowance 2023 | Overdue | ||||||
|---|---|---|---|---|---|---|---|
| Not due | 1-30 days 31-60 days 61-90 days | More than 90 days |
Loss allowance |
||||
| Volue Group | 1 125 | 1 775 | 2 591 | 2 857 | 8 347 | ||
| ENRX Group | 946 | 91 | 197 | 24 | 9 212 | 10 469 | |
| NSSL Global Group | 144 | 910 | 97 | 147 | 7 676 | 8 974 | |
| Tekna Group* | 31 283 | 31 283 | |||||
| AFK Property Group | 400 | 400 | |||||
| Alytic Group | 270 | 270 | |||||
| Total | 1 091 | 2 125 | 2 339 | 2 761 | 51 427 | 59 743 |
* Loss allowance in 2023 was related to the planned closing down of Imphytek
Liquidity risk is the risk that the Group will not be able to fulfil its financial obligations as they fall due. The aim of liquidity management is to secure sufficient liquidity to fulfil the obligations as they fall due, without this causing unacceptable losses to the company and the Group. Cash flow from the company and the Group's ordinary operations, combined with significant investments in liquid securities as well as unutilised credit facilities mean that the liquidity risk is considered to be low. Subsidiaries ENRX and NSSLGlobal have established an group account arrangement covering most of the subsidiaries. This includes currencies NOK, EURO, USD, SEK, DKK og GBP. This helps increase the flexibility and efficiency of liquidity management
The breakdown of the liabilities of the company and the Group is as follows: (Contractual cash flows include interest calculated based on interest rates at the balance sheet date) (Contractual cash flows of the bond loans that have maturity of 12 months or less are related to interest payments)
| Group 2024 | Carrying amount |
Contractual cash flows |
6 months or less |
6 to 12 months |
1 to 2 years 2 to 5 years Over 5 years | ||
|---|---|---|---|---|---|---|---|
| Accounts payable | 276 936 | 276 936 | 276 861 | 75 | |||
| Current interest-bearing debt | 110 001 | 112 528 | 52 259 | 50 269 | 10 000 | ||
| Bank overdraft | 166 526 | 168 526 | 99 086 | 69 441 | |||
| Current lease liabilities | 60 437 | 63 967 | 33 937 | 30 030 | |||
| Total current liabilities | 613 900 | 621 957 | 462 143 | 149 815 | 10 000 | ||
| Non-current bond loans | 498 503 | 539 225 | 13 075 | 13 075 | 513 075 | ||
| Non-current interest-bearing debt | 776 474 | 969 084 | 16 669 | 18 680 | 341 491 | 140 188 | 452 056 |
| Non-current lease liabilities | 230 338 | 259 628 | 5 720 | 4 596 | 71 893 | 94 608 | 82 811 |
| Total non-current liabilities | 1 505 315 | 1 767 938 | 22 389 | 36 351 | 426 460 | 747 871 | 534 866 |
| Carrying | Contractual | 6 months | 6 to 12 | ||||
|---|---|---|---|---|---|---|---|
| 2023 | amount | cash flows | or less | months | 1 to 2 years 2 to 5 years Over 5 years | ||
| Accounts payable | 512 917 | 512 917 | 512 917 | - | |||
| Current interest-bearing debt | 234 715 | 238 411 | 233 619 | 4 792 | |||
| Bank overdraft | 168 745 | 181 646 | 47 968 | 133 678 | |||
| Current lease liabilities | 65 762 | 73 372 | 38 117 | 34 679 | 241 | ||
| Total current liabilities | 982 140 | 1 006 347 | 832 620 | 173 149 | 241 | ||
| Non-current bond loans | 498 042 | 555 569 | 13 075 | 13 075 | 529 419 | ||
| Non-current interest-bearing debt 1 745 430 | 2 004 849 | 38 601 | 37 493 | 68 034 | 786 019 | 1 074 701 | |
| Non-current lease liabilities | 226 537 | 296 663 | 77 791 | 120 890 | 97 982 | ||
| Total non-current liabilities | 2 470 010 | 2 857 081 | 38 602 | 50 569 | 158 899 | 1 436 329 | 1 172 683 |
| Carrying | Contractual | 6 months | 6 to 12 | ||||
|---|---|---|---|---|---|---|---|
| Parent Company 2024 | amount | cash flows | or less | months | 1 to 2 years 2 to 5 years Over 5 years | ||
| Accounts payable | 17 726 | 17 726 | 17 726 | ||||
| Current interest-bearing liab, IC | |||||||
| Current lease liabilities | 2 127 | 5 083 | 2 541 | 2 541 | |||
| Total current liabilities | 19 853 | 22 808 | 20 267 | 2 541 | |||
| Non-current bond loans | 498 503 | 539 225 | 13 075 | 13 075 | 513 075 | ||
| Non-current interest-bearing debt | 309 718 | 396 559 | 8 134 | 8 134 | 16 269 | 48 805 | 315 217 |
| Non-current lease liabilities | 57 923 | 76 538 | 5 083 | 14 516 | 56 939 | ||
| Total non-current liabilities | 866 143 | 1 012 322 | 8 134 | 21 209 | 34 427 | 576 396 | 372 156 |
| Carrying | Contractual | 6 months or | 6 to 12 | ||||
|---|---|---|---|---|---|---|---|
| 2023 | amount | cash flows | less | months | 1 to 2 years 2 to 5 years Over 5 years | ||
| Accounts payable | 11 852 | 11 852 | 11 852 | ||||
| Current interest-bearing liab, IC | 36 416 | 36 416 | 36 416 | ||||
| Current lease liabilities | 2 293 | 5 360 | 2 680 | 2 680 | |||
| Total current liabilities | 50 561 | 53 628 | 14 532 | 39 096 | |||
| Non-current bond loans | 498 042 | 555 569 | 13 075 | 13 075 | 529 419 | ||
| Non-current interest-bearing debt | 964 324 | 1 130 653 | 27 722 | 27 722 | 27 722 | 83 165 | 964 324 |
| Non-current lease liabilities | 57 965 | 78 314 | 4 898 | 14 328 | 59 088 | ||
| Total non-current liabilities | 1 520 331 | 1 764 536 | 27 722 | 40 797 | 45 695 | 626 912 | 1 023 412 |
For other receivables and payables measured at amortised cost the book value is assumed to equal the fair value. For contractual cash flows related to derivatives we refer to hedge accounting further below.
Market risk is the risk that changes in market prices such as exchange rates, interest rates and share prices will impact net income or the value of financial instruments.
The company and the Group are exposed to foreign exchange risk on purchases, sales and loans in currencies other than the companies' functional currency. The Group's main exposure is to EUR, GBP and USD. The foreign exchange exposure is primarily associated with operations in the Group's foreign subsidiaries and with the company's and the Group's liabilities in foreign currency. The ENRX subgroup uses derivatives to limit foreign exchange risk associated with sales and trade receivables. The parent company and ENRX also use foreign currency loans and currency swaps to limit foreign exchange risk associated with changes in value in the subsidiaries. The main foreign currency exposure in the parent company and the Group's Norwegian subsidiaries is to EUR.
| Group | Parent Company | |||||
|---|---|---|---|---|---|---|
| (1 000 EUR) | 2024 | 2023 | 2024 | 2023 | ||
| Bank deposits | 3 844 | 9 408 | 243 | |||
| Trade receivables | 17 314 | 31 468 | 50 | |||
| Trade payables | 737 | -3 457 | -164 | |||
| Interest-bearing liabilities | -9 689 | -20 905 | ||||
| Balance sheet exposure | ||||||
| (foreign exchange risk) | 12 206 | 16 514 | 293 | -164 |
A sensitivity analysis indicates that a 5% appreciation of NOK against EUR as at the year-end would impact earnings for the Group in 2024 by the equivalent of MEUR -0.6 and in 2023 by the equivalent of MEUR -0.8. The amounts are stated before taxes. Other subsidiaries have only modest exposure to currencies other than the company's functional currency.
The derivative financial assets are all net settled. Therefore, the maximum exposure to credit risk at the reporting date is the fair value of the derivative assets which are included in the consolidated statement of financial position. The customer payments in foreign currencies in order backlog is hedged according to NOK according to strategy. Cash flow hedge accounting is generally applied to qualifying foreign currency hedges. Under the ENRX hedge accounting model, the portion of the fair value change related to a change in the spot rate is recognised in the fair value reserve within equity until the cumulative profit or loss is recycled to the statement of income simultaneously with the hedge item.There is no inefficiency in the hedging - see Note 8 Financial items".
At year-end the companies had the following forward currency contracts specified as hedging: (1 000 NOK)
| Unrealised |
|---|
| gains/losses |
| Unrealised |
| gains/losses |
| 2024 | Contract value |
Unrealised gains/losses |
|---|---|---|
| Hedging of future cash flows | 150 366 | 2 096 |
| Fair value hedging | ||
| Balance sheet exposure (hedging) |
150 366 | 2 096 |
| 2023 | Contract value |
Unrealised gains/losses |
| Hedging of future cash flows | 62 493 | 885 |
| Fair value hedging | ||
| Balance sheet exposure (hedging) |
62 493 | 885 |
Unrealised gains/losses relating to hedging of future cash flows are recognised in "Other comprehensive income". The unrealised loss shown in the table is the value before deducting tax. Net unrealised losses/gains are recognised as other current liabilities/assets.
Nominal value, carrying amount and maturity of forward currency contracts:
| 2025 | 2026 | 2027 | Nominal amount (currency) |
Carrying amount (NOK '000) |
|
|---|---|---|---|---|---|
| Currency | |||||
| EUR | 10 386 | 10 386 | 4 368 | ||
| USD | 4 050 | 4 050 | -2 195 | ||
| JPY | 17 300 | 17 300 | 19 | ||
| GBP | 430 | 430 | -97 | ||
| Total | 2 096 | ||||
| Change in carrying amount in the period: |
2024 | 2023 |
|---|---|---|
| Balance at 1 January | 885 | 1 869 |
| Changes in value posted as OCI | -941 | -5 535 |
| Reclassifies from equity to | 2 152 | 4 551 |
| income statement | ||
| Balance at 31 December | 2 096 | 885 |
| Asset | 4 815 | 4 545 |
| Liabilities | 2 719 | 3 660 |
| Total | 2 096 | 885 |
Most of the company's and the Group's interest-bearing financial assets and liabilities accrue interest at variable rates. In 2021 the parent company took out a bond of MNOK 500 at an fixed interest rate of 2,615%. An overview of interest-bearing assets can be found earlier in this note and of liabilities in Note 17. A 1% change in interest rates would affect earnings, and profit and financial items through the year, by a net amount of around NOK -0,9 million. The amount is stated before taxes.
Most of the company's and the Group's energy sales take place in the spot market, which means there is exposure to risk associated with price fluctuations. In the past two years no energy derivatives have been used as hedging instruments to limit the risk.
The company and the Group are exposed to price risk on investments in equity instruments classified as financial assets at fair value through OCI and financial assets at fair value throiugh income statement. All decisions on significant purchases and sales are made by the Board of Directors. The main objective of the investment strategy is to maximise the return through ongoing dividends and increases in the value of the portfolio. An overview of the company's financial assets is given earlier in this note.
| Group | Parent Company | |||||||
|---|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |||||
| Book value |
Fair value |
Book value |
Fair value |
Book value |
Fair value |
Book value |
Fair value |
|
| LIABILITIES | ||||||||
| Bond loans | 498 503 | 461 250 498 042 457 800 498 503 | 461 250 498 042 457 800 | |||||
| Unrecognized income between book- and fair value |
-37 231 | -40 242 | -37 253 | -40 242 |
| 2024 | Group | Parent Company | ||||||
|---|---|---|---|---|---|---|---|---|
| Carrying amount financial assets |
Fair value through income |
Fair value through OCI |
Amort. cost |
Sum | Fair value through income |
Fair value through OCI |
Amort. cost |
Sum |
| Trade and other receivables | 791 397 | 791 397 | 29 415 | 29 415 | ||||
| Cash and cash equivalents | 1 799 668 1 799 668 | 913 390 | 913 390 | |||||
| Financial assets at fair value | ||||||||
| through OCI | 34 421 | 34 421 | 34 421 | 34 421 | ||||
| Financial assets at fair value through income statement |
74 652 | 74 652 | 68 562 | 68 562 | ||||
| Loans to Group companies | 852 272 852 272 | |||||||
| Derivatives | 4 815 | 4 815 | ||||||
| Sum | 79 468 | 34 421 2 591 064 2 704 953 | 68 562 | 34 421 1 795 076 1 898 058 |
| financial liabilities | ||||
|---|---|---|---|---|
| Derivative liabilities | 2 719 | 2 719 | ||
| Interest-bearing loans and borrowings | 1 068 796 1 068 796 | 309 718 | 309 718 | |
| Bond loans | 498 503 498 503 | 498 503 498 503 | ||
| Trade and other payables | 276 936 276 936 | 17 726 | 17 726 | |
| Liabilities to Group companies | ||||
| Sum | 2 719 | 1 844 235 1 846 955 | 825 946 825 946 |
| 2023 | Group | Parent Company | ||||||
|---|---|---|---|---|---|---|---|---|
| Fair value through |
Fair value through |
Amort. | Fair value through |
Fair value through |
Amort. | |||
| Carrying amount financial assets | income | OCI | cost | Sum | income | OCI | cost | Sum |
| Trade and other receivables | 1 294 088 1 294 088 | 25 373 | 25 373 | |||||
| Cash and cash equivalents | 1 928 652 1 928 652 | 1 064 083 1 064 083 | ||||||
| Financial assets at fair value through OCI |
15 907 | 15 907 | 15 907 | 15 907 | ||||
| Financial assets classified as held for sale | ||||||||
| Financial assets at fair value through income statement |
88 283 | 88 283 | 77 275 | 77 275 | ||||
| Loans to Group companies | 1 602 210 1 602 210 | |||||||
| Derivatives | 4 545 | 4 545 | ||||||
| Sum | 92 828 | 15 907 3 222 740 3 331 475 | 77 275 | 15 907 2 691 666 2 784 847 | ||||
| Carrying amount financial liabilities |
| Derivatives, interest and currency swaps | |||||
|---|---|---|---|---|---|
| Derivative liabilities | 3 660 | 3 660 | |||
| Interest-bearing loans and borrowings | 2 179 669 2 179 669 | 964 324 964 324 | |||
| Bond loans | 498 042 498 042 | 498 042 498 042 | |||
| Trade and other payables | 512 917 | 512 917 | 11 852 | 11 852 | |
| Liabilities to Group companies | 36 416 | 36 416 | |||
| Sum | 3 660 | 3 190 627 3 194 288 | 1 510 634 1 510 634 |
The table below analyses financial instruments measured at fair value according to valuation method. The different levels are defined as follows: Level 1: Fair value is measured using listed prices from active markets for identical financial instruments. No adjustment is made to these prices. Level 2: Fair value is measured using other observable inputs than those used at level 1, either directly (prices) or indirectly (derived from prices).
Level 3: Fair value is measured using inputs that are not based on observable market data (unobservable inputs).
| 2024 | Level 1 | Level 2 | Level 3 | Sum |
|---|---|---|---|---|
| Financial assets at | ||||
| fair value through OCI | 34 421 | 34 421 | ||
| Financial assets at fair value | ||||
| through income statement | 74 652 | 74 652 | ||
| Bond loans | -461 250 | -461 250 | ||
| Total | -426 829 | 74 652 -352 177 | ||
| Other derivative financial assets | 4 815 | 4 815 | ||
| Interest and currency swaps related to bond loans |
||||
| Other derivative financial liabilities | -2 719 | -2 719 | ||
| Grand Total | -424 733 | 74 652 -350 081 | ||
| 2023 | Level 1 | Level 2 | Level 3 | Sum |
| Financial assets at fair value through OCI |
15 907 | 15 907 | ||
| Financial assets at fair value | 88 283 | 88 283 | ||
| through income statement | ||||
| Bond loans | -457 800 | -457 800 | ||
| Total | -441 893 | 88 283 -353 609 | ||
| Other derivative financial assets | 4 545 | 4 545 | ||
| Interest and currency | ||||
| swaps related to bond loans | ||||
| Other derivative financial liabilities | -3 660 | -3 660 | ||
| Grand Total | -441 008 | 88 283 -352 724 |
The fair value of the Bond loan is determined by using the indexed tax validation rules at year-end. The index is publicly available.
This note provides information on the contractual terms of the Group's interest-bearing loans and borrowings. For more information on the Group's interest rate risk and foreign exchange risk see Note 16.
| Note 17.1 Bond loans | Group / Parent | |
|---|---|---|
| 2024 | 2023 | |
| 2,516 % 2021 - 2028 | 500 000 | 500 000 |
| Capitalised loan costs | -1 497 | -1 958 |
| Bond loans - booked value | 498 503 | 498 042 |
| Fair value (ref note 16) | 461 250 | 457 800 |
| Parent Company | ||
|---|---|---|
| 2024 | 2023 | |
| Euribor + fixed margin Floating interest |
315 218 | 968 474 |
| Capitalised loan costs | -5 500 | -4 150 |
| Total denenture loans parent company | 309 718 | 964 324 |
| Subsidiaries | |||
|---|---|---|---|
| Volue Group | Floating interest | 342 023 | |
| Tekna Group | Fixed interest rate | 26 202 | 8 255 |
| Tekna Group | Debenture loans | 8 086 | 23 083 |
| ENRX Group | Floating interest | 375 320 | 282 183 |
| AFK Property Group | Floating interest | 161 689 | 316 628 |
| Alytic AS | Floating interest | 21 256 | 10 946 |
| Ampwell Consolidated | Floating interest | 32 718 | |
| Total Debenture loans Subsidiaries | 592 552 | 1 015 836 | |
| Total Debenture loans Group | 902 270 | 1 980 160 |
| Group | Parent Company | ||||
|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | ||
| Non-current interest bearing debt |
408 864 | 457 338 | |||
| Bank overdraft | 56 664 | 86 973 | |||
| Total | 465 529 | 544 312 |
| Total security | 1 105 931 | 1 066 322 |
|---|---|---|
| Trade receivables | 305 534 | 275 177 |
| Inventories | 344 044 | 370 041 |
| Vehicles, machinery and equipment |
194 261 | 202 067 |
| Buildings and land | 262 092 | 219 036 |
Security for promissory note and bond loans with a countervalue of MNOK 500 taken out in the parent company has been given in the form of negative pledges. Trade receivables in two of the subsidiaries have been pledged as security for bank guarantees and overdrafts given. For the Group the value-adjusted equity must be at least 40% and have a value of at least MNOK 1 500.
For ENRX the equity must be at least 30%, and cash reserve > MEUR 5. Tekna have some covenants connected to operational activities, but none financial covenants.All the companies are in compliance with the requirements of their covenants at 31 December 2024.
| Group | Parent Company | |||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| Trade payables | 267 835 | 485 561 | 16 443 | 10 527 |
| Other payables | 9 102 | 27 356 | ||
| Trade acc payable, IC | 1 283 | 1 324 | ||
| Account Payables | 276 936 | 512 917 | 17 726 | 11 852 |
| Total Opening |
Changes in expected losses (loss rates) and outstanding |
Realized losses during |
Total Effect from Foreign |
Closing | |
|---|---|---|---|---|---|
| Group 2024 | Balance | receivables (volume) | the period (-) | Exchange | Balance |
| Restructuring | 6 551 | -6 777 | 226 | ||
| Earn-out | |||||
| Warranties / Guaranties | 3 684 | 24 178 | -5 266 | 1 432 | 24 029 |
| Other provisions | 32 953 | 28 159 | -1 252 | 2 762 | 62 622 |
| Onerous contracts | 13 500 | -13 500 | |||
| Total provisions | 56 688 | 32 061 | -6 518 | 4 420 | 86 652 |
| Group 2023 | Total Opening Balance |
Changes in expected losses (loss rates) and outstanding receivables (volume) |
Realized losses during the period (-) |
Total Effect from Foreign Exchange |
Closing Balance |
|---|---|---|---|---|---|
| Restructuring | 40 268 | -37 085 | 3 368 | 6 551 | |
| Earn-out | 60 431 | -60 431 | |||
| Warranties / Guaranties | 3 603 | -88 | 170 | 3 684 | |
| Other provisions | 33 969 | -1 230 | 214 | 32 953 | |
| Onerous contracts | 16 963 | 1 876 | -5 339 | 13 500 | |
| Total provisions | 117 662 | 39 448 | -104 173 | 3 752 | 56 688 |
| Changes in expected | Realized | Total Effect | |||
|---|---|---|---|---|---|
| Total | losses (loss rates) | ||||
| Opening | and outstanding | losses during | from Foreign | Closing | |
| Parent Company 2024 | Balance | receivables (volume) | the period (-) | Exchange | Balance |
| Restructuring | |||||
| Earn-out | |||||
| Warranties / Guaranties | |||||
| Other provisions | 1 600 | 35 900 | 37 500 | ||
| Onerous contracts | |||||
| Total provisions | 1 600 | 35 900 | 37 500 |
| Changes in expected losses (loss rates) and outstanding receivables (volume) |
Realized losses during the period (-) |
Total Effect from Foreign Exchange |
Closing Balance |
|---|---|---|---|
| Parent Company 2023 | Total Opening Balance |
losses (loss rates) and outstanding receivables (volume) |
Realized losses during the period (-) |
Total Effect from Foreign Exchange |
Closing Balance |
|---|---|---|---|---|---|
| Restructuring | |||||
| Earn-out | |||||
| Warranties / Guaranties | |||||
| Other provisions | 1 600 | 1 600 | |||
| Onerous contracts | |||||
| Total provisions | 1 600 | 1 600 | |||
| Group | Parent Company | ||||
|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | ||
| Total Opening Balance | 56 688 | 117 662 | 1 600 | ||
| Changes in expected losses (loss rates) and | |||||
| outstanding receivables (volume) incl. disposals | 32 061 | 39 448 | 35 900 | 1 600 | |
| Realized losses during the period (-) | -6 518 | -104 173 | |||
| Total Effect from Foreign Exchange | 4 420 | 3 752 | |||
| Closing Balance | 86 652 | 56 688 | 37 500 | 1 600 |
| Group | Parent Company | ||||
|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | ||
| Accrued Labor cost / holiday pay | 84 972 | 127 080 | 5 273 | 7 686 | |
| Accrued Bonus | 70 432 | 91 015 | 12 000 | 12 000 | |
| Paid in collaterals | 42 407 | ||||
| Accrued operating cost | 258 745 | 276 332 | 1 426 | 4 680 | |
| Other current liability | 105 589 | 275 175 | 1 269 | ||
| Total accruals | 519 739 | 812 009 | 19 967 | 24 366 |
| Group | Parent Company | ||||
|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | ||
| Buildings | 257 303 | 260 696 | 57 507 | 58 742 | |
| Vehicles, machinery and equipment | 14 662 | 16 629 | 168 | ||
| Sum | 271 965 | 277 324 | 57 507 | 58 910 |
| Lease liabilities | Group | Parent Company | ||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| Current lease liabilities | 60 437 | 65 762 | 2 127 | 2 293 |
| Non-current lease liabilities | 230 338 | 226 537 | 57 923 | 57 965 |
| Sum | 290 774 | 292 299 | 60 050 | 60 258 |
Income effects
| Group | Parent Company | ||||
|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | ||
| Buildings depreciation | 52 330 | 71 355 | 3 488 | 3 522 | |
| Vehicles, machinery and equipment |
7 355 | 7 526 | 168 | 126 | |
| Sum depreciation | 59 684 | 78 881 | 3 656 | 3 648 | |
| Interest expense on lease | 9 959 | 6 117 | 3 072 | 3 060 |
We refer to note 5 for a specification of the movements of Right-of-Use assets.
On 13 February 2025, the Board of Directors decided to pay an ordinary cash dividend of NOK 1.00 per share for the fourth quarter 2024. The dividend was paid on 28 February 2025. Mr. Claude Jean has been appointed as the new CEO of Tekna Holding ASA effective from April 28, 2025.
Key accounting estimates are estimates that are important for the presentation of the company's and the Group's financial position and earnings, and which require subjective assessment. Arendals Fossekompani assesses such estimates continually based on historical results and experience, consultation with experts, trends, forecasts and other methods considered reasonable
in each individual case.
Goodwill and other intangible assets with an indefinite life are tested for impairment annually. The company's investments in subsidiaries and associates are similarly tested for impairment. The assessments are based on analysis of the company's financial position and forecasts/outlook. Recoverable amounts that are measured against carrying amounts are the expected selling price or the present value of cash flows from the investment. Other assets, including property, plant and equipmentand financial instruments available for sale, are tested for impairment when there is an indication that a fall in value may have occurred.
The Group recognises revenue from individual projects in accordance with the percentage of completion method. For such projects the degree of completion is calculated as costs incurred relative to total estimated costs. The greatest uncertainty is associated with measurement of the project's total estimated costs. The group has implemented controls to ensure that accounting for revenue over time reflects management's best estimate with respect to total contract revenue, cost, and if applicable stage of completion. The group uses the stage of completion method to determine the contract revenue recognised over time in the period. The method to determine the stage of completion is costs spent compared to total estimated costs or direct labour spent compared to total estimated direct labour. The estimation uncertainty is primarily related to cost calculation and measurement of progress. When project's remaining costs cannot be reliaby estimated, only revenues equal to the accrued project costs will be recognised as revenues.
Basic earnings per share are based on profit attributable to the equity holders of the parent and the weighted average number of outstanding ordinary shares during the year, which was 54.936.418 (2023: 54.832.135), calculated as follows:
| Profit attributable to ordinary shares (1 000 NOK) | 2024 | 2023 |
|---|---|---|
| Net profit for the year - total | 2 244 137 | -29 520 |
| Minority interest | 6 558 | -62 110 |
| Equity holders of the parent | 2 237 579 | 32 590 |
| Profit attributable to ordinary shares (1 000 NOK) | 2024 | 2023 |
| Net profit for the year - continued | -42 316 | 61 309 |
| Minority interest | 6 558 | -62 110 |
| Equity holders of the parent | -48 874 | 123 419 |
| Profit attributable to ordinary shares (1 000 NOK) | 2024 | 2023 |
| Net profit for the year - discontinued | 2 286 453 | -90 829 |
| Minority interest | 6 558 | -62 110 |
| Equity holders of the parent | 2 279 895 | -28 719 |
| Weighted average | ||
| number of ordinary shares | ||
| Issued ordinary shares, | ||
| 1 January | 55 995 250 | 55 995 250 |
| Effect of treasury shares | -1 058 832 | -1 137 911 |
| Number of outstanding shares as at 31 Dec | 54 936 418 | 54 857 339 |
| Weighted average number of | ||
| ordinary shares for the year | 54 896 879 | 54 832 135 |
| Basic earning per share (NOK) | ||
| Total | 40.76 | 0.59 |
| Continued | (0.89) | 2.25 |
| quity holders of the parent and the weighted average |
|---|
| s 54.936.418 (2023: 54.832.135), calculated as follows: |
| Number of shares | Shareholding | ||
|---|---|---|---|
| Ulefoss Invest AS | 14 709 875 | 26,8 % | |
| Havfonn AS | 14 567 900 | 26,5 % | |
| Must Invest AS | 14 106 225 | 25,7 % | |
| Arendals Fossekompani ASA | 1 058 832 | 1,9 % | |
| Svanhild og Arne Must Fond | 657 225 | 1,2 % | |
| Folketrygdfondet | 473 060 | 0,9 % | |
| Fabulous AS | 453 853 | 0,8 % | |
| Per-Dietrich Johansen | 375 375 | 0,7 % | |
| Fondsfinans Pensjonskasse | 356 228 | 0,6 % | |
| Fløtemarken AS | 323 671 | 0,6 % | |
| Erik Bøhler | 280 100 | 0,5 % | |
| Sverre Valvik AS | 266 000 | 0,5 % | |
| Bøhler Invest AS | 265 000 | 0,5 % | |
| Aksel Oland | 237 994 | 0,4 % | |
| Ropern AS | 237 478 | 0,4 % | |
| Annelise Altenburg Must | 216 675 | 0,4 % | |
| Ottersland AS | 200 000 | 0,4 % | |
| Erik Christian Must | 180 000 | 0,3 % | |
| Trine Must | 180 000 | 0,3 % | |
| Falck Frås AS | 170 000 | 0,3 % | |
| 49 315 491 | 89,8 % |
With reference to section 7-26 of the Norwegian Accounting Act the following can be disclosed concerning shares owned by individual Board members and the CEO, including shares owned by spouses, children who are minors or by companies in which the person in question has a controlling interest.
| Board of Directors | Own holdings | Related parties | Total | |
|---|---|---|---|---|
| Trond Westlie | 7 048 | 7 048 | ||
| Morten Bergesen | 14 567 900 | 14 567 900 | ||
| Didrik Vigsnæs | 18 000 | 18 000 | ||
| Arild Nysæther | ||||
| Lise Lindback | ||||
| Anne Grethe Dalane | 1 000 | 1 000 | ||
| Stine Rolstad Brenna | 7 500 | 7 500 | ||
| 8 048 | 14 593 400 | 14 601 448 | ||
| Senior executives | ||||
| Benjamin Golding* | 50 999 | 50 999 | ||
| Lars Peder Fensli * | 32 144 | 32 144 | ||
| Håkon Tanem | 56 172 | 56 172 | ||
| Torkil Mogstad * | 15 019 | 15 019 | ||
| Ingunn Ettestøl* | 19 412 | 19 412 | ||
| Ann-Kari Heier | 16 978 | 16 978 | ||
| 190 724 | 190 724 |
* See Note 4 regarding share-based payments.
The company's/Group's related parties comprise subsidiaries, associates and members of the Board of Directors and senior management team.
Members of the Board of Directors and the company management and their closest relations control 26,4% of shares with voting rights in the company. Loans to senior executives (see Note 4) amounted to tNOK 15.664 (2023: tNOK 11.687) as at 31 December. These loans are included in "other investments". Interest is charged on loans to senior executives at a rate that never triggers a taxable benefit. In addition to regular salaries, senior executives have agreements on other benefits in the form of a defined-contribution pension scheme and share-based payments. (See Note 4). In 2023, the Chairman has received a fee of tNOK 500 for consultancy services provided by his company Shama AS. (See Note 4).
Transactions between Group companies and other related parties are based on the principles of market value and arm's length.In 2024 Arendals Fossekompani purchased services relating to market management for tNOK 854 from Volue Market Services (2023: tNOK 921). In addition services were purchased from Volue Insight AS for tNOK 537 in 2024.Arendals Fossekompani ASA supply AFK Property and Alytic with administrative services, all invoiced based market value. Interest is charged on loans from the AFK parent company to companies in the Group in accordance with the agreement entered into.
| Note | Loans maturing after more than one year |
Loans maturing in less than one year |
Total interest bearing liabilities |
||||
|---|---|---|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | ||
| GROUP | |||||||
| Total Opening Balance | 2 500 788 | 1 085 804 | 469 222 | 340 163 | 2 970 010 | 1 425 967 | |
| Cash from new borrowings | CF | 249 599 | 1 322 068 | 249 599 | 1 322 068 | ||
| Repayment of non-current lease liabilities |
CF | -68 966 | -44 767 | -68 966 | -44 767 | ||
| Repayment of long | |||||||
| term borrowings Cash flow from net change in |
CF | -1 040 193 | -117 524 | -1 040 193 | -117 524 | ||
| current interest bearing debt CF | 35 973 | 277 552 | 35 973 | 277 552 | |||
| Change in lease liabilities without cash flow effects |
5 | 123 003 | 83 064 | 123 003 | 83 065 | ||
| Disposal / Unspecified | |||||||
| Movement | -324 277 | 676 | -179 723 | 2 962 | -504 000 | 3 638 | |
| Reclassification | 172 496 | -172 496 | |||||
| Total Effect from | |||||||
| Foreign Exchange | 56 814 | -1 029 | 11 491 | 21 041 | 68 305 | 20 011 | |
| Closing Balance | 1 521 110 | 2 500 788 | 336 964 | 469 222 | 1 858 073 | 2 970 010 | |
| PARENT COMPANY | |||||||
| Total Opening Balance | 1 520 331 | 711 146 | 2 293 | 2 300 | 1 522 624 | 713 446 | |
| Cash from new borrowings | CF | 188 474 | 825 485 | 188 474 | 825 485 | ||
| Repayment of long term borrowings |
CF | -876 002 | -2 293 | -876 002 | -2 293 | ||
| Cash flow from net change in current interest bearing debt CF |
-166 | -7 | -166 | -7 | |||
| Change in lease liabilities without cash flow effects |
2 254 | -5 973 | 2 254 | -5 973 | |||
| Total Effect from | |||||||
| Foreign Exchange | 31 086 | -8 034 | 31 086 | -8 034 | |||
| Closing Balance | 866 143 | 1 520 331 | 2 127 | 2 293 | 868 270 | 1 522 624 | |
| Group | |||||||
| (1 000 NOK) | 2024 | 2023 | |||||
| Bond | 498 503 | 498 042 | |||||
| Interest-bearing liabilities and credits (long-term) |
776 474 | 1 745 430 | |||||
| Other non-current liabilities | 15 795 | 30 778 | |||||
| Non-current lease liabilities | 230 338 | 226 537 | |||||
| Loans maturing after | |||||||
| more than one year | 1 521 110 | 2 500 788 | |||||
| Interest-bearing liabilities | |||||||
| and credits (short-term) Current lease liabilities |
276 527 60 437 |
403 460 65 762 |
|||||
| Loans maturing in | |||||||
| less than one year | 336 964 | 469 222 | |||||
| Total interest bearing liabilities |
1 858 073 | 2 970 010 | |||||
| Parent Company | ||
|---|---|---|
| (1 000 NOK) | 2024 | 2023 |
| Bond | 498 503 | 498 042 |
| Interest-bearing liabilities and credits (long-term) |
309 718 | 964 324 |
| Non-current lease liabilities | 57 923 | 57 965 |
| Loans maturing after more than one year |
866 143 | 1 520 331 |
| Interest-bearing liabilities and credits (short-term) |
||
| Current lease liabilities | 2 127 | 2 293 |
| Loans maturing in less than one year |
2 127 | 2 293 |
| Total interest bearing liabilities |
868 270 | 1 522 624 |
Arendals Fossekompani has assessed climate-related risks based on the recommendations of the Financial Stability Board's Task Force on Climate-related Financial Disclosures (TCFD) as part of its double materiality assessment. The assessment covers Arendals Fossekompani's and our portfolio's exposure to transition risks and opportunities, as well as physical risks. Under a Net Zero 2050 scenario, key transition risks included market, technology and policy/legal risks, and opportunities within new markets and clean energy. The portfolio's physical risk has been assessed using climate modelling in IPCC climate scenarios, considering exposure to climate hazards events at our offices and production sites and in our value chain where possible.
There is a physical risk of disruption to our facilities and value chains due to climate hazards, but the consequences are highly uncertain, and the risk is being mitigated by our investments in infrastructural upgrades.
To ensure the resilience of our business model Arendals Fossekompani is actively pursuing opportunities related to demand for solutions related to renewable energy through our investment strategy. We also have ongoing assessments related to climaterelated risks, and other internal initiatives to reduce climate risk exposure and to mitigate transitional risks of increased costs related to mandates and regulation of existing products and services in the portfolio. Arendals Fossekompani follows developments and will regularly assess its portfolio risk exposure to transitional and physical climate risks. Further detail on the process, scenarios and findings are documented in the Sustainability Statement.
In January 2019, Tekna Plasma Systems Inc. filed a lawsuit in Federal Court against AP&C Advanced Powders & Coatings Inc., challenging the validity of Canadian patents 3,003,502 and 3,051,236 and seeking a non-infringement declaration, while AP&C counterclaimed for infringement; the trial took place in fall 2022. On June 7, 2024, the Federal Court ruled in Tekna's favor, declaring patent '502 entirely invalid and not infringed, and most claims of patent '236 invalid and not infringed, though some '236 claims were upheld as valid but not contested by AP&C for infringement.
AP&C appealed this ruling (file A-274-24), aiming to overturn it, with a hearing expected in late 2025 or early 2026, and Tekna is actively defending the decision. A second Federal Court decision on December 5, 2024, ordered AP&C to pay Tekna \$2.9 million for partial legal costs, which AP&C paid in December 2024, but AP&C has also appealed this cost award (file A-55-25), with proceedings just beginning. If both rulings are upheld on appeal, the case may conclude; however, if overturned, Tekna could face repaying the \$2.9 million and potentially additional damages to AP&C, depending on the appeal outcomes.
| NIBD | ||||||||
|---|---|---|---|---|---|---|---|---|
| AFK Vannkraft | Group Management NSSL Global Ltd. Group | ENRX Group | ||||||
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |
| Bond | 498 503 498 042 | |||||||
| Non-current inter est-bearing debt |
309 718 | 964 324 | 277 974 255 531 | |||||
| Interest bearing current borrowings |
85 449 26 606 | |||||||
| 1st year installm. non-current |
||||||||
| borrowings Bond |
102 | 45 | ||||||
| Interest and ex rate swap (curr.) |
||||||||
| Non-current lease liabilities |
57 923 | 57 965 | 52 238 | 12 344 | 188 784 103 222 | |||
| Current lease liabilities |
2 127 | 2 293 | 12 156 | 4 860 | 46 344 32 660 | |||
| Bank overdraft | 6 172 | 7 990 | 160 354 85 186 | |||||
| Current and non current |
||||||||
| liabilities IC | 2 452 | 38 779 | -25 | -149 | 440 607 409 303 | |||
| Total liabilities | 870 722 1 561 404 | 70 541 | 25 046 1 199 614 912 553 | |||||
| Cash and cash equivalents |
914 110 1 064 636 | 544 294 | 371 465 | 145 655 135 939 | ||||
| Intercompany loans - non current |
||||||||
| Intercompany loans - current |
||||||||
| Financial assets classified as held for trading |
||||||||
| Total assets | 914 110 1 064 636 | 544 294 | 371 465 | 145 655 135 939 | ||||
| Net interest bearing debt |
-43 387 496 768 | -473 752 -346 420 1 053 958 776 613 |
| 189 | |
|---|---|
| Total | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Tekna Group | AFK Property Group | Alytic Group Other |
Segment | ||||||||
| 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | ||
| Bond | 498 503 | 498 042 | |||||||||
| Interest and | |||||||||||
| ex rate swap n-c | |||||||||||
| Non-current inter | |||||||||||
| est-bearing debt | 30 970 | 28 256 | 155 152 | 119 647 | 2 661 | 2 946 | 32 718 776 474 1 403 422 | ||||
| Interest-bearing | |||||||||||
| current borrow | |||||||||||
| ings (inp) | 192 292 | 14 595 | 8 000 | 100 044 | 226 898 | ||||||
| 1st year installm. | |||||||||||
| non-current | |||||||||||
| borrowings | 3 318 | 3 083 | 6 537 | 4 689 | 9 957 | 7 817 | |||||
| Bond | |||||||||||
| Interest and ex | |||||||||||
| rate swap (curr.) | |||||||||||
| Non-current lease liabilities |
12 914 | 5 934 | 1 121 | 104 | 22 175 | 23 633 | 1 640 335 155 | 204 843 | |||
| Current lease | |||||||||||
| liabilities | 5 105 | 4 572 | 454 | 524 | 791 | 135 | 2 975 | 66 977 | 48 018 | ||
| Bank overdraft | 166 526 | 93 176 | |||||||||
| Current and | |||||||||||
| non current | |||||||||||
| liabilities IC | 217 477 | 161 072 | 110 972 | 70 698 | 4 306 | 4 710 1 011 548 876 508 1 787 339 1 560 922 | |||||
| Total liabilities | 269 784 202 917 | 274 237 | 387 953 | 44 528 | 39 425 1 011 548 913 841 3 740 975 4 043 138 | ||||||
| Cash and cash | |||||||||||
| equivalents | 97 463 | 77 906 | 61 550 | 27 232 | 30 713 | 35 261 | 5 834 34 780 1 799 891 1 747 220 | ||||
| Intercompany | |||||||||||
| loans - non current | 707 030 1 384 434 | ||||||||||
| Intercompany | |||||||||||
| loans - current | 145 242 | 217 777 | |||||||||
| Financial assets | |||||||||||
| classified as held | |||||||||||
| for trading | |||||||||||
| Total assets | 97 463 | 77 906 | 61 550 | 27 232 | 30 713 | 35 261 | 5 834 34 780 2 652 163 3 349 430 | ||||
| Net interest | |||||||||||
| bearing debt | 172 321 | 125 011 | 212 686 | 360 721 | 13 815 | 4 163 1 005 715 879 061 1 088 812 | 693 707 |
| & Adjustments | Eliminations | Total Consolidated |
||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| Bond | 498 503 498 042 | |||
| Interest and | ||||
| ex rate swap n-c | ||||
| Non-current inter | ||||
| est-bearing debt | 342 008 | 776 474 1 745 430 | ||
| Interest-bearing | ||||
| current borrow | ||||
| ings (inp) | 100 044 | 226 898 | ||
| 1st year installm. | ||||
| non-current | ||||
| borrowings | 9 957 | 7 817 | ||
| Bond | ||||
| Interest and ex | ||||
| rate swap (curr.) | ||||
| Non-current lease | ||||
| liabilities | -104 818 | 21 694 230 338 | 226 537 | |
| Current lease | ||||
| liabilities | -6 540 | 17 744 | 60 437 | 65 762 |
| Bank overdraft | 75 570 | 166 526 | 168 745 | |
| Current and | ||||
| non current | ||||
| liabilities IC | -1 775 727 -1 556 228 | 11 611 | 4 695 | |
| Total liabilities | -1 887 085 -1 099 211 1 853 890 2 943 927 | |||
| Cash and cash equivalents |
-223 | 181 432 1 799 668 1 928 652 | ||
| Intercompany loans - non current |
||||
| Intercompany | ||||
| loans - current | ||||
| Financial assets | ||||
| classified as held | ||||
| for trading | ||||
| Total assets | -223 -1 420 778 1 799 668 1 928 652 | |||
| Net interest | ||||
| bearing debt | -1 886 862 321 567 | 54 222 1 015 274 |
Signatures
Declaration by the BoD and the CEO 194 Auditor's Reports 195



The single-entity financial statements and consolidated financial statements have been prepared in accordance with IFRS as adopted by the European Union, along with relevant interpretations, and in compliance with further disclosure requirements pursuant to the Norwegian Accounting Act applicable as at 31 December 2024.
The Annual Report for the Group and Parent Company has been prepared in accordance with the provisions of the Norwegian Accounting Act and Norwegian Accounting Standard 16 as at 31 December 2024.
The consolidated sustainability statements for 2024, as part of the management report have been prepared, in all material respects, in accordance with the Corporate Sustainability Reporting Directive (CSRD) and the European Sustainability Reporting Standards (ESRS) pursuant to the Accounting Act § 2-3 and 2-4. Disclosures within the EU Taxonomy, are in all material respects, prepared in accordance with Article 8 of EU Taxonomy Regulation (EU 2020/852).
The financial statements for 2024 for the Group and the Parent Company have been prepared in accordance with applicable accounting standards
the information presented in the financial statements provides a true and fair view of Group's and the Parent Company's assets, liabilities, financial position and performance as a whole as at 31 December 2024.
the Annual Report for the Group and the Parent Company provides a true and fair view of the development, results and financial position of the Group and the Parent Company, and the key risks and uncertainties faced by the Group and the Parent Company.
there are no material uncertainties associated with the annual financial statements, and there are no other extraordinary circumstances that have affected the financial statements.
The Board of Directors confirms that the accounts have been prepared based on the assumption that Arendals Fossekompani is a going concern, and that this assumption continues to apply.
Froland, 10 April 2025
Trond Westlie, Chair
Stine Rolstad Brenna, Board Member
Lise Lindbäck, Board Member
Morten Bergesen, Board Member
Didrik Vigsnæs, Board Member
Anne Grethe Dalane, Board Member

Benjamin Golding, Chief Executive Officer

PricewaterhouseCoopers AS, Kystveien 14, NO-4841 Arendal T: 02316, org. no.: 987 009 713 MVA, www.pwc.no Statsautoriserte revisorer, medlemmer av Den norske Revisorforening og autorisert regnskapsførerselskap
To the General Meeting of Arendals Fossekompani ASA
We have audited the financial statements of Arendals Fossekompani ASA, which comprise:
the financial statements of the parent company Arendals Fossekompani ASA (the Company), which comprise the statement of financial position as at 31 December 2024, the statement of income, statement of comprehensive income, statement of changes in equity and statement of cash flows for the year then ended, and notes to the financial statements, including material
the consolidated financial statements of Arendals Fossekompani ASA and its subsidiaries (the Group), which comprise the statement of financial position as at 31 December 2024, the statement of income, statement of comprehensive income, statement of changes in equity and statement of cash flows for the year then ended, and notes to the financial statements, including material
the financial statements give a true and fair view of the financial position of the Company as at 31 December 2024, and its financial performance and its cash flows for the year then ended in
the consolidated financial statements give a true and fair view of the financial position of the Group as at 31 December 2024, and its financial performance and its cash flows for the year then ended in accordance with IFRS Accounting Standards as adopted by the EU.
Our opinion is consistent with our additional report to the Audit Committee.
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 Company and 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 Arendals Fossekompani ASA for 7 years from the election by the general meeting of the shareholders on 26 April 2018 for the accounting year 2018.
Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

At 31 December 2024, the carrying amount of the Group's goodwill and intangible assets was NOK 1 006 576 thousand, equal to approximately 11% of total assets. Goodwill and intangible assets with indefinite economic life are tested for impairment at least annually. Impairment testing is performed at the level of cash generating unit.
When testing for impairment, the carrying amount is compared to the recoverable amount.
At 31 December 2024, management's impairment assessment indicated that the recoverable amount exceeded the carrying amount for all cash generating units where goodwill and intangible assets were recognized. As a result, no impairment was recorded.
We focused on valuation of goodwill and intangible assets because these assets constitute a significant share of the Group's total assets, and because calculation of the recoverable amount requires application of significant judgement by management.
Note 6 to the financial statements includes further information on goodwill and intangible assets, cash generating units and impairment testing.
We obtained and gained an understanding of management's impairment assessment related to goodwill and intangible assets. Our procedures included an assessment of the valuation method and whether key assumptions used by management appeared reasonable based on our understanding of the business and industry of each relevant cash generating unit. We tested the model for mathematical accuracy and traced data used in valuation models to supporting documentation.
Based on our audit procedures we found that valuation methods used were reasonable and consistent with our understanding of the business and industry of each relevant cash generating unit. Our testing of data against supporting documentation did not uncover material exceptions. We also found that the model was mathematically accurate. While we did not find evidence to indicate that goodwill or intangible assets were impaired, we note that the valuation of cash generating units is sensitive to changes in management's assumptions.
Lastly, we evaluated the information disclosed in note 6 and found it to be appropriate and adequate.
In Q2 2024, the Group announced an impairment related to the German subsidiary Commeo, which filed for bankruptcy in Germany in July 2024. The Group recognized a loss from discontinued operations of NOK 803 million related to Commeo.
Further, in July 2024, the Group announced a joint voluntary cash offer by Edison Bidco AS for all shares in Volue ASA. The acquisition was completed on 28 October 2024. Upon completion of the acquisition, the Group retained a 40% indirect shareholding in Volue, classifying the investment as an associate. The Group recognized a gain from discontinued operations of NOK 3 083 million related to Volue.
We considered the discontinued operations of Commeo and Volue to be a key focus area due to the material impact on the financial statements. Further, the transactions are of a non-routine nature, accounting considerations involved can be complex and there is an inherent risk of errors
To consider whether classification as discontinued operations was appropriate, we obtained the underlying agreements and other documents supporting the transactions. We studied these documents to understand the transactions. To further deepen our understanding, we held discussions with management about the details and terms in the agreements. Our discussions included management's procedures to ensure appropriate accounting treatment of the transactions, and how management had evaluated the various aspects of the accounting and disclosure requirements, particularly the requirements in IFRS 5.
We recalculated management's calculation of loss on disposal of Commeo and gain on disposal of Volue. We traced the detailed information used in the calculations to supporting documentation.
For the Volue transaction, we also performed audit procedures over subsequent initial recognition and
The Group's business activities have changed compared to last year because of the sale of shares in Volue ASA and discontinuation of the investment in Commeo. Consequently, Accounting for Discontinued Operations – Commeo and Volue was considered a new area of focus this year. Furthermore, Revenue over Time from Contracts with Customers and Valuation of Goodwill and Intangible Assets carries the same characteristics and risks as in the prior year, and therefore continued to be areas of focus this year.
Key Audit Matters How our audit addressed the Key Audit Matter
Revenue over Time from Contracts with Customers
In 2024, revenue recognized over time from contracts with customers constituted NOK 1 089 170 thousand, equal to 25% of total operating revenues. NOK 360 033 thousand of revenue recognized over time is accrued income from uncompleted contracts at the balance sheet date.
We focused on revenue over time from contracts with customer as the contracts may have a long duration, and the recognition of contract revenues and costs is subject to management judgement which may be complex. Furthermore, management's judgement affects several significant financial statement line items and thus has a pervasive effect on the financial statements.
The accounting principles and notes 1 and 13 to the financial statements include further information on the Group's recognition of revenue over time from contracts with customers.
We obtained a sample of contracts and assessed the accounting treatment against the Group's accounting principles and IFRS 15 Revenue from contracts with customers. We found that the accounting treatment was consistent with the content of the contracts and that accounting principles were based on IFRS 15.
Through meetings with management and project leaders, including review of relevant documentation, we tested whether the Group had implemented controls to ensure that accounting for revenue over time reflects management's best estimates with respect to total contract revenue, cost, and if applicable, stage of completion. We found that controls had been implemented at various levels of the organization, and that the controls included periodic meetings to review open contracts.
Estimating project revenue and associated costs, and, if applicable, calculating stage of completion requires exercise of judgement. We performed various procedures to assess whether management's judgements were reasonable, including:
We found that assumptions used, and judgements made by management were reasonable.
We further evaluated the information disclosed in notes 1 and 13 and found it to be appropriate and adequate.


As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:
identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error. We design and perform audit procedures responsive to those risks and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of
obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
evaluate the appropriateness of accounting policies used and the reasonableness of accounting
conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's and the Group's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may
evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events
obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain
We communicate with the Board of Directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide the Audit Committee with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied.
From the matters communicated with the Board of Directors, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
related to the detailed bookkeeping, presentation and disclosure of the transactions.
Note 3 to the financial statements include information on discontinued operations.
measurement of the retained investment as an associate.
We evaluated presentation of the transactions across the primary statements, as well as the information disclosed in note 3, and found it to be appropriate and adequate.
The Board of Directors and the Managing Director (management) are responsible for the information in the Board of Directors' report and the other information accompanying the financial statements. The other information comprises information in the annual report but does not include the financial statements and our auditor's report thereon. Our opinion on the financial statements does not cover the information in the Board of Directors' report nor the other information accompanying the financial statements.
In connection with our audit of the financial statements, our responsibility is to read the Board of Directors' report and the other information accompanying the financial statements. The purpose is to consider if there is material inconsistency between the Board of Directors' report and the other information accompanying the financial statements and the financial statements or our knowledge obtained in the audit, or whether the Board of Directors' report and the other information accompanying the financial statements otherwise appears to be materially misstated. We are required to report if there is a material misstatement in the Board of Directors' report or the other information accompanying the financial statements. We have nothing to report in this regard.
Based on our knowledge obtained in the audit, it is our opinion that the Board of Directors' report
Our opinion on the Board of Directors' report applies correspondingly to the statement on Corporate Governance.
Our opinion on whether the Board of Directors' report contains the information required by applicable statutory requirements, does not cover the Sustainability Statement, on which a separate assurance report is issued.
Management is responsible for the preparation of financial statements that give a true and fair view in accordance with IFRS Accounting Standards as adopted by the EU, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company's and the Group's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

the Financial Statements
PricewaterhouseCoopers AS, Kystveien 14, NO-4841 Arendal T: 02316, org. no.: 987 009 713 MVA, www.pwc.no Statsautoriserte revisorer, medlemmer av Den norske Revisorforening og autorisert regnskapsførerselskap
To the General Meeting of Arendals Fossekompani ASA
We have conducted a limited assurance engagement on the consolidated sustainability statement of Arendals Fossekompani ASA (the «Company») included in Sustainability Statement of the Board of Directors' report (the «Sustainability Statement»), as at 31 December 2024 and for the year then ended.
Based on the procedures we have performed and the evidence we have obtained, nothing has come to our attention that causes us to believe that the Sustainability Statement is not prepared, in all material respects, in accordance with the Norwegian Accounting Act section 2-3, including:
process carried out by the Company to identify the information reported in the Sustainability Statement (the «Process») is in accordance with the description set out in the subsections "IRO-1 Description of the process to identify and assess material impacts, risks and opportunities"
• compliance of the disclosures in the section "EU Taxonomy" of the Sustainability Statement with
We conducted our limited assurance engagement in accordance with International Standard on Assurance Engagements (ISAE) 3000 (Revised), Assurance engagements other than audits or reviews of historical financial information («ISAE 3000 (Revised)»), issued by the International Auditing and Assurance Standards Board.
We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our conclusion. Our responsibilities under this standard are further described in the Sustainability Auditor's Responsibilities section of our report.
We have complied with the independence and other ethical requirements as required by relevant laws and regulations in Norway and the International Code of Ethics for Professional Accountants (including International Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA Code), which is founded on fundamental principles of integrity, objectivity, professional competence and due care, confidentiality and professional behaviour.
The firm applies International Standard on Quality Management 1, which requires the firm to design, implement and operate a system of quality management including policies or procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements.
The comparative information included in the Sustainability Statement was not subject to an assurance engagement. Our conclusion is not modified in respect of this matter.
The Board of Directors and the Managing Director (Management) are responsible for designing and implementing a process to identify the information reported in the Sustainability Statement in accordance with the ESRS and for disclosing this Process in the subsections "IRO-1 Description of the process to
Report on Compliance with Requirement on European Single Electronic Format (ESEF)
As part of the audit of the financial statements of Arendals Fossekompani ASA, we have performed an assurance engagement to obtain reasonable assurance about whether the financial statements included in the annual report, with the file name AFK Annual Report 2024.zip, 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, and iXBRL tagging of the consolidated financial statements.
In our opinion, the financial statements, included in the annual report, have been prepared, in all material respects, in compliance with the ESEF regulation.
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.
For a description of the auditor's responsibilities when performing an assurance engagement of the ESEF reporting, see: https://revisorforeningen.no/revisjonsberetninger
Arendal, 10 April 2025 PricewaterhouseCoopers AS
Fredrik Botha State Authorised Public Accountant

• Designing and performing procedures to evaluate whether the Process is consistent with the Company's description of its Process set out in the subsections "IRO-1 Description of the process to identify and assess material impacts, risks and opportunities" and "The Process in 2024" within
the General Information chapter.
Our other responsibilities in respect of the Sustainability Statement include:
• Identifying where material misstatements are likely to arise, whether due to fraud or error; and
• Designing and performing procedures responsive to where material misstatements are likely to arise in the Sustainability Statement. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery,
intentional omissions, misrepresentations, or the override of internal control.
A limited assurance engagement involves performing procedures to obtain evidence about the Sustainability Statement. The procedures in a limited assurance engagement vary in nature and timing from, and are less in extent than for, a reasonable assurance engagement. Consequently, the level of assurance obtained in a limited assurance engagement is substantially lower than the assurance that would have been obtained had a reasonable assurance engagement been performed.
The nature, timing and extent of procedures selected depend on professional judgement, including the identification of disclosures where material misstatements are likely to arise in the Sustainability Statement, whether due to fraud or error.
In conducting our limited assurance engagement, with respect to the Process, we:
o performing inquiries to understand the sources of the information used by management (e.g., stakeholder engagement, business plans and strategy documents); and
implemented by the Company was consistent with the description of the Process set out in the subsections "IRO-1 Description of the process to identify and assess material impacts, risks and
In conducting our limited assurance engagement, with respect to the Sustainability Statement, we:
• Obtained an understanding of the Group's reporting processes relevant to the preparation of its
o Obtaining an understanding of the Group's control environment, processes, control activities and information system relevant to the preparation of the Sustainability Statement, but not for the purpose of providing a conclusion on the effectiveness of the
• Evaluated whether the information identified by the Process is included in the Sustainability
• Evaluated whether the structure and the presentation of the Sustainability Statement is in
identify and assess material impacts, risks and opportunities" and "The Process in 2024" within the General Information chapter of the Sustainability Statement. This responsibility includes:
Management is further responsible for the preparation of the Sustainability Statement, in accordance with the Norwegian Accounting Act section 2-3, including:
In reporting forward-looking information in accordance with ESRS, Management is required to prepare the forward-looking information on the basis of disclosed assumptions about events that may occur in the future and possible future actions by the Group. Actual outcomes are likely to be different since anticipated events frequently do not occur as expected.
Our responsibility is to plan and perform the assurance engagement to obtain limited assurance about whether the Sustainability Statement is free from material misstatement, whether due to fraud or error, and to issue a limited assurance report that includes our conclusion. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence decisions of users taken on the basis of the Sustainability Statement as a whole.
As part of a limited assurance engagement in accordance with ISAE 3000 (Revised) we exercise professional judgement and maintain professional scepticism throughout the engagement.
Our responsibilities in respect of the Sustainability Statement, in relation to the Process, include:


Arendal, 10 April 2025 PricewaterhouseCoopers AS
Hanne Sælemyr Johansen State Authorised Public Accountant – Sustainability Auditor

| AC | Audit Committee |
|---|---|
| AFK | Arendals Fossekompani |
| AM | Additive Manufacturing |
| AMGTA | Additive Manufacturer Green Trade Association |
| ARP | Activity and Reporting Obligations |
| ARR | Annual Recurring Revenue |
| BCoC | Business Partner Code of Conduct |
| BOD | Board of Directors |
| CAD | Cash Available for Distribution |
| CSRD | Corporate Sustainability Reporting Directive |
| CDP | Carbon Disclosure Project |
| CapEx | Capital Expenditure |
| CEO | Chief Executive Officer |
| CFO | Chief Financial Officer |
| CoC | Code of conduct |
| CSO | Chief Sustainability Officer |
| CSR | Corporate Social Responsibility |
| DCF | Discounted Cash Flow |
| DNSH | Do No Significant Harm |
| EAT | Earning after tax |
| EBT | Earnings before tax |
| EBIT | Earnings before interest and taxes |
| EBITDA | Earnings Before Interest, Taxes Depreciation, |
| and Amortization | |
| EU | European union |
| ERP | Enterprise Resource Planning |
| ESG | Environmental, Social and Governance |
| GHG | Greenhouse Gas |
| GRI | Global Reporting Initiative |
|---|---|
| GWh | Gigawatt hours |
| HR | Human Resources |
| HSE | Health, Safety, and Environment |
| HSSE | Health, Safety, Security and Environment |
| IFRS | International Financial Reporting Standards |
| ICT | Information and Communication Technologies |
| IEA | International Energy Agency |
| ILO | Declaration of the International Labour Organisation |
| inp | Interestbearing current borrowings |
| IoT | Internet of Things |
| IR | Injury Rate |
| ISO | International Organisation for Standardisation |
| KPI | Key Performance Indicator |
| kWh | Kilowatt hours |
| LCA | Life Cycle Assessment |
| LEO | Low Earth Orbit |
| LTIR | Lost Time Incident Rate |
| MACD | Moving Average Convergence Divergence |
| MAR | Market Abuse Regulation |
| M&A | Mergers and Acquisitions |
| MoD | Ministry of Defense |
| MoU | Memorandum of Understanding |
| MWh | Megawatt hours |
| NAA | Norwegian Accounting Act |
| NGO | Non Governmental Organisation |
| NHO | Confederation of Norwegian Enterprises |
| NVE | The Norwegian Water Resources and Energy Directorate |
| OCI | Other Comprehensive Income |
| OECD | The Organisation for Co-operation and Development |
| OHS | Occupational Health and Safety |
| OpEx | Operating Expenditure |
| R&D | Research and Development |
| SaaS | Software-as-a-Service |
| SASB | Sustainability Accounting Standards Board |
| SBTi | Science Based Target initiative |
| SCoC | Supplier Code of Conduct |
| SDG | Sustainable Development Goal |
| SQM | Square meter |
| TCFD | Task Force on Climate-related Financial Disclosures |
| TRIR | Total Recordable Incident Rate |
| TSC | Technical Screening Criteria |
| UN | United Nations |
| WACC | Weighted Average Cost of Capital |

VISITING ADDRESS Langbryggen 9 4841 Arendal
POSTAL ADDRESS Box 280 4803 Arendal
+47 37 23 44 00 [email protected]
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.