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Bergen Carbon Solutions AS
Interim / Quarterly Report • Aug 20, 2025
3554_rns_2025-08-20_2b4ac054-6af5-4eda-a10a-54ce0222de5d.pdf
Interim / Quarterly Report
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Financial review
Nature of the enterprise Future development Financial statements Financial risk Market risk Liquidity and credit risk Outlook statement
Financial statements
Statement of profit or loss Statement of financial position Statement of cash flows Notes to the financial statements Note 01 Summary of significant accounting policies Note 02 Intangible assets Note 03 Tangible assets Note 04 Capitalised lease-agreements Note 05 Earnings per share Note 06 Equity
Company contact information
Q2 Report for the
Anker 1
Anker 2
second quarter and first half 2025
Letter from the CEO
Highlights and key figures
Financial review
Nature of the enterprise Future development Financial statements Financial risk Market risk Liquidity and credit risk Outlook statement
Financial statements
Statement of profit or loss Statement of financial position Statement of cash flows Notes to the financial statements Note 01 Summary of significant accounting policies Note 02 Intangible assets Note 03 Tangible assets Note 04 Capitalised lease-agreements Note 05 Earnings per share Note 06 Equity
Company contact information
Anker 2
Letter from the CEO
Letter from the CEO STAYING FOCUSED AND MOVING FORWARD
The second quarter of 2025 has been another quarter of steady work and continued learning for Bergen Carbon Solutions. We are moving forward with enthusiasm, focus and discipline. Our goal is still the same: to develop high quality sustainable carbon material through a novel process consuming CO₂.
The technology barrier is high as we need to remind ourselves that we are actually doing something that has not been done before at this scale. However, we are gaining know-how and building experience every day and in particular building an in-depth understanding of the fundamentals in order to fully control the product quality.
Through the summer, we have maintained a record high testing pace. Our equipment is running reliably with a high uptime, and we are producing more test results than ever. This helps us move faster in understanding how to make a consistent and welldefined carbon powder.
Our battery lab continues to play a key role. We are now testing our material in both Lithium Iron Phosphate (LFP) and Lithium-Sulfur (Li-S) battery cells. Results so far are good, in particularly for Li-S chemistry. Our material is also being tested together with leading battery manufacturers. This confirms our position by key players in the industry.
Following our continuous novel technology development work, we have identified several new potential IP opportunities which we now are pursuing.
As previously communicated, our technology is particularly interesting for large scale CO2 emitters with a clear demand, -and in-house competence, for advanced carbons. Hence, we continue actively searching for partners with lifting capabilities within technology development and applicational use. We have already secured partnerships with local Norwegian battery companies to develop our powders towards their applications.
In addition, we have recently received letter of support from an undisclosed leading European chemical company as a basis for our ongoing dialog with some of the largest chemical companies in the world.
It's worth mentioning we have just signed a commercial
development agreement with an undisclosed global marketer and distributor of advanced materials for sustainable industries.
From a global perspective, we see that the geopolitical situation is becoming more uncertain. Trade barriers and protectionism are growing. This makes local and sustainable production for critical raw material even more important. Our technology fits well into this new reality as we enable local production of carbon materials with a negative CO₂ footprint.
The recent news that Lyten is acquiring Northvolt's assets in Europe is also a positive signal. It shows continued interest in building a strong battery value chain in Europe, and especially for Lithium-Sulphur battery technology. This is fully aligned with our own ambitions.
We maintain a strong focus on cost control. Our cash burn remains low and is in the first half year reduced with around 50 per cent compared to last year. We have a lean team, with the right competence to deliver on our plans.
In summary, we are still in a development phase targeting to conclude on the full potential of our technology. And we are indeed moving in the right direction. Our testing capacity is high, our understanding is improving, and our technology is becoming more relevant in a changing world.
Thank you to our team, partners, and shareholders for your continued support. We look forward to sharing more in the next quarter.
Odd Strømsnes,
CEO of Bergen Carbon Solutions
About Bergen Carbon Solutions
Financial review
Nature of the enterprise Future development Financial statements Financial risk Market risk Liquidity and credit risk Outlook statement
Financial statements
Statement of profit or loss Statement of financial position Statement of cash flows Notes to the financial statements Note 01 Summary of significant accounting policies Note 02 Intangible assets Note 03 Tangible assets Note 04 Capitalised lease-agreements Note 05 Earnings per share Note 06 Equity
Company contact information
About Bergen Carbon Solutions
Anker 2
This is Bergen Carbon Solutions
Headquartered in Bergen, Norway, Bergen Carbon Solutions (BCS) is a technology company in the field of carbon utilisation. Since our establishment in 2016 and subsequent IPO in 2021, we have been dedicated to pioneering sustainable solutions that make a real-world impact.
Our core technology aims to leverage the power of electrolysis to transform CO2 into valuable carbon products, including graphite and carbon nanotubes (CNTs) for the battery industry. By harnessing the potential of this process, our goal is to contribute to addressing environmental challenges while creating useful materials.
At BCS, we prioritise innovation that's rooted in practicality. Our team of experts collaborates to drive advancements in carbon utilisation. Our approach focuses on turning innovative ideas into tangible solutions.
While our operations are based in Bergen, our vision extends globally. Through partnerships and collaborations, we aim to amplify the impact of our solutions on a larger scale and contributing to a more sustainable future.
Sustainability isn't just a tagline for us; it's the essence of our work. Our processes can produce products with a significantly reduced CO₂ footprint. By utilising advanced technology, we're making steps toward a greener tomorrow. Through practical innovation and a commitment to sustainability, we're actively shaping industries and pioneering change.
For more information and updates, visit our website: bergencarbonsolutions.com
Highlights and key figures
Financial review
Nature of the enterprise Future development Financial statements Financial risk Market risk Liquidity and credit risk Outlook statement
Financial statements
Statement of profit or loss Statement of financial position Statement of cash flows Notes to the financial statements Note 01 Summary of significant accounting policies Note 02 Intangible assets Note 03 Tangible assets Note 04 Capitalised lease-agreements Note 05 Earnings per share Note 06 Equity
Company contact information
Anker 2
Highlights and key figures
HIGHLIGHTS AND KEY FIGURES
HIGHLIGHTS FOR THE SECOND QUARTER
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Technology development progressing well, with faster test cycles, stable operations, and improved process understanding.
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BCS has strengthened its internal capabilities, now performing full in-house testing for both raw materials and batteries, reducing dependence on external laboratories.
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Progress in battery applications, in both current LFP chemistries and future Li-S battery technologies, with BCS materials now under testing together with leading global battery manufacturer.
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Financial discipline remained strong, with the company maintaining a low and controlled burn rate.
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Strategic direction focused on process optimisation, product customisation, and further work on securing technology agreements with industrial players.
KEY FIGURES
| Amounts in NOK thousand | Q2 2025 | Q2 2024 | H1 2025 | H1 2024 |
|---|---|---|---|---|
| Total revenue and other income | - | 34 | - | 44 |
| Total operating expenses | 14 250 | 19 927 | 29 448 | 42 694 |
| Operating profit (loss) | (14 250) | (19 893) | (29 448) | (42 650) |
| Net profit (loss) for the period | (12 748) | (17 807) | (26 014) | (37 844) |
| Net change in cash and cash equivalents | (12 146) | (21 038) | (21 819) | (41 575) |
| Cash and cash equivalents, end of period | 147 889 | 191 469 | 147 889 | 191 469 |
| Outstanding shares, end of period | 41 970 140 | 41 970 140 | 41 970 140 | 41 970 140 |
| Cash and cash equivalents/total asset | 82% | 81% | 82% | 81% |
| Equity ratio | 88% | 89% | 88% | 89% |
| Equity | 159 593 | 211 315 | 159 593 | 211 315 |
| Total assets | 180 653 | 237 511 | 180 653 | 237 511 |
Highlights and key figures
Financial review
Nature of the enterprise Future development Financial statements Financial risk Market risk Liquidity and credit risk Outlook statement
Financial statements
Statement of profit or loss Statement of financial position Statement of cash flows Notes to the financial statements Note 01 Summary of significant accounting policies Note 02 Intangible assets Note 03 Tangible assets Note 04 Capitalised lease-agreements Note 05 Earnings per share Note 06 Equity
Company contact information
Anker 2
Financial review
BOARD OF DIRECTORS' REPORT
NATURE OF THE ENTERPRISE
Bergen Carbon Solutions AS (BCS), located in Bergen, Norway, is developing a cutting edge CCU (Carbon Capture and Utilisation) technology that enables converting CO₂ into nano and macro carbon products such as Multi Walled Carbon Nano Tubes (MWCNT), and graphite. The company has the ambition to pioneer a new material-technology industry, creating local sustainable carbon products for the battery industry,
that is both ground-breaking and environmentally friendly. The geopolitical context of replacing fossil-based carbon imported from China with locally produced sustainable battery carbon components within Europe, will have an increasingly importance going forward. The BCS value proposition is meeting all these requirements.
FUTURE DEVELOPMENT
The first half of 2025 brought the company closer to obtaining consistent and well-defined carbon powder for the global battery industry. With the new electrolysis scale cell that was operational during first quarter, second quarter has provided an increased sequence of test results. The in-house powder characterisation was strengthened with the new investment of x-ray diffraction (XRD) instrumentation last quarter. These two investments have given the company further in-depth process understanding as well as the ability to produce more rapid test results.
The ongoing tests in the battery lab with BCS's CNT, of both Lithium Iron Phosphate (LFP) and Lithium-Sulfur (LiS) chemistries, continue to give promising results.
BCS' powders produced from CO2 are in some areas fundamentally different from other conductive materials currently available in the market. It is therefore essential to demonstrate proven performance inside the batteries, not just copying the specification from the established fossil industry.
Not only do BCS' powders eliminate the need for fossil-based conductive additives, but also represent a new and unique blend of nanostructured carbon materials. Initial tests show that coin cells incorporating BCS powder maintain performance where most similar materials would degrade or fail in half cell evaluations.
BCS technology development is progressing well, at the same time, acknowledging that this is complex and time consuming. The technology entry barrier is high, and as a consequence, one could argue so is the reward when BCS succeeds. The company is presently doing experimental work and sees continuous improvement and increased learning from this work.
BCS completely reorganised the company last year with new competences that better reflect the needs of the company, when further developing its core activities. During the last twelve months, BCS has had a planned turnover of 60 per cent, driven by the need for reorganisation, at the same time reducing the staff by 34 per cent.
The company continues to attract attention in the market from industrial players, The attraction is primarily driven by the CO2 consuming capabilities, as well as companies within the battery space that are more focused on the sustainable aspect of the product and its specifications and performance.
The membership of ECGA, European Advanced Carbon and Graphite Materials Association, and FME Battery helps open doors to both potential customers and industrial partners.
BCS won the Special Award in the "Norges Smarteste Industribedrift" 2025 competition, hosted by Norsk Industri and Siemens.
EU's Competitiveness Compass includes the Clean Industrial Deal approaching decarbonisation and the Raw Material Act to secure supply of carbon material within EU.
The Norwegian government's white paper on industry presented in March this year and Norway's Draghi' report presented in August substantiates the requirements from EU.
The geopolitical turmoil and increased local focus, strengthens BCS' position as a green provider of carbon material in Europe.
The Board emphasises that the forward-looking statements in this report are based on various assumptions and forecasts that, by their nature, involve risk and uncertainty.
Letter from the CEO
About Bergen Carbon Solutions
Highlights and key figures
Financial review
Nature of the enterprise Future development Financial statements Financial risk Market risk Liquidity and credit risk Outlook statement
Financial statements
Statement of profit or loss Statement of financial position Statement of cash flows Notes to the financial statements Note 01 Summary of significant accounting policies Note 02 Intangible assets Note 03 Tangible assets Note 04 Capitalised lease-agreements Note 05 Earnings per share Note 06 Equity
Company contact information
Anker 1
Anker 2
EU's implementation timeline of the battery passport:
FINANCIAL STATEMENTS
First half of 2025 has a net loss of NOK 26 million compared to NOK 37.8 million in first half of 2024.
The financial statements for the second quarter 2025 show a net loss of NOK 12.7 million, compared to NOK 17.8 million in the second quarter 2024.
Adjusted net loss for the quarter is NOK 12.1 million due to NOK 0.6 million in one-offs, all non-cash cost. Adjusted net loss for first half of 2025 is NOK 24.7 million.
Cash burn of NOK 12.1 million in the second quarter 2025 was a reduction of 42 per cent compared to the second quarter 2024.
First half of 2025 had a cash burn of NOK 21.8 million, a reduction of 48 per cent compared to first half of 2024.
The financial result is better than forecasted and is a direct result of strict cost-control along with a sole focus on the company's core activities. The headcount is reduced by 34 per cent compared to June 2024 and is a result of the efforts taken during second half of
2024 to focus the personnel and work solely on the core business.
Cash and cash equivalents at the end of the period were NOK 147.9 million, compared to NOK 191.5 million in the second quarter 2024.
The company received NOK 3 million in grants from Innovation Norway in the first quarter 2025, this grant was allocated in the 2024 results related to the joint research project with Horizontal Na Energy Technology.
Interest income of NOK 1.7 million is accrued, non-disposable for second quarter, NOK 3.7 million for first half.
No new investments in the second quarter 2025, NOK 0.9 million for first half of 2025; mainly x-ray diffraction (XRD).
Per end of the second quarter 2025, total assets amounted to NOK 180.7 million, compared to NOK 237.5 million at the same time last year. Total equity was NOK 159.6 million vs. NOK 211.3 million in the second quarter 2024.
FINANCIAL RISK
BCS is now well equipped to continue the technology development. Minor investments are expected to increase capacity in the battery lab.
The company will maintain its focus relative to a strict cost control going forward.
With the ongoing projects with support from Innovation Norway and SkatteFunn, BCS expect to receive NOK 4.75 million in grants in the fourth quarter 2025.
MARKET RISK
In December 2024 BCS received approval from The Research Council of Norway (SkatteFunn) for grants totaling NOK 14.3 million for the period 2024–2026. This grant will support the company's technological development.
Project funded by Innovation Norway of total NOK 6 million started in 2023. Of this, NOK 3 million were received in February 2025 related to work done in 2024. The project is a joint research project with a Chinese partner on Sodium Ion Batteries.
The company is continuously focused on relevant funding opportunities.
Highlights and key figures
Financial review
Nature of the enterprise Future development Financial statements Financial risk Market risk Liquidity and credit risk Outlook statement
Financial statements
Statement of profit or loss Statement of financial position Statement of cash flows Notes to the financial statements Note 01 Summary of significant accounting policies Note 02 Intangible assets Note 03 Tangible assets Note 04 Capitalised lease-agreements Note 05 Earnings per share Note 06 Equity
Company contact information
Anker 1
Anker 2
LIQUIDITY AND CREDIT RISK
BCS anticipates minimal revenue in 2025, as the company will continue its focus on technology development to be able to deliver a well-defined and consistent carbon powder relevant for the global battery industry.
The company will require additional capital to finance potential future expansions and growth in the long term. The company's ability to finance working capital and capital expenditure will
depend on future operating profit, as well as the ability to generate sufficient cash and achieve new market funding. This depends to some extent on general economics such as; financial position, competition, market, legislative and regulatory factors, many of which are beyond the company's control. BCS has sufficient capital and liquidity to deliver on current strategy. BCS will consider all financing options for future plans, including revenues, loans, government grants and equity.
OUTLOOK STATEMENT
Recent market development shows that there could be a growing interest in Europe for lithium-sulfur (LiS) technology. In January 2025, BCS published an article stating that initial tests of BCS' powder in LiS batteries indicate higher capacity retention than batteries with conventional fossil based CNTs.
This summer BCS published results from initial testing of LFP batteries containing BCS powder as conductive additive in the LFP cathode. The tests show promising electrochemical behavior.
The market for both LFP and LiS is expected to see extensive growth, with main growth in the LFP sector, and gradual introduction of other cell chemistries included LiS.
The estimated market value in Europe is NOK 20 billion in 2033.
The battery market is fast-moving and dominated by China, but BCS is aiming to take a role in the emerging European battery market.
In 2025, the company is focusing on strengthening the collaborations with earlier announced strategic partnerships as well as engaging with new potential customers.
The company continues to have a highly skilled team of employees, mentored by deep technical expertise and extensive industrial experience. BCS has recently strengthened the team with a senior engineer with extensive experience from battery industry.
The board has confidence in the company's ability to unlock the further potential of its technology and continue its strategic vision.
BCS has increased focus on patenting and is working with several potential applications within the CCU space.
The company is well financed to continue the technology development, in the short to medium term, and preparing the company for future markets. The company is also increasing the focus towards relevant funding opportunities. With the reduced cash burn, compared to 2024, together with existing and potential new fundings, BCS has a prolonged runway to achieve its goals.
Bergen, 19 August 2025
The board of directors and CEO, Bergen Carbon Solutions AS
Jon André Løkke Gunnvor Dyrdi Remøy Rita Glenne
Chair Director Director
Terje Christian Fatnes Finn Blydt-Svendsen Odd Strømnes
Director Director CEO
Highlights and key figures
Financial review
Nature of the enterprise Future development Financial statements Financial risk Market risk Liquidity and credit risk Outlook statement
Financial statements
Statement of profit or loss Statement of financial position Statement of cash flows Notes to the financial statements Note 01 Summary of significant accounting policies Note 02 Intangible assets Note 03 Tangible assets Note 04 Capitalised lease-agreements Note 05 Earnings per share Note 06 Equity
Company contact information
Anker 2
Financial statements
FINANCIAL STATEMENTS
STATEMENT OF PROFIT OR LOSS
| Amounts in NOK thousand | Note | Q2 2025 | Q2 2024 | H1 2025 | H1 2024 | 2024 |
|---|---|---|---|---|---|---|
| Other operating income | 1 | - | 34 | - | 44 | 116 |
| Total operating income | - | 34 | - | 44 | 116 | |
| Raw materials and consumables used Personnel expenses Depreciation tangible and intangible assets |
2,3,4 | 18 6 929 2 546 |
77 9 049 2 156 |
110 14 974 4 897 |
1 530 20 160 3 859 |
1 917 28 945 8 147 |
| Impairment loss | 2,3 | - | 2 082 | - | 2 082 | 9 270 |
| Other operating expenses Operating profit/(loss) |
4 757 (14 250) |
6 563 (19 893) |
9 467 (29 448) |
15 063 (42 650) |
24 447 (72 610) |
|
| Other financial income Other financial expenses |
1 672 170 |
2 325 239 |
3 757 323 |
5 254 448 |
9 342 881 |
|
| Profit/(loss) before tax | (12 748) | (17 807) | (26 014) | (37 844) | (64 149) | |
| Income tax expense | - | - | - | - | - | |
| Net Profit/(loss) for the period | 6 | (12 748) | (17 807) | (26 014) | (37 844) | (64 149) |
| Attributable to: Shareholders of the parent company Non-controlling interests |
(12 748) - |
(17 805) (2) |
(26 014) - |
(37 793) (51) |
(64 149) - |
|
| Basic earnings per share (NOK) Diluted earnings per share (NOK) |
5 5 |
(0,30) (0,30) |
(0,42) (0,42) |
(0,62) (0,62) |
(0,90) (0,90) |
(1,53) (1,53) |
About Bergen Carbon Solutions
Highlights and key figures
Financial review
Nature of the enterprise Future development Financial statements Financial risk Market risk Liquidity and credit risk Outlook statement
Financial statements
Statement of profit or loss Statement of financial position Statement of cash flows Notes to the financial statements Note 01 Summary of significant accounting policies Note 02 Intangible assets Note 03 Tangible assets Note 04 Capitalised lease-agreements Note 05 Earnings per share Note 06 Equity
Company contact information
Anker 1
Anker 2
STATEMENT OF FINANCIAL POSITION
| Amounts in NOK thousand | Note | 30.06.2025 | 30.06.2024 | 31.12.2024 |
|---|---|---|---|---|
| ASSETS | ||||
| Licenses and patents | 2 | 955 | 1 260 | 1 108 |
| Total intangible assets | 955 | 1 260 | 1 108 | |
| Non-current assets | ||||
| Right of use asset Plant and machinery |
3, 4 3 |
11 990 8 929 |
14 627 20 053 |
13 140 11 166 |
| Equipment and other movables | 3 | 498 | 678 | 588 |
| Total tangible assets Total non-current assets |
21 417 22 372 |
35 358 36 618 |
24 894 26 002 |
|
| Current assets | ||||
| Inventory | 536 | 991 | 636 | |
| Other current receivables | 9 856 | 8 433 | 9 520 | |
| Cash and cash equivalents | 147 889 | 191 469 | 169 708 | |
| Total current assets | 158 281 | 200 893 | 179 864 | |
| Total assets | 180 653 | 237 511 | 205 866 | |
| EQUITY AND LIABILITIES | ||||
| Share capital | 6 | 126 | 126 | 126 |
| Share premium | 5, 6 | 159 565 | 211 056 | 184 259 |
| Other equity | 6 | (98) | 308 | (58) |
| Non-controlling interests | 6 | - | (175) | - |
| Total equity | 159 593 | 211 315 | 184 327 | |
| Non-current liabilities | ||||
| Lease liability | 4 | 10 013 | 12 788 | 11 292 |
| Total non-current liabilities | 10 013 | 12 788 | 11 292 | |
| Current liabilities | ||||
| Accounts payable | 1 537 | 3 233 | 1 458 | |
| Tax payables | - | - | - | |
| Public duties payable | 1 347 | 1 715 | 2 012 | |
| Other current liabilities | 4 986 | 5 486 | 3 743 | |
| Lease liability short term | 4 | 3 177 | 2 974 | 3 034 |
| Total current liabilities | 11 047 | 13 408 | 10 247 | |
| Total liabilities | 21 060 | 26 196 | 21 539 | |
| Total equity and liabilities | 180 653 | 237 511 | 205 866 |
Bergen, 19 August 2025
The board of directors and CEO, Bergen Carbon Solutions AS
| Jon André Løkke | Gunnvor Dyrdi Remøy | Rita Glenne |
|---|---|---|
| Chair | Director | Director |
Chair Director Director
Terje Christian Fatnes Finn Blydt-Svendsen Odd Strømnes
Director Director CEO
About Bergen Carbon Solutions
Highlights and key figures
Financial review
Nature of the enterprise Future development Financial statements Financial risk Market risk Liquidity and credit risk Outlook statement
Financial statements
Statement of profit or loss Statement of financial position Statement of cash flows Notes to the financial statements Note 01 Summary of significant accounting policies Note 02 Intangible assets Note 03 Tangible assets Note 04 Capitalised lease-agreements Note 05 Earnings per share Note 06 Equity
Company contact information
Anker 1
Anker 2
STATEMENT OF CASH FLOWS
| Amounts in NOK thousand | Note | H1 2025 | H1 2024 |
|---|---|---|---|
| Cash flow from operating activities | |||
| Profit (loss) for the period | (26 014) | (37 844) | |
| Adjustments for: | |||
| Depreciation, amortisation and impairment | 2, 3, 4 | 4 897 | 5 941 |
| Loss/gain on the sale of fixed asets | - | - | |
| Net interest income and interest expenses | (3 736) | (4 805) | |
| Share based payment expenses | 1 279 | 1 896 | |
| Changes in working capital | |||
| Change in inventory | 100 | 1 294 | |
| Change in trade receivables | - | - | |
| Change in trade payable | 79 | 94 | |
| Change in other accrual items | 3 935 | (573) | |
| Cash generated from operating activities | (19 460) | (33 996) | |
| Interest recieved | - | - | |
| Income taxes paid | - | - | |
| Net cash flow from operating activities | (19 460) | (33 996) | |
| Cash flow from investing activities | |||
| Sale of fixed assets | - | - | |
| Capital expenditures tangible assets | 3 | (895) | (5 786) |
| Capital expenditures manufactured intangible assets | - | - | |
| Proceeds from investment grants | - | - | |
| Capital contribution and/or incorporation of subsidiaries | - | - | |
| Net cash used in investing activities | (895) | (5 786) | |
| Cash flow from financing activities | |||
| Capital increase | - | - | |
| Repayment of lease liabillities | (1 137) | (1 404) | |
| Payment of lease interest | (327) | (388) | |
| Net cash flow from financing activitites | (1 465) | (1 792) | |
| Net change in cash and cash equivalents | (21 819) | (41 574) | |
| Cash and cash equivalents at the beginning of the period | 169 708 | 233 044 | |
| Cash and cash equivalents at the end of the period | 147 889 | 191 469 | |
About Bergen Carbon Solutions
Highlights and key figures
Financial review
Nature of the enterprise Future development Financial statements Financial risk Market risk Liquidity and credit risk Outlook statement
Financial statements
Statement of profit or loss Statement of financial position Statement of cash flows Notes to the financial statements Note 01 Summary of significant accounting policies Note 02 Intangible assets Note 03 Tangible assets Note 04 Capitalised lease-agreements Note 05 Earnings per share Note 06 Equity
Company contact information
NOTES TO THE FINANCIAL STATEMENTS
Note 01 Summary of significant accounting policies
General information
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Headquartered in Bergen, Norway, Bergen Carbon Solutions (BCS) is developing a cutting edge CCU (Carbon Capture and Utilisation) technology by converting CO₂ into nano and macro carbon products. Since our establishment in 2016 and subsequent IPO in 2021, we have had the ambition to pioneer
a new material-technology industry that is both ground-breaking
and environmentally friendly.
Basis of preparation and accounting principles
The financial statements is prepared in accordance with the rules in the Norwegian Accounting Act § 3-9 and Simplified IFRS adopted by the Norwegian Ministry of Finance on 7 February 2022. This mainly means that measurement and recognition follow international accounting standards as adobted by the EU (IFRS) and presentation and note information are in accordance with the Norwegian Accounting Act and generally accepted accounting practices principles in Norway.
Consolidation principles
The consolidated financial statements include Bergen Carbon Solutions AS (BCS) and its subsidiaries, which are entities in which BCS has control. Control is normally achieved through ownership, directly or indirectly, of more than 50 per cent of the voting power. Subsidiaries are included in the consolidated financial statements from the date control commences until the date control ceases.
Investments in subsidiaries
Investments in subsidiaries is accounted for using the cost method in the separate financial statement for the parent company (company accounts).
Operating revenues
Revenue from the sale of products is recognised on the date of delivery. Rendering of services related to development and testing of products are recognised as revenue as they are delivered.
Classification and assessment of current and non-current items
Assets are classified as current when it is expected to be realised or sold, or to be used in the group's normal operating cycle or falls due or is expected to be realised within 12 months after the end of the reporting date. Assets that do not fall under this definition is classified as noncurrent. Liabilities are classified as current when they are expected to be settled in the normal operating cycle of the group or are expected to be settled within 12 months after the reporting date, or if the group does not have an unconditional right to postpone settlement for at least 12 months after the reporting date. Liabilities that do not fall under this definition are classified as non-current.
Fixed assets
Property, plant and equipment are capitalised and depreciated over the asset's expected economic life. Direct maintenance of fixed assets is expensed on an ongoing basis under operating costs, while costs or improvements are added to the fixed asset's cost price and depreciated in line with the fixed asset. If the recoverable amount of the fixed asset is lower than the book value, a write-down is made to the recoverable amount. Recoverable amount is the higher of net sales value and value in use. Value in use is the present value of the future cash flows that the asset will generate.
Inventory
Inventories are measured at the lowest of acquisition cost and net realisation value. Net realisation value is the estimated sales price on ordinary operation, less sales costs. Acquisition cost is allocated using the FIFO method and includes expenses incurred on the acquisition of the items and costs to bring the items to their current state and location.
Research and development (R&D)
Direct development costs are capitalised to the extent that a future economic benefit related to the development of an identifiable intangible asset can be identified and the cost can be measured reliably. Otherwise, such costs are expensed on an ongoing basis. Capitalised development is depreciated on a straight-line basis over its economic life. Own development of intangible assets is presented on a separate line in the income statement. Received grants associated with the project is booked as a reduction of costs that is capitalised.
Grants
Government grants are recognised when there is reasonable assurance that the grant will be received and when the company is compliant with all conditions attached. When the grant relates to an expense item, it is recognised as reduction of cost over the period that the costs it is intended to compensate are expensed. When the grant relates to an asset, it is deducted from the carrying amount of the asset - the grant is then recognised in profit or loss over the useful life of a depreciable asset by way of a reduced depreciation charge.
Grants that can not be identified to any related expense or investments is recognised as other operating income.
Income tax
Tax expense consists of tax payable and change in deferred tax. Deferred tax / tax benefit is calculated on all differences between the accounting and tax value of assets and liabilities. Deferred tax is calculated at 22 per cent on the basis of the temporary differences that exist between accounting and tax values, as well as tax losses carried forward at the end of the financial year. Deferred tax asset is recognised for all deductible temporary differences and tax losses carried forward to the extent that it is probable that taxable profit will be available against which the deductible temporary difference can be utilised.
Pensions
The company has a defined contribution plan and is a member of the AFP scheme. AFP is also treated as a defined contribution pension as a result of reliable measurement is not considered possible. The pension obligation is therefore not capitalised.
Currency
The company's functional currency is Norwegian kroner (NOK). Transactions in foreign currencies are recognised at the exchange rate at the time of the transaction. Monetary items in foreign cur-
Letter from the CEO
About Bergen Carbon Solutions
Highlights and key figures
Financial review
Nature of the enterprise Future development Financial statements Financial risk Market risk Liquidity and credit risk Outlook statement
Financial statements
Statement of profit or loss Statement of financial position Statement of cash flows Notes to the financial statements Note 01 Summary of significant accounting policies Note 02 Intangible assets Note 03 Tangible assets Note 04 Capitalised lease-agreements Note 05 Earnings per share Note 06 Equity
Company contact information
rency are measured again at the reporting date at the current exchange rate. Changes are recognised in the income statement as financial items.
Cash flow statement
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The company's cash flow statement is presented according to the indirect method. Cash and cash equivalents include bank deposits.
Use of estimates and judgements
In the preparation of the annual financial statements, the management has applied estimates and assumptions that have affected assets, liabilities, income and costs. Estimates and assumptions are based on historical experience and other factors that management considers reliable, but which by their very nature are associated with uncertainty and unpredictability. These assumptions may prove incomplete or incorrect, and unexpected events or circumstances may arise. The estimates and assumptions deemed most significant to the preparation of the consolidated financial statements are addressed below:
> Intangible and tangible assets, note 2 and 3 > IFRS 16 leases, note 4
Estimate may change as a consequence of future events. Changes in accounting estimates are recognised in the period in which the changes occur. If the changes also apply to future periods, the effect will be distributed on the current and future periods. Reference is made to the separate note for further details of estimates and assumptions included in this year's consolidated financial statements.
Impairment
Management reviews long-lived assets for impairment quarterly, or more frequently, whenever events or changes in circumstances indicate that the carrying value may not be recoverable. The recoverable amount is the higher of an asset's fair value less costs of disposal and value in use. If an impairment test is required, the estimated future discounted cash flows associated with the assets or cash generating units are compared to the asset's or cash generating units' carrying value to determine if an impairment is necessary. The effect of any impairment would be to expense the difference between the recoverable amount of such asset and it's carrying value. Non-financial assets that suffered an impairment are reviewed for possible reversal of the impairment at the end of each reporting period.
Going concern
The company has adopted the going concern basis in preparing its financial statements.
Leases
Leasing agreements with a duration exceeding 12 months are capitalised. The group assesses whether a legally enforceable contract is or contains a lease at the inception date of the contract.
The group recognises a right-of-use ("ROU") asset and a lease liability at the lease commencement date. The lease liability is calculated based on the present value of the contractual minimum lease payments using the implicit interest rate of the lease. The group uses the incremental borrowing rate in the case the implicit rate cannot be readily determined from the lease contract. The contractual minimum lease payments consist of fixed or variable payments, including those resulting from options in which management is reasonably certain it will exercise during the lease term. The lease liability is subsequently measured at amortised cost under the effective interest rate during the lease term and may also be adjusted to management's reassessment of future lease payments based on options exercised, renegotiations, or changes of an index rate.
The ROU asset is calculated based on the lease liability, plus initial direct costs towards the lease, and less any incentives granted by the lessor. The ROU asset is subsequently amortised under the straight-line method under the shorter of the lease term or the useful life of the underlying asset and is included as part of depreciation and amortisation in the accompanying statements of other comprehensive income.
Leases that fall under the IFRS 16 short-term and/or low value exception are recognised on a straight-line method over the lease term.
Share option based plan
Key employees receive share options as part of their compensation. The fair value at the grant date is recognised as equity-settled share-based payment (IFRS 2).
Note 02 Intangible assets
Straight-line depreciation is applied over the useful life of licenses and patents based on the asset's historical cost and estimated residual value at disposal. Depreciation is charged to expense when the licenses and patents is ready for use or placed in service.
| Amounts in NOK thousand | Licenses and patents | Total intangible assets | |
|---|---|---|---|
| Cost 1 January 2025 | 1 960 | 1 960 | |
| Additions external purchases | - | - | |
| Cost 30 June 2025 | 1 960 | 1 960 | |
| Accumulated depreciation 1 January 2025 | 783 | 783 | |
| Write-down 1 January 2025 | 69 | 69 | |
| Depreciation for the period | 153 | 153 | |
| Net book value 30 June 2025 | 955 | 955 |
Expected useful life 5 years
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About Bergen Carbon Solutions
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Financial review
Nature of the enterprise Future development Financial statements Financial risk Market risk Liquidity and credit risk Outlook statement
Financial statements
Statement of profit or loss Statement of financial position Statement of cash flows Notes to the financial statements Note 01 Summary of significant accounting policies Note 02 Intangible assets Note 03 Tangible assets Note 04 Capitalised lease-agreements Note 05 Earnings per share Note 06 Equity
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Note 03 Tangible assets
Straight-line depreciation is applied over the useful life of property, plant, and equipment based on the asset's historical cost and estimated residual value at disposal. Depreciation is charged to expense when the property, plant or equipment is ready for use or placed in service. As such, assets under construction are not depreciated.
Assets under construction as of 30 June 2025 relates to the Høyanger facility. Most of this asset was written down during 2024. Remaining assets are equipment independently of location of facility.
Right of use asset is described in further details in note 4.
| Amounts in NOK thousand | Right of use Asset |
Under construction1) |
Plant and machinery1) |
Equipment and other movables |
Total |
|---|---|---|---|---|---|
| Cost 1 January 2025 | 22 056 | 3 881 | 26 696 | 1 877 | 54 510 |
| Additions external purchases | - | - | 895 | - | 895 |
| Departure | - | - | - | - | - |
| Cost 30 June 2025 | 22 056 | 3 881 | 27 591 | 1 877 | 55 405 |
| Accumulated depreciation 1 January 2025 | 8 916 | - | 9 754 | 1 220 | 19 890 |
| Write-down 1 January 2025 | - | 3 506 | 6 152 | 69 | 9 727 |
| Write-down for the period | - | - | - | - | - |
| Adjustments | (373) | - | - | - | (373) |
| Depreciation for the period | 1 523 | 62 | 3 069 | 90 | 4 744 |
| Net book value 30 June 2025 | 11 990 | 313 | 8 616 | 498 | 21 417 |
| Expected useful life | 8 years | 5-10 years | 3-10 years |
1) "Under construction" and "Plant and machinery" is classified as "Plant and machinery" in the statement of financial position, total NOK 8.929 million.
Note 04 Capitalised lease-agreements
The company's assets under capitalised leases include buildings and other real estate. For the Parent entity and the group this consist of the lease at Fleslandsveien 70.
Fleslandsveien 70 (Bergen Carbon Solutions AS): The rental period is ending in 2029 + option for 5 years.
If the lease agreements have an option for extension, it is taken into account when determining the lease period if it is assumed reasonably certain that this will be used. The option for extension is not recognised in the table below.
Assets and liabilities arising from a lease are initially measured on a present value basis. The lease payments are discounted using the lessee's incremental borrowing rate, being the rate that the individual lessee would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms, security, and conditions.
To determine the incremental borrowing rate, the group uses a build-up approach that starts with a risk-free interest rate adjusted for estimated credit risk.
The group is exposed to potential future increases in variable lease payments based on an indexregulation, which are not included in the lease liability until they take effect. When adjustments to lease payments based on an index take effect, the lease liability is reassessed and adjusted against the right-of-use asset. Lease payments are allocated between principal and finance cost. The finance cost is charged to profit or loss over the lease period in order to produce a constant periodic rate of interest on the remaining balance of the liability for each period.
Assets – capitalised lease-agreements (group)
| Amounts in NOK thousand | Property - lease |
|---|---|
| Acqusition cost 1 January 2025 | 22 751 |
| Additions capitalised lease-agreements | - |
| Adjustment | 373 |
| Acquisition cost 30 June 2025 | 23 124 |
| Accumulated depreciations 1 January 2025 | 9 611 |
| Depreciations | 1 523 |
| Accumulated depreciations 30 June 2025 | 11 134 |
| Booked value 30 June 2025 | 11 990 |
| Duration of the lease | 8 years |
Interest used 5.0%
Letter from the CEO
About Bergen Carbon Solutions
Highlights and key figures
Financial review
Nature of the enterprise Future development Financial statements Financial risk Market risk Liquidity and credit risk Outlook statement
Financial statements
Statement of profit or loss Statement of financial position Statement of cash flows Notes to the financial statements Note 01 Summary of significant accounting policies Note 02 Intangible assets Note 03 Tangible assets Note 04 Capitalised lease-agreements Note 05 Earnings per share Note 06 Equity
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Lease obligations under capitalised leases (group)
Overview of remaining estimated lease payments for capitalised leases:
| Amounts in NOK thousand | Property - lease |
|---|---|
| Within 1 year | 3 677 |
| 1 to 5 years | 10 725 |
| After 5 years | - |
| Remaining estimated rent payments | 14 402 |
Lease obligation in the statement of financial position (group)
| Amounts in NOK thousand | Property - lease |
|---|---|
| Whereas: | |
| - Short term debt | 3 177 |
| - Long term debt | 10 013 |
| Total lease obligation | 13 190 |
Note 05 Earnings per share
| Amounts in NOK thousand | Q2 2025 | Q2 2024 | H1 2025 | H1 2024 |
|---|---|---|---|---|
| Loss attributable to the shareholders of the parent | (12 748) | (17 807) | (26 014) | (37 793) |
| Loss for calculation of diluted earnings per share | (12 748) | (17 807) | (26 014) | (37 793) |
| Weighted average number of shares outstanding | 41 970 140 41 970 140 41 970 140 41 970 140 | |||
| Average number of shares and options used in calculation for diluted EPS 41 970 140 41 970 140 41 970 140 41 970 140 | ||||
| Basic earnings per share (NOK) Diluted earnings per share (NOK) |
(0.30) (0.30) |
(0.42) (0.42) |
(0.62) (0.62) |
(0.90) (0.90) |
Basic earnings per share calculations are based on the weighted average number of common shares outstanding during the period.
Diluted earnings per share calculations are performed using the weighted average number of common shares and dilutive ommon shares equivalents outstanding during each period. Options are dilutive when they result in the issue of ordinary shares for less than the average market price of ordinary shares during the period. The difference between the number of ordinary shares issued and the number of ordinary shares that would have been issued at the average market price in the period is treated as an issue of ordinary shares for no consideration.
Letter from the CEO
About Bergen Carbon Solutions
Highlights and key figures
Financial review
Nature of the enterprise Future development Financial statements Financial risk Market risk Liquidity and credit risk Outlook statement
Financial statements
Statement of profit or loss Statement of financial position Statement of cash flows Notes to the financial statements Note 01 Summary of significant accounting policies Note 02 Intangible assets Note 03 Tangible assets Note 04 Capitalised lease-agreements Note 05 Earnings per share Note 06 Equity
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Note 06 Equity
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| Amounts in NOK thousand | Share capital |
Share premium |
Other equity |
Non controlling |
Total equity |
|---|---|---|---|---|---|
| Balance at 1 January 2024 | 126 | 246 809 | 483 | (124) | 247 294 |
| Share based programme - options | - | 1 179 | - | - | 1 179 |
| Profit/loss for the period | - | (63 729) | (541) | 124 | (64 146) |
| Balance at 31 December 2024 | 126 | 184 259 | (58) | - | 184 327 |
| Balance at 1 January 2025 | 126 | 184 259 | (58) | - | 184 327 |
| Share based programme - options Profit/loss for the period |
- - |
1 279 (25 974) |
- (40) |
- - |
1 279 (26 014) |
| Balance at 30 June 2025 | 126 | 159 564 | (98) | - | 159 593 |
The general meeting has granted the board authority to increase the companys share capital by up to NOK 31 477.61. This is equivalent to 25 per cent of the company's share capital. The share capital increase may be effected through one or more directed share issues. The authorisation entails that the companys board of directors is granted authority to set the date, and to stipulate the subscription price for the new subscription. Up to NOK 8 813.73, being 7 per cent of the share capital, of this new authorisation may be used in connection with option agreements and other incentive programs. This authorisation also covers granted option agreements pursuant to former authorisation. On 24 April 2025, authorisation was granted for the acquisition of treasury shares with an aggregate nominal value not exceeding NOK 12 591.04.
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Company contact information
Highlights and key figures
Financial review
Nature of the enterprise Future development Financial statements Financial risk Market risk Liquidity and credit risk Outlook statement
Financial statements
Statement of profit or loss Statement of financial position Statement of cash flows Notes to the financial statements Note 01 Summary of significant accounting policies Note 02 Intangible assets Note 03 Tangible assets Note 04 Capitalised lease-agreements Note 05 Earnings per share Note 06 Equity
Company contact information
Fleslandvegen 70E NO-5258 Blomsterdalen Norway
bergencarbonsolutions.com