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AKVA Group Interim / Quarterly Report 2024

Feb 14, 2025

3532_rns_2025-02-14_d662f226-643f-41ee-84b2-4f896b498cd2.pdf

Interim / Quarterly Report

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1

About AKVA group 2
Higlights 3
Orderintake, revenues and profit for the group 5
Financial performance per segment 6
Revenue per segment 7
Revenue per region 8
Revenue per CAPEX / OPEX 9
Revenue per species 10
Balance sheet and cash flow 11
Statement from the Board and Chief Executive Officer 12
Notes 15
Our offices 20

AKVA group in brief

AKVA group is the leading technology and service partner to the aquaculture industry worldwide. The company has 1 409 employees and offices in 12 countries. The total turnover was NOK 3.6 billion in 2024.

We are a public listed company operating in one of the world's fastest growing industries and supply everything from single components to complete installations, both for sea based farming and land based aquaculture. AKVA group is recognized as a pioneer and technology leader through more than 40 years.

Record high sea based order intake

Fourth quarter 2024 - highligts

  • Quarterly revenue of MNOK 792, 1% decrease compared to Q4 2023
  • All-time high quarterly order intake for Sea Based with MNOK 946, driven by deep farming solutions
  • Total order intake was BNOK 1,1 and up from MNOK 718 in Q4 2023
  • Order backlog at the end of the quarter of MNOK 2,658
  • EBITDA of MNOK 76, increase from MNOK 41 in Q4 2023
  • EBIT of MNOK 23, up from MNOK -10 in Q4 2023
  • RAS contract from Cermaq Chile regarding smolt facility was signed in February 2025 with contract value of approx. MEUR 30
  • Award of contract with Laxey in January 2025 regarding re-use technology for grow-out facility. Estimated contract value of MEUR 20, subject to financing

Full year 2024 - highligts

■ Revenue of MNOK 3,602 in 2024. Adjusted for the gain of MNOK 76 related to the Observe transaction the revenue is MNOK 3,526 and up from MNOK 3,431 YTD 2023

■ EBIT in 2024 of MNOK 256. Adjusted for the net gain of MNOK 71 related to the Observe transaction the EBIT is MNOK 184, increase from MNOK 68 in 2023

■ Order intake of MNOK 3,689, decrease from MNOK 4,328 in 2023

■ Award of five barges for the Nordic market during 2024

■ Order backlog of MNOK 2,658, 10,9% increase compared to end of Q4 2023

■ Completion of the acquisition of Observe Technologies in Q3 2024, increasing our ownership from 33.7% to 100%.

■ RAS contract from Cermaq Chile regarding smolt facility was signed in February 2025 with contract value of approx. MEUR 30

■ Award of contract with Laxey in January 2025 regarding re-use technology for grow-out facility. Estimated contract value of MEUR 20, subject to financing

■ A dividend of NOK 1 per share to be paid in first half of 2025

Order intake, revenues, and profits for the Group

OPERATIONS AND PROFIT (Figures in brackets = 2023 unless other is specified)

The activity level in the fourth quarter was slightly below same quarter last year with quarterly revenue of MNOK 792. However, the order intake was solid of MNOK 1,081, which is MNOK 363 higher than same quarter last year. The Sea Based business generated a all-time high quarterly order intake of MNOK 946 driven by sale of deep farming solutions. After a somewhat slow start to 2024 the activity level has been sound and higher compared to last year. The market for Land Based is improving and the order intake and revenue level has gradually increased during 2024. The newly awarded contracts with Cermaq and Laxey will have a positive effect on the revenue level in 2025. The market for post smolt in Norway is still soft but is expected to improve gradually into 2025.

Profitability improved in the fourth quarter compared to last year, and the improvement is primarily related to the performance in the Land Based business. Increased revenue level and improved project margins resulted in an acceptable performance for Land Based in the fourt quarter. The profitability in Sea Based was acceptable on the basis of a lower revenue level. The financial performance in the Digital business segment is improving but the current cost base is still high compared to the activity level resulting in soft profit margins.

  • Order intake was MNOK 1,081 in Q4 2024 compared to MNOK 718 in Q4 2023.
  • Revenues in Q4 2024 ended at MNOK 792 compared to MNOK 800 in Q4 2023, a decrease of 1%.
  • EBITDA increased from MNOK 41 in Q4 2023 to MNOK 76 in Q4 2024.
  • Depreciation and amortization for the quarter were MNOK 54 compared to MNOK 51 in the same quarter last year.
  • EBIT was MNOK 23, up from MNOK -10 in Q4 2023.
  • Net financial items were MNOK -38, compared to MNOK -43 in Q4 last year.
  • Profit before tax ended at MNOK -15, up from MNOK -53 in Q4 2023.
  • Net Profit increased from MNOK -36 last year to MNOK -9 in Q4 2024.

Note that for the 2024 YTD figures the aqusition of 100% ownership in Observe which was completed during Q3 resulted in a gain of MNOK 75.5 reflected in the revenues for the Digital segment, with a net EBIT/EBITDA gain of MNOK 71.4 (including transaction related cost). The gain is a result of the step aquisition were AKVA remeasured previously held ownership of 33,7% at fair value in accordance with IFRS 3.

Financial key figures
(NOK 1 000 000)
2024
Q4
2023
Q4
2024
YTD
2023
YTD
Revenues 792 800 3 602 3 432
EBITDA 76 41 453 263
EBIT 23 -10 256 68
Net profit -9 -36 110 -19
Net interest-bearing debt 1 358 1 109 1 358 1 109
Cash flow from operations 2 91 180 258
ROACE 11,0% 3,5% 11,0% 3,5 %
Order backlog 2 658 2 396 2 658 2 396
Order intake 1 081 718 3 689 5
4 328

Financial performance per segment

SEA BASED TECHNOLOGY (SBT)

SBT revenue for Q4 2024 ended at MNOK 542 (618). EBITDA and EBIT for the segment in Q4 ended at MNOK 55 (55) and MNOK 15 (17), respectively. The related EBITDA and EBIT margins were 10.1% (8.8%) and 2.8% (2.8%), respectively.

Order intake in Q4 2024 was MNOK 946 compared to MNOK 679 in Q4 2023. Order backlog ended at MNOK 1,115 compared to MNOK 792 last year.

The revenue in the Nordic region ended at MNOK 344 (359). The order intake was MNOK 686 (438) in the fourth quarter.

In the Americas region, the revenue was MNOK 146, which is a decrease from MNOK 166 in the fourth quarter last year. The order intake was MNOK 181 (162) in the fourth quarter.

Europe and Middle East (EME) had a revenue of MNOK 52 in Q4 2024, compared to a revenue of MNOK 92 in the fourth quarter last year. The order intake was MNOK 79 (78) in the fourth quarter.

LAND BASED TECHNOLOGY (LBT)

Revenues for the fourth quarter were MNOK 217 (142). EBITDA and EBIT ended at MNOK 14 (-15) and MNOK 12 (-18), respectively. The related EBITDA and EBIT margins were 6.5% (-10.9%) and 5.5% (-12.6%).

Order intake in Q4 2024 of MNOK 114 compared to MNOK 0 in Q4 2023. Order backlog ended at MNOK 1,408, compared to MNOK 1,454 last year.

DIGITAL (DI)

The revenue in the segment was MNOK 33 (40) in Q4 2024. EBITDA and EBIT ended at MNOK 7 (2) and MNOK -4 (-9), respectively. The related EBITDA and EBIT margins were 22.9% (4.0%) and -12.3% (-22.5%).

Order intake in Q4 2024 of MNOK 22 compared to MNOK 40 in Q4 2023. Order backlog ended at MNOK 136, compared to MNOK 150 last year.

The information below shows AKVA group's three business segments, Sea Based Technology, Land Based Technology and Digital (ref. notes to the interim financial statements).

940

874

33 Q2 2023

ORDER INTAKE PER SEGMENT 833 738

907

840

779

849

ORDER BACKLOG PER SEGMENT 817 849 833

738

907

840

779

874

33

940

660

817

Revenue per segment

Land Based had an increase in activity level this quarter of 52.8% compared to the same quarter last year, respectively. Sea Based and Digital had a decrease revenue of 12.2% and 17.9% compared to the same quarter last year.

The revenue in AKVA group can be divided based on segments, and the above graphs show the last nine quarters development in revenue by segments

Revenue per region

Nordic had an increase in activity level this quarter of 8.0% compared to same quarter last year. Americas and Europe and Middle East (EME) had a decrease in revenues compared to the same quarter last year of 4.0% and 43.5%, respectively.

AKVA group has organized its business into three geographical regions:

  • Nordic: Includes the Nordic countries,
  • Americas: Includes the Americas and Oceania
  • Europe and Middle East: Includes the rest of the world

Revenue per CAPEX / OPEX

The CAPEX based revenues decreased with 2.8% in the fourth quarter compared to the same quarter in 2023, whilst the OPEX based revenues increased with 2.9% in the same period. Egersund Net's service stations contributed with MNOK 89 (82) in Q4 2024.

The revenue in AKVA group can be split between CAPEX based revenue and OPEX based revenue. The above graphs show the last nine quarters development in CAPEX and OPEX based revenues.

We use the following definition:

  • CAPEX based: Revenue classified as CAPEX in our customers' accounts
  • OPEX based: Revenue classified as OPEX in our customers' accounts

Note that the gain of MNOK 75.5 related to the Observe transaction is classified as OPEX based revenue in Q3.

Revenue per species

Most of the revenues are generated from the Salmon segment. The revenues from other species relate mainly to the Mediterranean area.

The revenue in AKVA group can be divided based on species, and the above graphs show the last nine quarters development in revenue by species.

The following species are used:

  • Salmon: Revenue from technology and services sold for production of salmon
  • Other species: Revenue from technology and services sold for production of other species than salmon
  • Non-Seafood: Revenue from technology and services sold to non-seafood customers

Note that the gain of MNOK 75.5 related to the Observe transaction is classified as revenue from Salmon in Q3.

Balance sheet and cash flow

The working capital was MNOK 365 on 31 December 2024, an increase from MNOK 212 on 31 December 2023. The working capital relative to last twelve months revenue was 10.1% at the end of December 2024, compared to 6.2% at the end of December 2023.

Total CAPEX in Q4 2024 was MNOK 58.8. MNOK 24 relates to capitalized R&D expenses, MNOK 8 is related to new ERP system and MNOK 26.7 was other CAPEX.

Cash and unused credit facilities amounted to MNOK 471 at the end of Q4 2024 versus MNOK 519 at the end of Q4 2023. The unused credit facility (at DNB) is MNOK 272.

Net interest-bearing debt was MNOK 1,358 at the end of December 2024, including lease liabilities of MNOK 452, compared to MNOK 1,109 and MNOK 496 at the end of Q4 2023.

Gross interest-bearing debt was MNOK 1,641 at the end of Q4 2024 versus MNOK 1,396 at the end of Q4 2023. The short-term interest-bearing debt in the balance sheet inclu des the next 12 months instalments of the long-term debt. The IFRS 16 lease liability of MNOK 452 (496) at the end of Q4 2024, is included in the interest-bearing debt.

The leverage ratio was 3.0 as at 31 December 2024 and AKVA group was in compliance with all bank covenants. The Group continues to closely monitor its financial performance to ensure complicance with financial covenants.

In the end of 2024, the company successfully refinanced its existing debt under similar terms and conditions with additi onal MNOK 150 in revolving facility.

Trailing 12 months average return on capital employed (ROACE) ended at 11.0 % (3.5%) for the quarter.

Total assets and total equity amounted to MNOK 4,116 and MNOK 1,305 respectively, resulting in an equity ratio of 31.7% (31.3%) at the end of Q4 2024. Adjusted for the effect of IFRS 16 assets, the equity ratio is 35.4% (35.9%).

OTHER SHAREHOLDER INFORMATION

Earnings per share in Q4 2024 were NOK -0.20 (-0.98). The calculations are based on 36,309,017 (36,437,070) shares on average.

The minority interests in Newfoundland Aqua Service and Submerged are reflected in the balance sheet with 1.5% and 49% ownership, respectively.

The 20 largest shareholders are presented in note 6 in this report.

MARKET AND FUTURE OUTLOOK

Salmon prices are expected to remain strong driven by reduced supply.

AKVA expects to see a normalization of the post smolt mar ket in Norway into 2025.

AKVA is aiming for revenue of minimum BNOK 4.0 and EBIT of 6% in 2025.

AKVA group will continue to invest and improve solutions, both within Sea Based, Digital and Land Based Technology.

Statement from the Board and Chief Executive Officer

We confirm that, to the best of our knowledge, the condensed set of financial statements for the period 1 January to 31 December 2024, which have been prepared in accordance with IAS 34 Interim Financial Statements, gives a true and fair view of the Company's consolidated assets, liabilities, financial position and results of operations, and that the interim management report includes a fair review of the information required under the Norwegian Securities Trading Act section 5-6 fourth paragraph.

KLEPP, 13 FEBRUARY 2025 BOARD OF DIRECTORS, AKVA GROUP ASA

Hans Kristian Mong Chairperson

Frode Teigen Board Member

Yoav Doppelt Board Member

Board Member

Irene Heng Lauvsnes Board Member

Knut Nesse CEO

Kristin Reitan Husebø Deputy Chairperson

Odd Jan Håland Employee's Representative

John Morten Kristiansen Board Member

Mona Skåtøy Skadberg Employee's Representative

CONDENSED CONSOLIDATED INTERIM STATEMENT OF INCOME Note 2024 2023 2024 2023
(NOK 1 000) Q4 Q4 YTD YTD
OPERATING REVENUES 5 791 947 799 526 3 601 783 3 432 262
Cost of materials 403 227 435 203 1 942 361 1 996 252
Payroll expenses 249 145 269 621 968 301 953 853
Other operating expenses 63 150 53 993 238 279 218 750
OPERATING PROFIT BEFORE DEPRECIATIONS (EBITDA) 5 76 425 40 708 452 841 263 407
Depreciation 13 665 13 502 50 427 48 653
IFRS 16 Depreciation 24 387 24 615 100 630 95 239
Amortization 15 524 12 419 45 898 51 913
Impairment - - - -
OPERATING PROFIT (EBIT) 5 22 849 -9 827 255 886 67 603
Net interest expense -20 866 -18 476 -74 266 -63 415
IFRS 16 Interest expenses -5 517 -5 902 -23 018 -22 481
Other financial items -11 878 -18 957 -32 539 -11 014
Net financial items -38 261 -43 335 -129 823 -96 910
PROFIT BEFORE TAX -15 412 -53 162 126 063 -29 306
Taxes1 -6 697 -16 919 16 535 -10 782
NET PROFIT -8 715 -36 242 109 528 -18 524
Net profit (loss) attributable to:
Non-controlling interests -1 382 -642 -2 977 -692
Equity holders of AKVA group ASA -7 334 -35 600 112 505 -17 833
Earnings per share equity holders of AKVA group ASA -0,20 -0,98 3,09 -0,49
Diluted earnings per share equity holders of AKVA group ASA -0,20 -0,98 3,09 -0,49
Average number of shares outstanding (in 1 000) 36 309 36 437 36 363 36 416
Diluted number of shares outstanding (in 1 000) 36 309 36 437 36 363 36 416

1 Income tax Q4 2023 and Q4 2024 based on best estimate

STATEMENT OF INCOME STATEMENT OF COMPREHENSIVE INCOME

CONDENSED CONSOLIDATED INTERIM STATEMENT OF COMPREHENSIVE INCOME Note 2024 2023 2024 2023
(NOK 1 000) Q4 Q4 YTD YTD
NET PROFIT -8 715 -36 242 109 528 -18 524
Other comprehensive income that may be reclassified subsequently to income statement:
Translation differences on foreign operations 2 755 -13 098 25 381 -4 726
Income tax effect - - - -
Total 2 755 -13 098 25 381 -4 726
Gains(+)/losses(-) on cash flow hedges 7 523 370 9 829 7 681
Income tax effect -1 655 -81 -2 162 -1 690
Total 5 868 288 7 667 5 991
Total other comprehensive income, net of tax 8 623 -12 810 33 048 1 265
TOTAL COMPREHENSIVE INCOME, NET OF TAX -93 -49 052 142 576 -17 259
Attributable to:
Non-controlling interests -1 382 -642 -2 977 -692
Equity holders of AKVA group ASA 1 289 -48 410 145 552 -16 568

STATEMENT OF CHANGES IN EQUITY

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Note
(NOK 1 000)
2024 2023 2024 2023
Balance at start of period before non-controlling interest Q4
1 292 053
Q4
1 176 160
YTD
1 142 451
YTD
1 144 000
The period's net profit -7 334 -35 600 112 505 -17 835
Buyback of own shares - - -13 241 -
Gains/(losses) on cash flow hedges (fair value) 5 868 288 7 667 5 991
Share-based payments 1 139 6 768 4 866 6 768
Adjustment related to prior periods 290 7 716 3 503 7 716
Translation differences 2 755 -13 098 25 381 -4 726
Other adjustments 2 844 219 14 481 538
Equity before non-controlling interests 1 297 615 1 142 451 1 297 615 1 142 451
Non-controlling interests 7 248 10 225 7 248 10 225
Book equity at the end of the period 1 304 863 1 152 676 1 304 863 1 152 676

STATEMENT OF FINANCIAL POSITION STATEMENT OF CASH FLOW

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
(NOK 1 000)
Note 2024
31.12.
2023
31.12.
Intangible fixed assets 1,3 1 599 332 1 157 266
Deferred tax assets 114 613 72 464
Tangible fixed assets 638 965 671 833
Long-term financial assets 2 276 176 312 778
FIXED ASSETS 2 629 086 2 214 341
Stock 675 979 628 614
Trade receivables 485 881 508 581
Other receivables 125 951 113 002
Cash and cash equivalents 198 681 219 394
CURRENT ASSETS 1 486 492 1 469 591
TOTAL ASSETS 4 115 578 3 683 933
Equity attributable to equity holders of AKVA group ASA 1 297 615 1 142 451
Non-controlling interests 1,3 7 248 10 225
TOTAL EQUITY 1 304 863 1 152 676
Deferred tax 74 739 30 995
Other long term debt 172 569 59 777
Lease Liability - Long-term 357 323 405 466
Long-term interest bearing debt 1 1 043 950 862 317
LONG-TERM DEBT 1 648 581 1 358 554
Short-term interest bearing debt 145 618 37 500
Lease Liability - Short-term 94 188 90 560
Trade payables 334 279 328 421
Public duties payable 98 754 133 467
Contract liabilities 205 492 330 087
Other current liabilities 283 804 252 666
SHORT-TERM DEBT 1 162 135 1 172 701
TOTAL EQUITY AND DEBT 4 115 578 3 683 933
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOW 2024 2023 2024 2023
(NOK 1 000) Q4 Q4 YTD YTD
Cash flow from operating activities
Profit before taxes -15 412 -53 166 126 063 -29 309
Taxes paid 4 854 -425 -4 895 -12 399
Share of profit(-)/loss(+) from associates -307 -2 106 -7 438 -10 256
Net interest cost 26 383 24 382 97 284 85 898
Gain from acquisition of subsidiary 0 0 -75 552 0
Gain(-)/loss(+) on disposal of fixed assets 0 -583 74 -1 339
Gain(-)/loss(+) on financial fixed assets 2 350 -5 641 9 496 -10 953
Depreciation, amortization and impairment 53 577 50 536 196 955 195 805
Changes in stock, accounts receivable and trade payables 35 983 202 948 -18 807 114 568
Changes in other receivables and payables -138 178 -122 107 -134 183 -97 747
Net foreign exchange difference 32 828 -2 667 -8 677 23 955
Cash generated from operating activities 2 077 91 171 180 319 258 223
Cash flow from investment activities
Investments in fixed assets -58 769 -35 418 -187 474 -221 359
Proceeds from sale of fixed assets 270 660 395 2 218
Dividends payment from associates 1 622 0 5 264 8 052
Acquisition of subsidiary, net of cash -0 -35 320 -73 813 -35 648
Equity issued in associates -13 048 0 -17 420 0
Net cash flow from investment activities -69 926 -70 078 -273 047 -246 737
Cash flow from financing activities
Repayment of borrowings -21 792 -11 288 -64 562 -95 343
Proceed from borrowings 157 185 0 328 118 195 833
Repayment of lease liabilities -11 098 0 -81 058 -84 671
IFRS 16 interest -11 482 -5 902 -28 983 -22 481
Net other interest -14 901 -18 480 -68 301 -63 417
Sale/(purchase) own shares 0 0 -13 200 0
Net cash flow from financing activities 97 912 -27 618 72 014 -70 080
Cash and cash equivalents at beginning of period 168 618 225 918 219 394 277 988
Net change in cash and cash equivalents 30 063 -6 524 -20 713 -58 594
Cash and cash equivalents at end of period 198 681 219 394 198 681 219 394

NOTE 1:

General information and basis for preparation

AKVA group consists of AKVA group ASA and its subsidiaries.

These condensed interim financial statements are prepared in accordance with International Accounting Standard 34, Interim Financial Reporting as adopted by the EU (IAS 34). The same accounting policies and methods of computation are followed in the interim financial statements as compared with the most recent annual financial statement. The condensed interim financial statements do not include all of the information and disclosures required by International Reporting Standards (IFRS) for a complete set of financial statements, and these condensed interim financial statements should be read in conjunction with the most recent annual financial statements. The annual financial statements were prepared in accordance with International Financial Reporting Standards and interpretations as issued by the International Standards Board and as adopted by the EU. A description of the significant accounting policies applied in preparing these condensed interim financial statements is included in AKVA group's consolidated financial statements for 2023. There have been no changes to significant accounting policies since the preparation of the annual financial statements for 2023. The condensed interim financial statements are unaudited.

Because of rounding differences, numbers or percentages may not add up to the total. The consolidated financial statements for the Group for the year ended 31 December 2023 are available upon request from the company's office at Plogfabrikkveien 11, 4353 Klepp Stasjon, Norway or at

HTTPS://WWW.AKVAGROUP.COM/INVESTORS/FINANCIAL-IN FO/ANNUAL-REPORTS/.

NOTE 2:

Accounting principles

All significant accounting principles applied in the consolidated financial statement are described in the Annual Report 2023 (as published on the OSE on 15 March 2024).

AKVA group accounts for associates owned between 20% and 50% by using the equity method. Gain/loss on investments are recognized as other operating revenue/expense, subject to the investment being of similar character and type as the other businesses within the group.

In first half of 2024 IAS 29, financial reporting in hyperinflationary economies, has been implemented in relation to subsidiary in Turkey. In Turkey the Asper Law 555 dated 30.12.2023 require companies to apply inflation accounting. All non-monetary assets are revaluated in accordance with IAS 29. The effect of the revaluation is balanced against retained earnings.

A write down of MNOK 5.5 related to the investment in Ecofisk AS was made during Q1 2024. The investment in Ecofisk AS is accounted for as a financial asset.

Change in useful economic life for intangible assets (AKVA Connect & AKVA Fishtalk)

In accordance with IAS 38 and IAS 8, AKVA group has in Q1 2024 evaluated and changed the useful life for development cost related to intangible assets "AKVA Connect" and "AKVA Fishtalk".

The company has identified that several features & modules capitalized and released have useful life exceeding prior estimate of 5 years. The best estimate of the intangible assets is 8 years with relevant use cases for the company in the future and in accordance with group policy. The assessment of the depreciation period resulted in a change in useful economic life from 5 – to 8 years which were adjusted at 01.02.2024.

NOTE 3:

Recognition and measurement of assets and liabilities in connection with acquisitions

IFRS 3 permits adjustments to items recognized in the original accounting for business combination, for a maximum of one year after the acquisition date, if, and when new information about facts and circumstances existing at the acquisition date is obtained. AKVA group will make a final assessment before this one-year period comes to an end.

AKVA previously held 33,69% of the shares in Observe Technologies Ltd ("Observe"). On 5 July 2024, AKVA aquired the remaning shares in Observe and obtained 100% ownership. Observe was acquired to strengthen AKVAs digital product offering. Observe is a complete AI software solution developed to optimize the feeding process in aquaculture.

The amounts recognised in respect of the identifiable assets acquired and liabilities assumed are as set out in the table.

MNOK 89 of the total consideration payable in cash was transferred on July 5th. The contingent consideration includes ARR milestones and earn-out based on integrations and innovations milestones. The consideration is measured at fair value in accordance with IFRS 3, taking into account the expected outcomes and the probability of meeting the relevant conditions.

The goodwill of MNOK 305 arising from the acquisition consists of key employees considered to have unique competence and significant synergy effects for AKVA group. None of the goodwill is expected to be deductible for income tax purposes.

Acquisition-related costs amount to MNOK 4.1.

Observe contributed MNOK 9.9 revenue and MNOK 2.8 to the Group's profit for the period between the date of acquisition and the reporting date. Prior to the acquisition Observe was accounted for with the equity method whereas MNOK 0.7 is recognized as other income.

This fair values in the purchace price allocation was estimated by applying an income approach with a discount rate of 15%:

Balance sheet overview
NOK'000 Book value Adjustments Fair value
Deferred tax asset 3 130 - 3 130
Goodwill - 304 488 304 488
Research and development 11 005 31 714 42 720
Patents, licenses and similar 1 403 - 1 403
Machinery and equipment 103 - 103
Investments in subsidiaries 0 - 0
Total non-current assets 15 642 336 202 351 844
Accounts receivable (3 446) - (3 446)
Cash and cash equivalents 15 558 - 15 558
Total current assets 12 112 - 12 112
Total assets 27 753 336 202 363 955
Pension liabilities (31) - (31)
Deferred tax liability - (7 929) (7 929)
Total non-current liabilities (31) (7 929) (7 959)
Accounts payable (3 009) - (3 009)
Public duties payable 39 - 39
Other current liabilities 0 - 0
Total current liabilities (2 970) - (2 970)
Total liabilities (3 001) (7 929) (10 930)
Net assets 24 752 328 274 353 026
Purchase price
NOK'000
Contingent consideration 53 400
Fixed cash settlement 89 063
Fixed seller credit 91 628
Purchase price (66.3% ownership) 234 091
Plus: Purchase price for 33.7% ownership 118 934
Equity value (100%) 353 026
Allocation of excess value
NOK'000
Purchase price 353 026
Less: Book value of equity (24 752)
Plus: Book value of intangible assets to be reallocated 11 005
Excess value to be allocated 339 279
Technology 42 720
Deferred tax (7 929)
Residual goodwill 304 488
Business combination achieved in stages (step acquisitions)
NOK'000
Book value of investment (33,7%) 43 382
New measurement of the 33,7% ownership 118 934
Gain recognised in the consolidated income statement 75 552

Total excess values 339 279

If the acquisition of Observe had been completed on the first day of the financial year, Group revenues for the year would have been MNOK 21.5 and Group profit would have been MNOK 5.2.

Share buy-back program

During the first three quarters of 2024 AKVA group ASA repurchased a total of 200 000 shares for a total value of MNOK 13.2. Consequently, AKVA completed the share buy-back program during Q3.

AKVA group owns a total of 358,716 shares at 31 December 2024.

Intragroup mergers

The merger with AKVA group Denmark A/S and AKVA group Land Based A/S as surviving entity was completed in Q4 2024.

The intagroup merger with AKVA group Software AS and Polarcirkel AS with AKVA group ASA as surviving entity, was approved the 17 December 2024. The mergers are expected to be completed during Q1 2025.

NOTE 4:

Events after the reporting period:

There have been no events subsequent to the reporting period that might have a significant effect on the financial report for the fourth quarter of 2024.

NOTE 5:

Business segments

AKVA group is organized in three business segments; Sea Based Technology, Land Based Technology and Digital.

Sea Based Technology (SBT) consist of the following companies: AKVA group ASA, Helgeland Plast AS, AKVA group Services AS, Sperre AS, AKVA group Scotland Ltd, AKVASmart Turkey Ltd, AKVA group Australia Pty Ltd, AKVA group Chile S.A., AKVA group North America Inc, AKVA group Hellas, Newfoundland Aqua Service Ltd., AKVA group España, Egersund Net AS, Egersund Trading AS, UAB Egersund Net and Grading Systems Ltd. The products included in the segment are: Cages, barges, feed systems, sensors, net cleaning systems, nets and other operational technologies and systems for Sea Based Aquaculture.

Land Based Technology (LBT) consist of the following companies: AKVA group Land Based Sømna AS (formerly AKVA group Land Based Norway AS), AKVA group Denmark A/S, AKVA group Land Based A/S and AKVA group Land Based Americas SA. The products included in the segment is recirculation systems and other technologies for land based aquaculture and post smolt facilities.

Digital (DI) consist of the following companies: AKVA group Software AS, Submerged AS and Observe Technologies Ltd. The products included in software includes digital solutions and professional services. In addition to AKVA group Software AS, Submerged AS and Observe Technologies Ltd the products are sold worldwide through a number of other companies in AKVA group.

The same accounting principles as described for the Group financial statements have been applied for the segment reporting. Inter-segment transfers or transactions are entered into under normal commercial terms and conditions, and the measurement used in the segment reporting is the same as used for the actual transactions.

CONDENSED CONSOLIDATED BUSINESS SEGMENTS

CONDENSED CONSOLIDATED BUSINESS SEGMENTS 2024 2023 2024 2023
(NOK 1 000) Q4 Q4 YTD YTD
Sea based technology
Nordic operating revenues 344 077 359 323 1 902 731 1 677 000
Americas operating revenues 146 315 166 287 608 572 616 702
Europe & Middle East operating revenues 51 767 92 022 259 092 373 665
INTRA SEGMENT REVENUE 542 159 617 632 2 770 394 2 667 367
Operating costs ex depreciations 487 416 563 056 2 433 202 2 396 489
OPERATING PROFIT BEFORE DEPRECIATIONS (EBITDA) 54 743 54 576 337 191 270 878
Depreciation & amortization 39 789 37 564 150 400 147 528
OPERATING PROFIT (EBIT) 14 954 17 012 186 791 123 350
Digital
Nordic operating revenues 18 190 23 910 154 261 74 920
Americas operating revenues 11 950 11 801 47 952 47 911
Europe & Middle East operating revenues 2 607 4 161 11 237 9 619
INTRA SEGMENT REVENUE 32 747 39 873 213 450 132 450
Operating costs ex depreciations 25 255 38 263 112 440 107 362
OPERATING PROFIT BEFORE DEPRECIATIONS (EBITDA) 7 492 1 609 101 010 25 088
Depreciation & amortization 11 508 10 565 36 868 39 069
OPERATING PROFIT (EBIT) -4 017 -8 955 64 142 -13 981
Land based technology
Nordic operating revenues 199 141 136 581 541 843 622 161
Americas operating revenues 17 900 5 439 76 096 10 283
Europe & Middle East operating revenues - - - -
INTRA SEGMENT REVENUE 217 041 142 021 617 939 632 444
Operating costs ex depreciations 202 851 157 498 603 300 665 004
OPERATING PROFIT BEFORE DEPRECIATIONS (EBITDA) 14 190 -15 477 14 639 -32 560
Depreciation and amortization 2 279 2 407 9 687 9 208
Impairment - - - -
OPERATING PROFIT (EBIT) 11 911 -17 883 4 952 -41 768

NOTE 6:

Top 20 shareholders as of 31 December 2024

Number of shares Ownership % Shareholders Citizenship
18 703 105 51,0 % EGERSUND GROUP AS NOR
6 600 192 18,0 % ISRAEL CORPORATION LTD ISR
2 194 322 6,0 % PARETO AKSJE NORGE VERDIPAPIRFOND NOR
1 683 750 4,6 % J.P. Morgan SE Nominee LUX
892 809 2,4 % SIX SIS AG Nominee CHE
791 167 2,2 % VERDIPAPIRFONDET ALFRED BERG GAMBA NOR
539 940 1,5 % FORSVARETS PERSONELLSERVICE NOR
400 621 1,1 % J.P. Morgan SE Nominee FIN
358 716 1,0 % AKVA GROUP ASA NOR
314 771 0,9 % MP PENSJON PK NOR
289 606 0,8 % J.P. Morgan SE Nominee LUX
256 590 0,7 % J.P. Morgan SE Nominee FIN
221 502 0,6 % VERDIPAPIRFONDET ALFRED BERG NORGE NOR
161 279 0,4 % VERDIPAPIRFONDET EQUINOR AKSJER NO NOR
130 000 0,4 % NESSE & CO AS NOR
128 000 0,3 % VERDIPAPIRFONDET ALFRED BERG NORGE NOR
125 795 0,3 % DAHLE NOR
100 800 0,3 % VERDIPAPIRFONDET ALFRED BERG AKTIV NOR
100 000 0,3 % JAKOB HATTELAND HOLDING AS NOR
97 200 0,3 % ASKVIG AS NOR
34 115 624 93,0 % 20 largest shareholders
2 552 109 7,0 % Other shareholders
36 667 733 100,0 % Total shares

An updated overview of the 20 largest shareholders is available on AKVA group's investor relations webpage, https://www.akvagroup.com/investors/the-share/largest-shareholders.

NOTE 7:

Alternative Performance Measures - Non IFRS Financial Measures

AKVA group discloses alternative performance measures as a supplement to the financial statements prepared in accordance with IFRS. Such performance measures are used to provide an enhanced insight into the operating performance, financing and future prospects of the company and are frequently used by analysts, investors and other interested parties. The definition of these measures are as follows:

Available cash is a non-IFRS financial measure, calculated by summarizing all cash in the Group in addition to available cash from established credit facilities.

Capital Employed is a non-IFRS financial measure calculated by total assets less cash and IFRS 16 RoU assets minus current liabilities less liabilities to financial institutions (short term) and lease liability (short term).

EBITDA – EBITDA is the earnings before interest, taxes, depreciation, and amortizations. It can be calculated by the EBIT added by the depreciations and amortizations.

EBIT – EBIT is the earnings before interest and taxes. It can be calculated by the profit before tax added by the net financial items.

NIBD - Net interest-bearing debt is a non-IFRS financial measure, equal to our interest-bearing debt plus lease liability minus our cash and cash equivalents at the balance sheet date.

NIBD / EBITDA is a non-IFRS measure, calculated as period end NIBD divided by the prior 12 months EBITDA.

Order backlog is a non-IFRS measure, calculated as signed orders and contracts at the balance sheet date.

Order intake is a non-IFRS measure, calculated as order backlog at the end of period minus order backlog at start of period and revenue in the period.

ROACE - Return on average Capital Employed is a non-IFRS financial measure, calculated by dividing the last 12 months EBIT by the quarterly average of the Capital Employed ex. IFRS 16 last 12 months.

Working Capital is a non-IFRS financial measure calculated by current assets less cash minus current liabilities less liabilities to financial institutions.

The following tables reconciles our Alternative Performance Measures to the most directly reconcilable line item, subtotal or total presented in the financial statements:

Alternative Performance Measures - Non IFRS Financial Measures 2024 2023
(NOK 1 000) Q4 Q4
Cash and cash equivalents 198 681 219 394
Not utilized overdraft facilities at period end 271 882 300 000
Available cash 470 563 519 394
Total assets 4 115 578 3 683 933
Cash and cash equivalents -198 681 -219 394
IFRS 16 - RoU Asset -432 090 -475 141
Current liabilities -1 162 135 -1 172 701
Liabilities to financial institutions - Short-term 145 618 37 500
Lease Liability - Short-term 94 188 90 560
Capital employed 2 562 478 1 944 756
Operating profit 22 849 -9 827
Depreciation and amortization 53 577 50 535
Impairment 0 0
EBITDA 76 425 40 708
Liabilities to financial institutions 1 189 568 899 817
Lease liabilities 451 510 496 026
Other non-current liabilities 172 569 59 777
Non-interest bearing part of non-current liabilities -172 569 -59 777
Long term financial assets -84 046 -67 161
Cash and cash equivalents -198 681 -219 394
Net interest-bearing debt 1 358 351 1 109 288
Operating profit last twelve months 255 886 67 602
Average Capital employed last twelve months 2 324 685 1 946 152
ROACE 11,0 % 3,5 %
Current assets 1 486 492 1 469 591
Cash and cash equivalents -198 681 -219 394
Current liabilities -1 162 135 -1 172 701
Current lease liabilities 94 188 90 560
Current liabilities to financial institutions 145 618 37 500
Working capital 365 482 205 557

No reconciliations have been performed for order backlog and order intake, as these are Alternative Performance Measures not linked to accounting figures.

Our offices

Head Office AKVA group ASA Plogfabrikken 11, N-4353 Klepp Stasjon, Norway [email protected]

Other AKVA group offices: AKVA group, Trondheim Tel (+47) 73 84 28 00 AKVA group, Brønnøysund Tel (+47) 75 00 66 00 AKVA group, Sandstad Tel (+47) 72 44 11 00 AKVA group, Mo i Rana Tel (+47) 75 14 37 50 AKVA group, Tromsø Tel (+47) 75 00 66 50 AKVA group, Sandnessjøen Tel (+47) 75 14 37 50 AKVA group, Rørvik Tel (+47) 75 00 66 50 Egersund Net, Egersund Tel (+47) 51 46 29 60 Egersund Net, Austevoll Tel (+47) 51 46 29 60 Egersund Net, Kristiansund Tel (+47) 51 46 29 60 Egersund Net, Rørvik Tel (+47) 51 46 29 60 Egersund Net, Brønnøysund Tel (+47) 51 46 29 60 Egersund Net, Vevelstad Tel (+47) 51 46 29 60 Egersund Net, Sandstrand Tel (+47) 51 46 29 60 Egersund Trading, Austevoll Tel (+47) 55 08 85 00 Egersund Trading, Rørvik Tel (+47) 55 08 85 00 Grading Systems, Shetland Tel (+44) 1806 577 241 Helgeland Plast, Mo i Rana Tel (+47) 75 14 37 50 AKVA group Land Based Sømna, Sømna Tel (+47) 75 02 78 80 Sperre, Notodden Tel (+47) 35 02 50 00 UAB Egersund Net, Lithuania Tel (+370) 446 54 842 AKVA group Land Based, Fredericia Tel (+45) 75 88 02 22 AKVA group Chile, Puerto Montt Tel (+56) 65 250 250 AKVA group UK, Inverness Tel (+44) 1463 221 444 AKVA group North America, Campbell River, Canada Tel (+1) 250 286 8802 AKVA group North America, New Brunswick, Canada Tel (+1) 506 754 6991 AKVA group North America, Newfoundland and Labrador, Canada Tel (+1) 506 754 1792 AKVA group Australia, Tasmania Tel (+61)488 983 498 AKVA group Turkey, Bodrum Tel (+90) 252 374 6434 AKVA group España, Murcia Tel (+34) 968 209 494 AKVA group Hellas, Athen Tel (+30) 69 441 660 14

20 AKVA group China, Ningbo Tel (+45) 75 88 02 22