Quarterly Report • Sep 3, 2021
Quarterly Report
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Page 2 About Andfjord Salmon™. Page 4 Key highlights during this period. Page 6 CEO summary. Page 8 Management. Page 14 Financial review.
Located on the island of Andøya on the Arctic Archipelago of Vesterålen, Norway, Andfjord Salmon™ has developed an innovative aquaculture concept for shore-based farming of Atlantic salmon, based on a patented flowthrough technology. The concept represents the best of traditional sea-based salmon farming, combined with the advantages of being land-based.
Andfjord Salmon's ambition is therefore to build and operate the world's most sustainable aquaculture facility of its kind. The nearby Gulf Stream provides oxygen-rich water at a higher temperature, unaffected by other salmon farms, which contributes towards a lower risk of infectious diseases. Further, Andfjord Salmon will not face problems with sea lice or algae as it sources seawater below the level where these organisms live. The pools are escape-proof and an innovative cleaning system that utilises biological waste as a resource, while simultaneously avoid polluting marine life. Andfjord Salmon AS is listed on Euronext Growth in Oslo under the ticker "ANDF".
For more information, see www.andfjordsalmon.com
Further land acquired adjacent to the existing Kvalnes site.
Operations and administration building completed.
NOK 50 million unsecured share-holder loan granted, at 3% p.a. interest rate and with a 2-year unsecured term. No covenants.
First pool at Kvalnes completed.
These are exciting times for Andfjord Salmon. We have now completed our first pool and are progressing with the volume expansion plan at Kvalnes. Major shareholders have also provided us with additional financing.
It has been a fun but hectic year so far. Progress has been good throughout, and we remain on track with our current plan.
For the first pool at Kvalnes, construction is finalised and the pool is about to be filled with water. Only minor installation work, which must be performed after the pool has been filled with water, remains.
In May, we discovered damage to the outer connection joint of the water inlet pipeline to the first pool. During the summer we successfully repaired this joint. This week, the second section of the inlet pipeline
was successfully installed. Installation of the final part, the water intake filter section, is in progress and will be installed shortly, thereby enabling full functionality testing of Andfjord Salmon's flow through technology.
To finance the extended test period of the first pool and Andfjord Salmon's patented flow through technology, in preparation for smolt release next year, some of Andfjord Salmon's largest shareholders has granted Andfjord Salmon a NOK 50 million unsecured shareholder loan at very favourable terms.
Operations building completed.
We thoroughly appreciate the support from our shareholders, who are very ambitious on our behalf and eager for us to prove the benefits of Andfjord Salmon's patented flow through technology. This reflects the favourable loan terms they have offered. We look forward to initiating the testing soon.
In addition to the first pool (Phase 1) and the excavation work for the next six pools at Kvalnes (Phase 2), Andfjord Salmon introduced an expansion plan (Phase 3) at Kvalnes in the second quarter 2021.
Key to unlocking the opportunity to enable production volume expansion by 50 percent, is a land purchase agreement for additional 63,000 square metres of land adjacent to our site at Kvalnes. At full production, the Phase 3 production volume increase from 12,600 to 19,000 tonnes HOG is equivalent to a potential annual EBIT increase from approximately NOK 350 million to NOK 500 million.
Moreover, by initiating the Kvalnes Phase 3 build-out earlier than originally planned, we are also able to capitalise on lower build-out costs, harvest improved economics of scale earlier than planned, and reduce biological risk at Phase 1 and 2 at Kvalnes.
The Phase 3 build-out is subject to necessary financing. Debt financing will be the source of financing for early initiation of Phase 3 at Kvalnes. We are working on securing financing for the build-out and we interpret the dialogue with lenders as positive. In terms of maximising the long-term revenue potential at Kvalnes, we believe the initiation of Kvalnes Phase 3 is a smart move.
This autumn will be another very hectic period for Andfjord Salmon, both with regards to testing of the first pool and preparations for a Phase 3 buildout. While a consequence of the latter was to move first smolt release to 2022, it is our view that clearing the path to realize a potential 50 percent growth in production volume at Kvalnes is a highly attractive proposition for all our shareholders.
I look forward to updating you on our progress throughout the autumn.
Andfjord Salmon is in the final phase of the preparing the first pool for the release of smolt. As reported in the Q1 presentation at the beginning of June, construction work was finalised and the pool was technically ready to be filled with water before summer. The main activity that now remains is completion of the inlet pipe, which was delayed due to damage to the inner section of the pipe that occurred during spring. The damage is now rapaired and the outer sections of the inlet pipe will be installed this month.
The first half of the year was characterised by a great deal of construction activity, with ongoing work on pool, pipelines, operating building, groundwork, and infrastructure during the period. The pool was ready before the summer and the administration now operates from its new headquarter at Kvalnes. The company's main focus is now on getting the first pool and its infrastructure testing of the pool and the patented flow-through technology system, however a lot of groundwork has also been done that is related to further the release of smolt.
In addition to the construction work at the Kvalnes location, the company has also been working on the zoning plan process for the company's other locations on Fiskenes and Breivika. The zonal plan was approved by the municipality's executive committee in March and the plan has also been subject to public hearing. The municipal council is expected to make the final decision soon.
The company expects to fill the first pool with water during September and to carry out testing of the laminar water flow in October. It has been decided that smolt will be released in Q2 2022 to optimize the biological conditions for the first release.
Andfjord Salmon holds a license for 10 000 tonnes MAB at Kvalnes, Andøya. In total the company expects to reach a yearly production of 90 000 tonnes HOG when all three locations are built out.
In the first half of 2021, Andfjord Salmon reports operating expenses of NOK 14.1 million, which is up from NOK 8.3 million in the same period last year. The increase is mainly driven by increase in remuneration and personnel costs of NOK 3.2 million, resulting from the hiring of operating personnel and strengthening administration staff, as the company prepares for an operating phase. Other operating expenses increased by NOK 2.4 million.
The company has no operating income. Net loss for the year to date is NOK 14.2 million, which is mainly related to operating expences.
Andfjord Salmon™ is in a construction phase, which clearly appears from the balance sheet and the cash flow statement. The book value of property, plant and equipment is NOK 331.8 million as of 30 June 2021, up from NOK 225.2 million at year end 2020. Aside from this, there have only been minor changes to total fixed assets during first half of the year. Current assets include receivables and cash and deposits.
The cash and deposits was NOK 61.9 million as of 30 June, which is a reduction from NOK 148.8 million at year end 2020. Net cash flow from operating activities was NOK -13.1 million, which is related to the operating loss for the period. Cash flow from investing activities is NOK -106.6 million. During the first half of the year the company has received loans from financial institutions of NOK 30 million and paid in the capital of NOK 2.8 million that is related to subscritpion by employees for shares in the company.
As of 30 June the company has a NOK 20 million undrawn credit facility with Sparebank1 Nord Norge and 15 million in grants from Innovation Norway and Samskap that is unpaid. In addition, subsequent to the end of the second quarter, the company has been granted NOK 50 million through a shareholder loan.
We confirm, to the best of our knowledge, that the condensed consolidated financial statements for the period January 1 to June 20, 2021, have been prepared in accordance with the Norwegian Accounting Act and *generally accepted accounting principles in Norway, and gives a true and fair view of the company's assets, liabilities, financial position and profit and loss as a whole. We also confirm, to the best of our knowledge, that the interim report includes a fair review of important events that have occurred during the first six months of the financial year and their impact on the financial statements and a description of the principal risks and uncertainties for the remaining six months of the financial year, and major related party transactions.
Sortland, September 2, 2021
Roger Brynjulf Mosand Chairman of the board
Roy Bernt Pettersen Board Member
Tore Traaseth Board Member
Kim Strandenæs Board Member
Knut Roald Holmøy Board Member
Martin Rasmussen CEO
| All amounts in NOK | ||
|---|---|---|
| -------------------- | -- | -- |
| Note | Q2 2021 | Q2 2020 | YTD 2021 | YTD 2020 | 2020 | |
|---|---|---|---|---|---|---|
| 1.4 - 30.6 | 1.4 - 30.6 | 1.1 - 30.6 | 1.1 - 30.6 | 1.1 - 31.12 | ||
| Unaudited | Audited | Unaudited | Audited | |||
| Operating income and expenses | ||||||
| Other income | 0 | 0 | 0 | 0 | 180 863 | |
| Total operating income | 0 | 0 | 0 | 0 | 180 863 | |
| Salary and personnel expenses | 3 357 717 | 2 388 899 | 7 682 888 | 4 454 984 | 10 342 618 | |
| Depreciation of tangible | ||||||
| and intangible fixed assets | 2 | 122 661 | 79 488 | 245 322 | 158 335 | 370 704 |
| Other operating expenses | 3 380 866 | 2 542 717 | 6 184 992 | 3 716 437 | 9 085 586 | |
| Total operating expenses | 6 861 244 | 5 011 104 | 14 113 202 | 8 329 756 | 19 798 909 | |
| Operating profit/loss | -6 861 244 | -5 011 104 | -14 113 202 | -8 329 756 | - 19 618 046 | |
| Financial income and expenses | ||||||
| Other financial income | 52 126 | 113 251 | 184 805 | 461 548 | 838 273 | |
| Other financial expenses | 216 854 | 4 257 | 288 125 | 407 813 | 409 703 | |
| Net financial income/expenses | -164 728 | 108 994 | -103 320 | 53 735 | 428 570 | |
| Profit/loss before tax | -7 025 972 | -4 902 110 | -14 216 522 | -8 276 021 | -19 189 476 | |
| Net profit/loss for the period | -7 025 972 | -4 902 110 | -14 216 522 | -8 276 021 | -19 189 476 |
All amounts in NOK
| Assets | Note | 30.06.2021 Audited |
31.12.2020 | 30.06.2020 Audited |
|---|---|---|---|---|
| Fixed assets Intangible assets |
||||
| Research and development | 1 457 561 | 1 219 832 | 869 675 | |
| Total intangible assets | 1 457 561 | 1 219 832 | 869 675 | |
| Property, plant & equipment | ||||
| Land facilities for farming | 2,4 | 325 218 122 | 218 810 019 | 119 775 477 |
| Machinery and plant | 2 | 670 477 | 670 477 | |
| Plots and other land | 2 | 3 725 663 | 3 822 693 | 4 138 527 |
| Operating movable property, | ||||
| furniture, tools, other | 2 | 622 958 | 538 366 | 186 696 |
| Total property, plant & equipment | 330 237 220 | 223 841 555 | 124 100 700 | |
| Long-term financial assets Other receivables Total long-term fixed assets |
141 680 141 680 |
159 390 159 390 |
177 100 177 100 |
|
| Total fixed assets | 331 836 461 | 225 220 777 | 125 147 475 | |
| Current assets | ||||
| Receivables | ||||
| Accounts receivable | 226 078 | |||
| Other receivables | 3 | 23 551 926 | 17 383 243 | 7 541 111 |
| Unpaid capital increase | 3 050 000 | |||
| Total receivables | 23 551 926 | 17 609 321 | 10 591 111 | |
| Cash and deposits | 61 861 709 | 148 846 067 | 175 338 464 | |
| 85 413 635 | 166 455 388 | 185 929 575 | ||
| Total current assets |
All amounts in NOK
| Equity and liabilities | Note | 30.06.2021 Audited |
31.12.2020 | 30.06.2020 Audited |
|---|---|---|---|---|
| Paid-in capital | ||||
| Share capital | 1 | 35 874 400 | 35 791 900 | 33 624 400 |
| Own Shares | 1 | -5 000 | ||
| Share premium reserve | 307 025 456 | 318 345 305 | 246 465 683 | |
| Not registered capital increase | 3 050 000 | |||
| Total paid-in capital | 342 894 856 | 354 137 205 | 283 140 083 | |
| Retained earnings | ||||
| Other equity | 1 | -180 000 | ||
| Total retained earnings | -180 000 | |||
| Total equity | 342 714 856 | 354 137 205 | 283 140 083 | |
| Liabilities | ||||
| Non-current liabilities | ||||
| Liabilities to financial institutions | 4 | 30 000 000 | ||
| Other non-current liabilities | 3 | 4 078 176 | 4 078 176 | |
| Total non-current liabilities | 34 078 176 | 4 078 176 | ||
| Current liabilities | ||||
| Trade payables | 38 666 346 | 29 788 856 | 26 823 896 | |
| Current tax liabilities | 648 376 | 723 106 | 585 901 | |
| Other current liabilities | 1 142 343 | 2 948 823 | 807 261 | |
| Total current liabilities | 40 457 065 | 33 460 785 | 28 217 058 | |
| Total liabilities | 74 535 241 | 37 538 961 | 28 217 058 | |
Sortland, September 2, 2021
Roger Brynjulf Mosand Chairman of the board
Roy Bernt Pettersen Board Member
Tore Traaseth Board Member
Knut Roald Holmøy Board Member
Kim Strandenæs Board Member
Martin Rasmussen CEO
| Q2 2021 | Q2 2020 | YTD 2021 | YTD 2020 | 2020 | |
|---|---|---|---|---|---|
| 1.4 - 30.6 | 1.4 - 30.6 | 1.1 - 30.6 | 1.1 - 30.6 | 1.1 - 31.12 | |
| Unaudited | Unaudited | Unaudited | Unaudited | ||
| Cash flows from operating activities | |||||
| Profit/ loss before income taxes | -7 025 972 | -4 902 110 | -14 216 522 | -8 277 279 | -19 189 476 |
| Depreciation | 122 661 | 79 488 | 245 322 | 158 335 | 370 704 |
| Change in accounts receivables | 6 154 | 0 | 226 078 | 0 | -226 078 |
| Change in trade creditors | 21 472 622 | 7 384 366 | 8 877 491 | 22 678 758 | 25 643 718 |
| Changes in other accruals | -3 589 715 | -2 947 239 | -8 269 913 | -4 876 482 | -12 773 552 |
| Net cash flow from | |||||
| operating activities | 10 985 750 | -385 495 | -13 137 544 | 9 683 332 | -6 174 684 |
| Cash flows from investing activities Purchase of property, plant and equipment Net cash flow from investing activities |
-52 660 942 -52 660 942 |
-38 914 143 -38 914 143 |
-106 640 987 -106 640 987 |
-69 681 125 -69 681 125 |
-165 276 082 -165 276 082 |
| Cash flows from financing activities Proceeds from the issuance of new |
|||||
| long-term liabilities | 15 000 000 | 0 | 30 000 000 | 0 | 0 |
| Paid in capital | -258 351 | 144 605 920 | 2 794 173 | 141 555 920 | 226 516 497 |
| Net cash flow from financing activities | 14 741 649 | 144 605 920 | 32 794 173 | 141 555 920 | 226 514 497 |
| Net change in cash and cash equivalents | -26 933 543 | 105 306 282 | -86 984 358 | 81 558 127 | 55 065 731 |
| Cash and cash equivalents at the beginning of the period |
88 795 252 | 70 032 181 | 148 846 067 | 93 780 337 | 93 780 337 |
| Cash and cash equivalents | |||||
| at the end of the period | 61 861 709 | 175 338 | 61 861 709 | 175 338 464 | 148 846 067 |
| Share capital | Own shares | Share premium reserve |
Other equity | Total | |
|---|---|---|---|---|---|
| As at 01.01.2021 | 35 791 900 | 0 | 318 345 305 | 0 | 354 137 205 |
| Issue of shares to employees | |||||
| 28.04.2021 | 82 500 | 2 896 673 | 0 | 2 979 173 | |
| Purchase own shares | -5 000 | -180 000 | -185 000 | ||
| Loss for the year | -14 216 522 | -14 216 522 | |||
| Loss Coverage | 0 | - 14 216 522 | 14 216 522 | 0 | |
| As at 30.06.2021 | 35 874 400 | -5 000 | 307 025 456 | -180 000 | 342 714 856 |
| Share capital | Share premium | Not registred capital increase |
Other equity | Total equity | |
|---|---|---|---|---|---|
| As at 01.01.2020 | 29 874 400 | 116 935 784 | 0 | 0 | 146 810 184 |
| Loss for the period | 3 750 000 | -8 277 279 | -8 277 279 | ||
| Issue of shares | 137 805 920 | 141 555 920 | |||
| Issue of shares to employees | 3 050 000 | 3 050 00 | |||
| As at 30.06.2020 (unaudited) | 33 624 400 | 246 464 425 | 3 050 000 | 0 | 283 138 825 |
These financial statements have been prepared in accordance with the Norwegian Accounting Act and generally accepted accounting principles in Norway.
The financial statements have been prepared on the historical cost bases and the same accounting policies, presentation, methods and calculations have been followed in these financial statements as were applied in the preparation of the companies' financial statements forthe year ended 31 December 2020. References are made to the annual report for 2020 for a further description of the company's accounting principles. The interim financial statements are unaudited. The interim financial statements were approved by the board of directors on September 1, 2021.
| Total | Face value | Entered | |
|---|---|---|---|
| Ordinary shares | 35 874 400 | 1 | 35 874 400 |
| Total | 35 874 400 | 35 874 400 |
The largest shareholders (in %) at the end of the period.
| Shareholders | Ordinary | Owner interest | Share of votes |
|---|---|---|---|
| ANDFJORD HOLDING AS | 7 026 000 | 19.59 | 19.59 |
| KG INVESTMENT COMP AS | 3 000 000 | 8.36 | 8.36 |
| MIDDELBORG INVEST AS | 2 769 636 | 7.72 | 7.72 |
| SKAGERAK VEKST AS | 2 309 999 | 6.44 | 6.44 |
| UFI AS | 1 708 597 | 4.76 | 4.76 |
| KARSTEIN GJERSVIK | 1 390 309 | 3.88 | 3.88 |
| OG INVEST AS | 1 123 800 | 3.13 | 3.13 |
| TRAASETH PROPERTY AS | 1 106 967 | 3.09 | 3.09 |
| VERDIPAPIRFONDET DNB SMB | 900 389 | 2.51 | 2.51 |
| BLUE MARINE INVEST AS | 803 086 | 2.24 | 2.24 |
| SIRIUS AS | 800 972 | 2.23 | 2.23 |
| PERSHING LLC | 772 863 | 2.15 | 2.15 |
| Euro TV AS | 760 080 | 2.12 | 2.12 |
| BLIKSMARK AS | 596 800 | 1.66 | 1.66 |
| OKEANOS BLUE AS | 526 822 | 1.47 | 1.47 |
| NORNET AS | 455 571 | 1.27 | 1.27 |
| OMNIVERSE AS | 449 000 | 1.25 | 1.25 |
| HERMIA AS | 380 039 | 1.06 | 1.06 |
| Total >1% ownership share | 26 880 930 | 74.93 | 74.93 |
| Total other | 8 993 470 | 25,07 | 25.07 |
| Total number of shares | 35 874 400 | 100.0 | 100.0 |
| Name: | Position | Ordinary |
|---|---|---|
| Martin Rasmussen, Mer Marin AS | CEO | 125 000 |
| Roy Pettersen, Andfjord Holding AS | Member of the board | 7 026 000 |
| Tore Traaseth, Skagerak Vekst AS | Member of the board | 2 309 999 |
| Knut Roald Holmøy, Eidsfjord Sjøfarm AS | Member of the board | 66 400 |
| Bettina Flatland | Member of the board | 56 700 |
During first half of the year, the company has bought back 5.000 shares at a price of NOK 37 per share. This was a repurchase of shares that were originally subscribed to during the share offering made to company employees.
| Buildings and land |
Plant and machinery |
Fixtures and fittings |
|
|---|---|---|---|
| Purchase cost as of 01.01.21 | 3 822 694 | 670 477 | 817 953 |
| + Inflow purchased fixed assets | -97 030 | ||
| = Acquisition cost 30.06.21 | 3 725 664 | 670 477 | 817 953 |
| Accumulated depreciation 30.06.21 | 194 995 | ||
| = Book value 30.06.21 | 3 725 664 | 670 477 | 622 958 |
| This year's ordinary depreciation | 95 684 |
Economic life
3-10 years
| Land facilities for farming |
Total | |
|---|---|---|
| Purchase cost as of 01.01.21 | 219 406 590 | 224 717 713 |
| + Inflow purchased fixed assets | 106 557 741 | 106 460 711 |
| = Acquisition cost 30.06.21 | 325 964 331 | 331 178 424 |
| Accumulated depreciation 30.06.21 | 746 208 | 941 203 |
| = Book value 30.06.21 | 325 218 122 | 330 237 221 |
| This year's ordinary depreciation | 149 637 | 245 322 |
Economic life
Andfjord Salmon AS will receive NOK 4 750 000 in grants from Skattefunn in connection with the tax settlement for 2020. The amount is included in other receivables. Of this, NOK 4 078 176 is classified as other non-current liabilities, asthis amount relates to a Skattefunn project where the conditions are such that the grant must be repaid if the project becomes commercially profitable. The company expects the fish farm to be commercially profitable in the future. The remaining grants from Skattefunn are accounted for as a reduction of property, plant and equipment in the balance sheet and will affect profit and loss in line with depreciation of the assets.
In addition to this, the company has NOK 15.1 million in grants that remain unpaid as of June 30, 2021.
| Debt Secured | 31.12.2021 | 31.12.2020 |
|---|---|---|
| Long-term debt to credit institutions | -30 000 000 | 0 |
| Total Book value of secured assets |
-30 000 000 | 0 |
| 31.12.2021 | 31.12.2020 | |
| Land facilities for farming Kvalnes | 317 125 323 | 0 |
| Total | 317 125 323 | 0 |
The company has received loans from Innovation Norway and Sparebank1 Nord Norge of NOK 15 million each, with security in property and farming facilities at Kvalnes. This is based on a joint agreement between the three parties.
Subsequent to the end of the second quarter Andfjord Salmon has agreed in principle the terms of a NOK 50 million unsecured shareholder loan to be made available by certain of the company's largest shareholders, including KG Investment Group, Middelborg Invest AS, OG Invest AS, Traaseth Property AS, UFI AS, Euro TV AS and Bliksmark AS. The loan terms include a 3 percent cash interest rate, no amortisation and maturity in 2023. The loan will be subject to a number of share options being granted to the lenders, such share options expected to be granted by certain members of the board of directors and management. Finalisation and execution of the loan agreement and other related documentation is expected to take place shortly.
Andfjord Salmon www.andfjord.no / www.andfjordsalmon.com
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