DEME ANNUAL REPORT 2024

Core

01 — Introduction 08
Letter of the CEO and Chairman 12
Company profile 14
Financial & non-financial key figures 18
Highlights 2024 23
DEME’s values 24
Group performance 34

Strategy

Relevant market drivers 36
Purpose, vision and strategic ambition 38
Strategic enablers 52

Segments

How DEME is organized 54
Offshore Energy 62
Dredging & Infra 70
Environmental 78
Concessions 88

Sustainability journey

Sustainability strategy 89
Material topics 90
Greenhouse gas emissions 100
Safety 102
Other relevant themes 103
EU Taxonomy 104
Certificates and ESG ratings 108

Corporate governance and risk management

Corporate governance 110
Corporate structure 134
Remuneration report 138
DEME share 144
Risk management 153

Statements

Financial Statements 252
Table of contents 258
Consolidated financial statements 260
Parent company financial statements 272

Sustainability Statements 297
Table of contents 304
General (ESRS 2) 308
Environment (ESRS E1) 314
Social (ESRS S1) 318
Governance (ESRS G1) 328

Supporting materials

Appendix 342
Glossary 342
Fleet and equipment 342
ESG appendix 342
Risk assessment 342
Assurance reports 342

Chapter 01. INTRODUCTION

“As site Superintendent at the Dieppe - Le Tréport offshore wind farm project in France, Anaisha plays a key role in the global shift towards renewable energy. As part of the Offshore Energy team, she helps DEME deliver innovative solutions that support the transition to a more sustainable future.”

LETTER OF THE CEO AND CHAIRMAN

2024 proved to be an outstanding year for DEME. All four of our segments – Offshore Energy, Dredging & Infra, Environmental and Concessions – did very well, reflected in robust financial results. Turnover and profitability have both shown double-digit growth for the full year, and fueled by a very strong cash flow, we reversed the net financial debt position into a positive net cash position further solidifying DEME’s financial strength. Given this terrific set of results, DEME is well able to navigate the future and continue to deliver on our strategic plans for a sustainable business. This level of performance is only made possible due to our exceptional employees and their determination, ingenuity and efforts to go above and beyond. Supported by nearly 150 years of marine engineering expertise, DEME is indeed in top form, and we are gearing up to celebrating this special anniversary in a year from now. Unrivalled experience allows us to take on the most complex projects on the globe and the well-being of our employees is always our focus. Our rigorous QHSE standards ensure that these challenging projects are being carried out safely.

Boosting capabilities through bold investment decisions

Over the previous years, we took bold decisions to invest in groundbreaking offshore installation vessels such as ‘Orion’ and ‘Green Jade’, and in ‘Spartacus’, the most powerful cutter suction dredger in the world. The results of last year demonstrate that this multi-year fleet investment program has paid off. In 2024, we further boosted the capability of our cable layer ‘Viking Neptun’, which was equipped with a second large carousel. ‘Yellowstone’, the largest fallpipe vessel in the world, joined the fleet, alongside ‘Karina’, a cutting-edge survey vessel. All of these advanced vessels are making a difference to our ability to perform swiftly, effectively, and often they bring entirely new concepts to the market.

Geographic expansion in offshore wind

After being an early pioneer in the offshore wind industry more than 20 years ago, our Offshore Energy segment has had a breakthrough outside of Europe, in both the US and Asia. We have entered a new era in terms of our geographical expansion and are now able to take a step towards the industrialization of offshore wind outside of Europe. In the US, work is well underway at the Coastal Virginia Offshore Wind project, the largest wind farm under construction in the US, representing 2.6 GW of green energy. Here we are deploying ‘Orion’, one of our newest installation vessels, which has successfully brought a revolutionary floating installation concept to the industry. In Taiwan, CSBC-DEME Wind Engineering (CDWE) and our ‘Green Jade’ floating installation vessel have made good progress and reached the halfway mark at the Hai Long offshore wind farm. Additionally, work began on the Greater Changhua project.

Drilling expertise

Meanwhile in Europe, we continue to break new frontiers. Following on from our installation campaign at Saint-Nazaire offshore wind farm in France, we have again demonstrated our ability to take on the most complex projects in the renewables industry and have successfully drilled XL monopile foundations directly into rock at Île d’Yeu and Noirmoutier offshore wind farm. DEME is a pioneer in applying this advanced marine engineering technique, unlocking new locations previously deemed unsuitable for offshore wind farms. DEME further bolstered its drilling capabilities. We have all the expertise and equipment needed for suction pile anchors, drilling deep-sea foundations and anchoring technology in one place. Offshore Energy has a well-filled orderbook. As well as four new cable-laying contracts, it has won a foundation installation contract for the Nordlicht 1 and 2 wind farms and a foundation and offshore substation installation contract for the Fengmiao 1 offshore wind farm in Taiwan.

Maintenance and capital dredging worldwide

Our Dredging & Infra segment continued its long-term maintenance works on some of Europe’s most important rivers in Belgium and Germany, and outside of Europe, the team were busy in the APAC region, West Africa and the Middle East. We started work on the second phase of the transformation of the Port of NEOM in Saudi Arabia in a consortium with international marine construction group Archirodon. Staying in the Middle East, multiple DEME hopper and cutter dredgers were in operation in Abu Dhabi. Dredging & Infra remains well positioned in the West African region with a diverse range of dredging projects. In southern Europe, DEME has a long-established presence in Italy, where we are performing multi-year port construction, dredging and coastal defense works in Ravenna, Livorno and Cagliari.

Left: Luc Bertrand, Chairman
Right: Luc Vandenbulcke, CEO

“Unrivalled experience allows us to take on the most complex projects on the globe and the well-being of our employees is always our focus.”

Transforming polluted sites

DEME’s strategy of transforming heavily polluted brownfield sites and giving them a valuable new purpose has seen our Environmental segment win a major redevelopment and remediation contract for a former site from the steel and mining company ArcelorMittal in Liège. As well as our remediation work, DEME is making substantial progress in the Netherlands with several dike reinforcement projects such as the Sterke Lekdijk, Gorinchem- Waardenburg (GoWA) and Marken. Furthermore, in the fourth quarter of 2024 we established an innovative joint venture – Cargen. The new JV specializes in activated carbon-based water treatment and remediation, further strengthening our leading role in PFAS pollution cleaning.

Steady progress in our Concessions segment

The Concessions segment has made substantial progress in some of its core activities such as offshore wind, port development and green hydrogen. Port-La Nouvelle, in which DEME has been awarded a 40-year port concession in a consortium, is being developed into a sustainable green port. Highlighting the synergies between our group activities, DEME’s Dredging & Infra teams are performing the Engineering, Procurement and Construction contract at the port.

New container terminal in Poland

In 2024, we were pleased to announce that a consortium consisting of DEME and Qterminals W.L.L. have signed a preliminary agreement for a 30-year lease of land located in the outer port of Świnoujście in Poland, for the financing, building and operation of the deep-water container terminal. In offshore wind, DEME continues to make headway with ScotWind, 2 GW worth of option lease areas in Scotland, and we are also taking part in the Belgium offshore wind round for the Princess Elisabeth Zone.

Second HYPORT project and joining forces with bp in green hydrogen

Continuing our leading role in the green hydrogen sector, we signed a Cooperation Agreement with the Egyptian Government to study the potential for an industrial-scale green hydrogen production facility in the Port of Gargoub. In July there was further good news when DEME and OQ joined forces with bp for the HYPORT Duqm project. Under the agreement, bp is an equity partner and operator in the HYPORT Duqm project and acquired a 49% stake, while OQ and DEME each maintain a 25.5% stake in the project company. HYPORT Duqm is being developed within the Special Economic Zone at Duqm in Oman. The production of green hydrogen to green ammonia will be powered by both wind and solar energy.

Luc Vandenbulcke
CEO
DEME Group NV

“A key strength of DEME is its ability to leverage synergies between our four segments and many of our projects highlight this.”

Leveraging synergies and local partners

A key strength of DEME is its ability to leverage synergies between our four segments and many of our projects highlight this. Hai Long and the Greater Changhua offshore wind farms in Taiwan, Port-La Nouvelle in France, the Fehmarnbelt Fixed Link in Denmark, the Princess Elisabeth Island and Oosterweel in Belgium are just some examples where our diverse expertise is brought together. Having more control over projects, we can mitigate the risks for our clients to ensure a successful and timely delivery. We understand that it is vital to work with local partners to combine strengths.We then benefit from local knowledge and supply chain expertise and DEME brings its decades of offshore experience as seen in Taiwan, for example. As well as local partners, we are also keen to train local crew and work with them to achieve DEME’s top standards and this is proving very fruitful in India, the US and Taiwan.

New CFO and Independent Directors

2024 saw some changes in the leadership of the group. Els Verbraecken, DEME’s Chief Financial Officer since 2013, and a key figure in guiding DEME to become a stock listed company, decided to pursue new opportunities and left in the spring. We were very pleased to appoint her successor from within our own ranks. Stijn Gaytant has more than two decades of experience within the group and has held a variety of expert and leadership functions across multiple projects, segments and regions. Before he was appointed CFO, Stijn was Head of Finance for DEME’s activities in the Asia Pacific region. We also welcomed Marieke Schöningh and Gaelle Hotellier to DEME’s Board of Directors, both of whom were appointed Independent Directors and each joined an advisory committee of the Board.

Striving for sustainability for 150 years

DEME’s strident efforts to become climate- neutral by 2050 have continued and we are making steady progress. However, for DEME, sustainability is not just about reducing CO2 emissions - it is about much more. We have identified Greenhouse Gas emissions, the Energy Transition and Occupational Health and Safety as DEME’s most material ESG topics, and will continue to closely monitor our performance related to ESG themes such as Business Conduct and Talent Management.

DEME’s ingenious people

We are most proud of our people and their outstanding efforts. It is inspiring to witness the dedication and loyalty of our team going the extra mile. This commitment has enabled us to retain our experienced people, while attracting new talent. This certainly includes our crew as well, who play a crucial role in our ongoing success. We know that 2024 has not been easy. We have introduced several new vessels and our ambitious Fleet Excellence Program, and we would like to thank them for their support, flexibility and hard work. Looking back on this remarkable year, it is clear that our people, our strategy, fleet investments and robust financial foundation are all vital components ensuring DEME remains a sustainable, resilient business, well able to handle the challenges of the future. As we approach our 150th anniversary, we are proud of the progress we’ve made and excited for the journey ahead!

Luc Bertrand
Chairman
DEME Group NV

COMPANY PROFILE

DEME is a world leader in the specialized domains of dredging, marine infrastructure, solutions for the offshore energy market, environmental works and concessions. We can build on almost 150 years of knowhow and experience, having embraced a pioneering approach throughout our history, being a front runner in innovation and new technologies.

01 — Introduction

DEME Annual Report 2024

Almost 150 years of knowhow and experience
+ 5,800 highly skilled employees
A fleet of + 100 vessels
Experience in more than 90 countries
42% EU Taxonomy aligned turnover
729 m euro Free cash flow
8.2 bn euro orderbook
4.1bn euro turnover
764 m euro EBITDA

DEME in numbers (2024)

Metric	Value
Orderbook (1)	8.2 bn
Turnover	4.1 bn
EBITDA	764 m
Free cash flow	729 m

FINANCIAL & NON-FINANCIAL KEY FIGURES

Metric	2020	2021	2022	2023	2024	Unit (millions of euro)
Orderbook (1)					8,200.1
Turnover					4,101.2
EBITDA					764.2
Depreciation and impairment					-410.6
EBIT					353.6
Net result from joint ventures and associates					40.4
Net result share of the group					288.2
Earnings per share (basic and diluted)	4.45	6.43	11.40			Euro
Gross dividend for the year per share	1.50	2.10	3.80			Euro
Shareholders' equity (excl. non-controlling interests)	1,753.9	1,910.5	2,117.8
Net financial debt (+ is cash / - is debt)	-520.5	-512.2	-	91.1
Total cash	522.3	389.1	853.4
Free cash flow	-80.4	61.6	728.5
Investments	483.9	398.9	286.4
Operating working capital	-506.2	-471.3	-812.5
Balance sheet total	4,509.8	4,760.1	5,475.6

Non-financial key figures (1) (2)

Metric	2022	2023	2024	Unit
Headcount	5,207	5,555	5,822
Ratio male/female	85/15	84/16	83/17	%
Worldwide Lost Time Injury Frequency Rate (WW LTIFR - 'Safety Thermometer')	0.23	0.19	0.10
Low carbon fuels (in %) versus total consumed fuels (energy based)	6.0	10.3	5.8	%
GHG emissions worldwide in kt CO2e (Scope 1 &2)	653	734	970
EU Taxonomy - Turnover (in %) - Eligible activities	29	42	45	%
EU Taxonomy - Turnover (in %) - Aligned activities	26	33	42	%
EU Taxonomy - % of CapEx - Eligible activities	52	49	47	%
EU Taxonomy - % of CapEx - Aligned activities	52	49	46	%
Fleet utilization rate of Trailing Suction Hopper Dredgers (in weeks)	38	38	43
Fleet utilization rate of Cutter Suction Dredgers (in weeks)	29	27	34
Fleet utilization rate of Offshore equipment (in weeks)	34	41	47

(1) The KPI’s related to Headcount, Ratio male/female, GHG emissions and EU Taxonomy are subject to limited assurance for the first time for fiscal year 2024. For 2024 numbers, scope, boundaries, and calculation methodology are reported according to CSRD, ESRS, and the EU Taxonomy Regulation.

(2) The KPI’s for Worldwide Lost Time Injury Frequency Rate and Low carbon fuels are subject to limited assurance since fiscal year 2022.

Group key figures by segment

For the year ended 31 December

Metric	Segment	2024	2023	2022
Orderbook	Total	8,200.1	7,581.8	6,190.0
	Offshore Energy	4,259.2	3,754.7	3,260.9
	Dredging & Infra	3,588.9	3,472.4	2,615.7
	Environmental	352.0	354.7	313.4
	Concessions
Turnover	Total	4,101.2	3,285.4	2,654.7
	Offshore Energy	2,055.0	1,501.5	957.8
	Dredging & Infra	1,962.6	1,604.6	1,524.3
	Environmental	336.8	304.3	206.3
	Concessions	7.8	5.0	2.2
	Reconciliation	-261.0	-130.0	-35.9
EBITDA	Total	764.2	596.5	473.9
	Offshore Energy	431.8	231.4	221.9
	Dredging & Infra	358.3	298.3	254.9
	Environmental	43.6	51.1	25.0
	Concessions	-13.0	-13.4	-12.7
	Reconciliation	-56.5	29.1	-15.2
EBIT	Total	353.6	241.3	155.2
	Offshore Energy	259.0	101.6	117.1
	Dredging & Infra	118.3	73.1	44.9
	Environmental	31.9	41.2	16.5
	Concessions	-14.3	-13.5	-12.7
	Reconciliation	-41.3	38.9	-10.6
Net result from joint ventures and associates	Total	40.4	3.2	15.8
	Offshore Energy	-1.1	0.0	0.0
	Dredging & Infra	0.1	0.0	0.1
	Environmental	0.9	0.4	0.5
	Concessions	12.5	37.4	9.3
	Reconciliation	28.0	-34.6	5.9

HIGHLIGHTS 2024

DEME secured cable installation contracts for the IJmuiden Ver Alpha and Nederwiek 1 offshore grid systems, the OranjeWind offshore wind farm, and for the Princess Elisabeth Island, the world’s first energy island. Boasting an enormous payload of 37,000 tons, ‘Yellowstone’ is the world’s largest DP2 fallpipe vessel. The vessel is equipped with cutting-edge environmental technology.

Three major marine infrastructure projects complete

Representing some of the largest infrastructure projects in the Netherlands, the RijnlandRoute, Blankenburg Connection and Nieuwe Sluis Terneuzen are all successfully accomplished, showcasing the strong synergies between DEME’s dredging and infra expertise.

Custom-built pontoons for the construction of the Fehmarnbelt tunnel have arrived on site. These impressive structures will play a vital role in immersing the 89 tunnel elements that form the 18-kilometer connection between Denmark and Germany. DEME is making progress with the construction of the caissons for the world’s first artificial energy island. The first caissons are scheduled to be immersed in the Belgian North Sea in 2025. Working in a public-private partnership, DEME will remediate and redevelop a former site from a steel and mining company in Seraing in Belgium, giving it a valuable new purpose. Meanwhile, the Bowling brownfield project in Scotland has been successfully completed.

Capacity to handle PFAS pollution is boosted at several of DEME’s treatment centers. Cargen, a new joint venture, is specialized in activated carbon and filter solutions. DEME team expands More than 400 new employees have joined DEME as the company continues to attract top talent to support its ongoing growth. Leading energy company bp joins forces with DEME at its flagship HYPORT Duqm green hydrogen project and becomes an equity partner and operator, acquiring a 49% stake.

Coastal Virginia Offshore Wind installation campaign underway Offshore installation vessel ‘Orion’ is making progress on foundation installation at the Coastal Virginia Offshore Wind project in the US. DEME’s scope also includes cable installation and scour protection, highlighting our expertise in integrated offshore solutions.# DEME Annual Report 2024

01 — Introduction

With ambitions to become climate-neutral by 2050, the new DEME campus is taking shape. The ‘Lookout’ pavilion, an immersive VIP visitor center, opened in November. Offshore installation vessel ‘Green Jade’ successfully completed two installation campaigns in Taiwan for the Zhong Neng and Hai Long offshore wind farms, further solidifying DEME’s expertise in the region’s renewable energy sector.

DEME’S VALUES

Everything we do is driven by our vision for a better, more sustainable world. We are dedicated to ensuring that our planet thrives for generations to come. Our three core values embody this spirit.

We care

We care about our people, our many diverse stakeholders, the success of our projects and above all, the future of our planet. The safety and well-being of our employees is always our number one priority. We foster a diverse and inclusive environment where everyone feels respected, valued, and empowered to contribute their unique talents and perspectives to our collective success. Working together as one team, we look out for each other and we ensure that each employee gets the support they deserve to excel in their careers. We care about our clients and want to support them in achieving their goals. We listen carefully to their exact requirements and work shoulder to shoulder with our clients, partners and suppliers, to ensure that each project is a success. We care for our planet by addressing the challenges of a growing population, increasing maritime trade, climate change and polluted rivers and land.

We dare

We have been pioneering for almost 150 years. We don’t follow. We explore, push boundaries, innovate. We invest in the future, with our fleet of dedicated vessels bringing groundbreaking concepts to the industry. We are first. We go through the learning curve before others have even thought about it. We gain the knowledge needed to take the next step and this expertise allows us to anticipate industry developments – to understand what our clients are going to need in an ever-evolving landscape. We are not bound by tradition. Our talented professionals look beyond the ‘norm’. They develop new equipment, concepts, and technologies, so we can create opportunities and enter new markets - even create new markets.

We deliver

We build on decades of experience and knowhow to provide the safest, smartest and sustainable solutions for our clients, no matter how challenging the project. Our team will always go the extra mile to get the job done. We understand our clients’ business inside out and know how vital it is to complete projects on time and on budget. Our clients know we are a trustworthy and reliable partner. Our dedication to continuous improvement and operational excellence means we are constantly innovating and refining our approach to deliver even greater value to our clients. We deliver on our promises. We deliver excellence.

GROUP PERFORMANCE

Outstanding 2024: strong increases in turnover and profit, positive net cash, unmatched orderbook

Highlights financial year 2024

Proposal for a gross dividend of 3.8 euro per share, compared to 2.1 euro a year ago
Net profit increased by 77%, reaching 288 million euro, compared to 163 million euro a year ago
Group turnover grew 25% year-over-year to 4.1 billion euro, with solid growth in all contracting segments
Unprecedented free cash flow generation in 2024, amounting to 729 million euro; resulting in a net cash position of 91.1 million euro at year-end from a net financial debt of 512 million euro at the end of 2023
EBITDA rose 28% reaching 764 million euro, or 18.6% of turnover, up from 596 million euro, or 18.2% of turnover for 2023
Orderbook stands at 8.2 billion euro at the end of the year, up from 7.6 billion euro a year ago

Quote of the CEO

“I’m incredibly proud of our outstanding results in 2024. Over the past two years, our entire DEME team has transformed this company, growing from 2.7 billion euro turnover and 474 million euro EBITDA in 2022 to 4.1 billion euro turnover and 764 million euro EBITDA. We achieved this result through well-timed fleet investment decisions, significantly expanding our capacity. Throughout this growth phase we have also carefully expanded our team, while maintaining exceptional performance standards, delivering on our commitments and reinforcing our reputation for reliability.”

“Thanks to our exceptional team, versatile fleet, and now a net cash position and an orderbook of 8.2 billion euro, DEME remains well-positioned to navigate today’s dynamic market landscape and build on its long-term growth path while continuing to deliver robust, sustainable, and profitable outcomes. As we move ahead and shape the future, we remain committed to playing a pivotal role in innovative, long- term sustainable projects, including supporting the energy transition.”

Executive Summary

The Offshore Energy segment grew its revenue 37% year-over-year, driven by continued solid demand, expanded fleet capacity, high utilization and effective project execution across Europe, APAC and the US. Also, the Dredging & Infra segment performed well and grew year-over-year 22%, on a range of projects including maintenance and capital dredging projects across the globe, as well as major infrastructural projects in Europe. The Environmental segment delivered a revenue growth of 11%, advancing its long-term projects in Belgium, the Netherlands, the UK and Norway.

EBITDA grew at a slightly faster rate than revenues, rising by 28% to 764 million euro, up from 596 million euro a year ago. The group EBITDA margin was 18.6%, up from 18.2% last year, primarily reflecting a year-over-year improved performance in the Offshore Energy segment. EBIT grew from 241 million euro for 2023, or 7.3% of turnover, to 354 million euro for 2024, equivalent to 8.6% of turnover. The net profit for the group was 288 million euro, up from 163 million euro for 2023 and included positive contributions from both joint ventures and associates and more favorable financial results.

In line with the capital expenditure budgeted for the year, investments for 2024 amounted to 286 million euro compared to 399 million euro a year ago. Capital expenditure was mainly spent on selected expansions of DEME’s fleet capabilities, mainly in its Offshore Energy segment along with capitalized maintenance investment. Free cash flow for the year was notably strong, reaching 729 million euro, compared to 62 million euro for the previous year. This improvement was driven by a significant increase in DEME’s turnover, profitability, a positive impact of working capital, and a lower investment level. As a result, DEME reversed its net financial debt position of 512 million euro at the end of 2023 to a net cash position of 91 million euro at the end of 2024.

The following statements are forward looking, and actual results may differ materially. Considering the current project schedules in the backlog, the pipeline of new opportunities, and fleet capacity, DEME’s management expects turnover and EBITDA margin for 2025 to be at least in line with 2024. CapEx for 2025 is estimated to be around 300 million euro, before larger fleet capacity expansion investments that may be decided upon to support longer term growth opportunities. Also for the mid-term and despite current geopolitical challenges, DEME’s management remains confident that it is well positioned to continue delivering robust performances, supported by a solid orderbook, a strong balance sheet and encouraging market prospects, particularly driven by the accelerating energy transition.

Outlook

DEME delivered another record performance in 2024 with strong turnover and profit growth, as well as substantial free cash flow resulting in a net cash position at year end. Surpassing 4 billion euro, turnover grew 25%, reflecting high activity levels and solid project execution across all of our contracting segments. Also, the orderbook reached a record level exceeding 8 billion euro, demonstrating a very strong fill rate that outpaced the significant conversion of backlog into revenues. The Offshore Energy segment grew its revenue 37% year-over-year, driven by continued solid demand, expanded fleet capacity, high utilization and effective project execution across Europe, APAC and the US. Also, the Dredging & Infra segment performed well and grew year-over-year 22%, on a range of projects including maintenance and capital dredging projects across the globe, as well as major infrastructural projects in Europe. The Environmental segment delivered a revenue growth of 11%, advancing its long-term projects in Belgium, the Netherlands, the UK and Norway. EBITDA grew at a slightly faster rate than revenues, rising by 28% to 764 million euro, up from 596 million euro a year ago. The group EBITDA margin was 18.6%, up from 18.2% last year, primarily reflecting a year-over-year improved performance in the Offshore Energy segment. EBIT grew from 241 million euro for 2023, or 7.3% of turnover, to 354 million euro for 2024, equivalent to 8.6% of turnover. The net profit for the group was 288 million euro, up from 163 million euro for 2023 and included positive contributions from both joint ventures and associates and more favorable financial results. In line with the capital expenditure budgeted for the year, investments for 2024 amounted to 286 million euro compared to 399 million euro a year ago. Capital expenditure was mainly spent on selected expansions of DEME’s fleet capabilities, mainly in its Offshore Energy segment along with capitalized maintenance investment. Free cash flow for the year was notably strong, reaching 729 million euro, compared to 62 million euro for the previous year. This improvement was driven by a significant increase in DEME’s turnover, profitability, a positive impact of working capital, and a lower investment level. As a result, DEME reversed its net financial debt position of 512 million euro at the end of 2023 to a net cash position of 91 million euro at the end of 2024. The following statements are forward looking, and actual results may differ materially. Considering the current project schedules in the backlog, the pipeline of new opportunities, and fleet capacity, DEME’s management expects turnover and EBITDA margin for 2025 to be at least in line with 2024. CapEx for 2025 is estimated to be around 300 million euro, before larger fleet capacity expansion investments that may be decided upon to support longer term growth opportunities. Also for the mid-term and despite current geopolitical challenges, DEME’s management remains confident that it is well positioned to continue delivering robust performances, supported by a solid orderbook, a strong balance sheet and encouraging market prospects, particularly driven by the accelerating energy transition.

Dividend

In line with DEME’s dividend policy, targeted to a pay-out ratio of 33% of the group’s net profit, the Board of Directors will propose to the General Assembly a gross dividend of 3.8 euro per share, marking an 81% increase compared to last year. Subject to the approval of the General Assembly, the dividend payment date is proposed to be set at 30 May 2025.

(1) Free cash flow is computed as the sum of cash flow from operating activities and cash flow from investing activities decreased with the cash flow related to lease repayments that are reported in the cash flow from financial activities.

Consolidated results for the financial year 2024

Financial figures

	FY24	FY23	FY22
Offshore Energy	4,259.2	3,754.7	3,260.9
Dredging & Infra	3,588.9	3,472.4	2,615.7
Environmental	352.0	354.7	313.4
Total orderbook (2)	8,200.1	7,581.8	6,190.0

Orderbook Year-over-year comparison (in millions of euro)

	FY24 VS FY23
Offshore Energy	+13%
Dredging & Infra	+3%
Environmental	- 1%
Total orderbook (2)	+8%

DEME’s orderbook reached a new record, exceeding 8 billion euro, even with the high conversion of backlog into revenue. The year-over-year growth of 8% was mainly driven by continued increases in Offshore Energy orders. While Dredging & Infra experienced a more moderate but still healthy rise, Environmental maintained a stable orderbook. Key additions in 2024 included four major cabling contracts in the Netherlands and Belgium, foundation transport and installation projects in Taiwan and Germany, and Dredging & Infra projects in various regions.# Geographical breakdown (in % of total)

	FY24	FY23	FY22	FY24 VS FY23 (in nominal value)
Europe	71%	58%	55%	+32%
Africa	4%	5%	5%	-14%
Asia (3)	10%	12%	13%	-11%
America	12%	18%	27%	-24%
Middle East	3%	7%	0%	-57%

Europe retained its leading position for DEME, achieving 32% year-over-year growth and representing 71% of the group’s orderbook. In contrast, all other regions saw a decline compared to a strong 2023. With effective project execution on several offshore projects along the US East Coast and minor new additions in 2024, the orderbook for the Americas region declined from 18% of the total a year ago to 12% today, representing a 24% decrease in nominal value.

Orderbook run-off

The table represents future values, and actual results may differ materially.

Orderbook	(in millions of euro)
	Year N+1	Year N+2	Beyond year N+2
2022	2,307.5	1,612.4	2,270.1
2023	3,692.4	2,650.2	1,239.2
2024	3,639.2	2,290.1	2,270.8

The orderbook run-off provides mid-term visibility, supporting our guidance in combination with project pipeline and vessel planning. The current orderbook run- off includes a volume for 2025 in line with a year ago and volumes exceeding 4.5 billion euro spread across 2026 and beyond.

(2) Orderbook refers to the contract value of assignments acquired at the end of the respective reporting period, which have not yet been accounted for as turnover because of non-completion. This amount includes DEME’s share in the orderbook of joint ventures but excludes that of associates. Contracts are not included in the orderbook until the agreement with the client is signed.

(3) The Asia region covers both Asia and Oceania

01 — Introduction

DEME Annual Report 2024

Turnover Year-over-year comparison

	(in millions of euro)
	FY24	FY23	FY22	FY24 VS FY23
Offshore Energy	2,055.0	1,501.5	957.8	+37%
Dredging & Infra	1,962.6	1,604.6	1,524.3	+22%
Environmental	336.8	304.3	206.3	+11%
Concessions	7.8	5.0	2.2	+57%
Total turnover of segments	4,362.2	3,415.4	2,690.6	+28%
Reconciliation (4)	-261.0	-130.0	-35.9
Total turnover as per financial statements	4,101.2	3,285.4	2,654.7	+25%

The group’s turnover increased sequentially each quarter, reaching a record high of more than 4.1 billion euro. For the second year in a row, topline growth exceeded 20% year-over-year. The growth was driven by double-digit increases in all contracting segments, reflecting high activity levels and effective project execution throughout 2024. The main projects for the Offshore Energy segment included Dogger Bank and Moray West in the UK, Coastal Virginia in the US, Île d’Yeu and Noirmoutier in France, and Zhong Neng and Hai Long in Taiwan. The Dredging & Infra segment made good progress in maintenance and capital dredging projects across Europe, Africa, Asia, and the Middle East, and advanced its marine infrastructure works, including the installation of immersed tunnels in continental Europe. The Environmental segment continued its remediation and high-water protection work in Belgium, the Netherlands, the UK, and Norway.

Geographical breakdown (in % of total)

	FY24	FY23	FY22	FY24 VS FY23 (in nominal value)
Europe	60%	63%	75%	+19%
Africa	8%	8%	12%	+19%
Asia	9%	8%	8%	+39%
America	18%	18%	5%	+26%
Middle East	5%	3%	0%	+112%

(4) The reconciliation between the segment turnover and the turnover as per financial statements refers to the turnover of joint ventures. They are consolidated according to the proportionate consolidation method in the segment reporting but according to the equity consolidation method in the financial statements.

Profitability Year-over-year comparison

	(in millions of euro and % of total)			FY24 VS FY23
	FY24	FY23	FY22
EBITDA	764.2	596.5	473.9	+28%
EBITDA margin	18.6%	18.2%	17.9%
Depreciation & impairment expenses	-410.6	-355.2	-318.7
EBIT	353.6	241.3	155.2	+47%
EBIT margin	8.6%	7.3%	5.8%
Net profit	288.2	162.8	112.7	+77%
Net profit margin	7.0%	5.0%	4.2%
Earnings per share (basic and diluted)	(in euro) (5)	11.40	6.43	4.45

DEME realized an EBITDA of 764 million euro in 2024 or 18.6% of turnover, a 28% increase compared to 596 million euro or 18.2% of turnover for 2023. The Offshore Energy segment saw a significant EBITDA margin increase from 15.4% to 21.0%, more than offsetting the slightly softer performance of the Dredging & Infra and Environmental segments, both of which faced a more challenging comparison with 2023. Fueled by a robust EBITDA, EBIT amounted to 354 million euro or 8.6% of turnover compared to 241 million euro, or 7.3% of turnover last year, an increase of 47%. Depreciation and impairment expenses amounted to 411 million euro, compared to 355 million euro a year ago. The increase in depreciation costs is due to investments in upgrading ‘Sea Installer’ and converting ‘Yellowstone’, DEME’s new fallpipe vessel, added in 2024, and IFRS 16 leases. The amount also includes 15 million euro impairment losses compared to 13 million a year ago. The net profit for 2024 amounted to 288 million euro, an increase of 77% compared to the 163 million euro last year, driven by the increase in turnover, stronger profitability, good results from both joint ventures and associates and more favorable net financial results. As a result, earnings per share (basic and diluted) were 11.4 euro per share, compared to 6.4 euro for 2023.

(5) Earnings per share (EPS) are calculated as net profit divided by the total number of outstanding shares, excluding treasury shares.

Net financial debt and balance sheet

	(in millions of euro)
	FY24	FY23	FY22
Operating working capital (6)	-812.5	-471.3	-506.2
Investments (7)	286.4	398.9	483.9
Net financial debt (8)	91.1	-512.2	-520.5
Total cash	853.4	389.1	522.3
Free cash flow (9)	728.5	61.6	-80.4

At the end of 2024, investments in intangible assets and property, plant, and equipment (9) amounted to 286 million euro, compared to 399 million euro a year ago, marking a year of lower investment intensity compared to previous years. In addition to capitalized maintenance and recurring investments, the investments included ‘Yellowstone’, DEME’s new fallpipe vessel, which had its official naming ceremony in June 2024, as well as ‘Karina’, an offshore survey vessel that was added to the fleet and put into operation during the first half of the year. Operating working capital stood at -813 million euro up from -575 million euro at the mid-year point and -471 million euro as of 31 December 2023. This increase is due to a mix of factors including growth in turnover and an increase in advance payments received from customers. Fueled by the positive profitability, lower investment levels and the positive impact of operating working capital, the free cash flow for the year was a positive 729 million euro up from 278 million euro end of June 2024 and 62 million euro at the end of last year. The net financial debt of 512 million euro at the end of last year was reversed to a net cash position of 91 million euro. Total cash amounted to 853 million euro compared to 389 million euro at the end of last year.

(6) Operating working capital (OWC) (+ is receivable, - is payable) is net working capital (current assets less current liabilities), excluding interest- bearing debt and cash & cash equivalents and financial derivatives related to interest rate swaps and including other non-current assets and non-current liabilities (if any) as well as non-current financial derivatives (assets and liabilities), except for those related to interest rate swaps.

(7) Investments is the amount paid for the acquisition of ‘intangible assets’ and ‘property, plant and equipment’. These investments exclude investments in ‘financial fixed assets’.

(8) Net financial debt (+ is cash, - is debt) is the sum of current and non-current interest-bearing debt (that includes lease liabilities) decreased with cash and cash equivalents.

(9) Free cash flow is computed as the sum of cash flow from operating activities and cash flow from investing activities decreased with the cash flow related to lease repayments that are reported in the cash flow from financial activities.

Environmental, Social, and Governance (ESG) Progress

In this chapter we address the developments in the ESG domain over the reporting year by category and highlight the 2024 metrics where relevant. A more comprehensive report will be available in DEME’s CSRD-compliant Sustainability Statements, included in the Annual Report.

Environmental

EU Taxonomy

	(in %)			FY24 VS FY23
	FY24	FY23	FY22
Turnover Taxonomy-eligible activities	45	42	29	+3 ppts (10)
Taxonomy-aligned activities	42	33	26	+9ppts
CapEx Taxonomy-eligible activities	47	49	52	-2ppts
Taxonomy-aligned activities	46	49	52	-3ppts

DEME’s eligible and aligned activities continued to expand in 2024, with 45% of the group’s turnover now classified as Transition to renewable energy and more efficient infrastructure solutions eligible and 42% as aligned. This growth is primarily driven by the group’s involvement in more offshore wind projects. More, as from 2024 the EU Taxonomy requires companies to report alignment with all six environmental objectives, resulting in the inclusion of DEME’s environmental activities in the Taxonomy-aligned turnover. In the following sections we provide some more insights on these developments. DEME advanced its strategy to accelerate the energy transition by contributing to offshore wind farm projects in Europe, Asia and the US.In its Dredging & Infra segment, DEME also continued contributing to the climate transition, through projects such as the construction of the Fehmarnbelt Fixed Link between Denmark and Germany, and the development of Princess Elisabeth Island in Belgium, an artificial energy island. Finally, DEME remains actively engaged in longer term renewable energy initiatives, including the production and storage of green hydrogen. In 2024, HYPORT Energy announced a strategic collaboration with bp for a hydrogen project in Duqm, Oman, as well as a new agreement to develop a green hydrogen production plant in Gargoub, Egypt.

Greenhouse Gas (GHG) footprint & Energy management (in % of total volume)

	FY24	FY23	FY22	FY24 VS FY23
Reduction of GHG intensity (11)	30	-	27	-
Low carbon fuels	5.8	10.3	6.0	- 4.4 ppts

As part of its commitment to address climate change, DEME has set the target to reduce greenhouse gas (GHG) emissions per dredged cubic meter or installed megawatt (GHG intensity) by 40% by 2030, using 2008 as the baseline year. To achieve this goal, DEME is focusing on three key strategic pillars: enhancing operational efficiency, improving technical performance, and transitioning to more sustainable fuels. By the end of 2024, DEME had reduced its GHG intensity by 30% compared to the baseline year of 2008, marking significant progress toward its 2030 target. DEME further expanded its sustainable operational capacity in 2024 with the addition of the vessel ‘Yellowstone’. This state-of-the-art dual-fuel fallpipe vessel is prepared to operate on (green) methanol and fully complies with the latest emission standards. The vessel is equipped with advanced sustainable technologies, including a hybrid power plant to enhance fuel savings and a waste heat recovery system to further optimize energy efficiency. Additionally, DEME is actively working to increase the use of low carbon fuels over conventional ones across its operations. In 2024, the consumption of low carbon fuels decreased to 5.8% of total fuel usage, down from 10.3% in 2023. This setback is primarily due to the non-generalized adoption of such alternative fuels in the industry and the limited availability of low carbon fuels in the main regions of operations.

(10) ppts: percentage points
(11) GHG intensity was not assessed nor audited for the year 2023

01 — Introduction

DEME Annual Report 2024 31

Social

Workforce

	FY24	FY23	FY22	FY24 VS FY23
Headcount	5,822	5,555	5,207	+5%

In 2024, the group’s workforce reached a total of 5,822 people (headcount) at the end of the year, marking a 5% increase from the previous year. DEME continued to invest in retaining and attracting talent in 2024 to support its growth. Among several ongoing initiatives, the most prominent remains DEME’s ‘Where Next?’ campaign - an international employer branding and recruitment program featuring targeted career days, participation in job fairs, and other events.

Safety (Worldwide LTIFR)

	FY24	FY23	FY22	FY24 VS FY23
Worldwide Lost Time Injury Frequency Rate (12)	0.10	0.19	0.23	- 47%

DEME is committed to safety, focusing on Key Safety Performance Indicators (KPIs) and consistently meeting or exceeding targets for toolbox meeting participation, incident reporting, action item closure, inspections, and investigations. The effectiveness of these measures is tracked through safety indicators, with the primary metric being the Worldwide Lost Time Injury Frequency Rate (LTIFR), which remained well below 0.20 at 0.10 in 2024. Institutionalized initiatives, such as Safety Week, Safety Success Stories, and Safety Moment Day, were held in 2024, focusing on working at height, lifting activities, and dropped objects.

(12) The Worldwide Lost Time Injury Frequency Rate (Worldwide LTIFR) is the metric reflecting accidents of DEME employees and DEME temporary employees involving work incapacity (≥ 24 hours or ≥ 1 shift) multiplied by 200,000 and divided by the number of hours worked. The ‘Worldwide’ method is a risk-based method that combines “risk level rate” (= event that resulted in the injury) and “injury rate” (= type of injury). To determine if an incident scores as ‘Worldwide’, the “risk level rate” and “injury rate” are multiplied.

Governance

Board structure

Ms. Kerstin Konradsson, who served as an independent director on DEME’s Board since 2022, has resigned from her position. Ms. Gaëlle Hotellier and Ms. Marieke Schöningh have been appointed to serve as independent directors of DEME’s Board each for a four-year term. This brings the total number of female directors to four out of eleven while maintaining representation across four nationalities, further enhancing the gender and international diversity of DEME’s Board of Directors.

Executive Committee

Effective May 2024, Mr. Stijn Gaytant succeeded Ms. Els Verbraecken as the new CFO of DEME Group NV and became a member of the Executive Committee.

- ••••••••••

Chapter 02. STRATEGY

RELEVANT MARKET DRIVERS

In monitoring and developing DEME’s corporate strategy we keep a keen eye on global megatrends and assess the implications on our business landscape. We have decided to focus our efforts on four global challenges where we can make the biggest impact with our innovative and comprehensive solutions.

01. Global climate change

Under the heading of global climate change, a number of challenges arise such as the need to limit emissions, rising sea levels, and the scarcity of mineral resources required for the energy transition.

Reducing emissions and tackling climate change

The drive to achieve the ambitious goals of the Paris Agreement is becoming more urgent as countries try to slow global warming and move away from fossil-based fuels. The clean energy transition is seeing increasing demand for offshore wind energy and a focus on the importance of future fuels such as green hydrogen.

Rising sea levels and extreme weather events

With much of the world’s population located along the coast and global warming leading to rising sea levels and more extreme weather events, the demand for coastal protection works is increasing, and there is a growing sense of urgency. In this context, as the market’s focus increasingly shifts towards exploring nature- inspired solutions, there is a growing emphasis on reassessing conventional unsustainable methods of managing coastlines and river embankments, with the aim of developing circular, nature-based approaches.

Scarcity of mineral resources & increasing electrification

The growth in the world’s population, urbanization, increasing wealth and the energy transition are leading to unprecedented demand for electrification and in turn, the demand for minerals. Many of today’s clean energy technologies are reliant on the plentiful supply of critical minerals.

02. Environmental challenges

Tackling polluted soil and the need to create and protect land

It is even more important today to value precious land resources and as the population continues to grow the demand for new residential or industrial areas will only continue to increase. Therefore, it is crucial to be able to remediate polluted brownfield sites and give them a valuable new purpose. With the increasing focus on promoting a sustainable and circular economy, it is essential to clean and reuse as much of the cleaned material as possible.

03. Growing population and urbanization

Growing population and urbanization and the need for coastal protection and land reclamation

According to the UN, the global population is expected to climb to more than 9 billion by 2050. Currently around 40% of the population lives within 100 kilometers of the coast and 10% live in coastal areas that are less than 10 m above sea level, leaving them highly vulnerable to sea-level rise and other weather events such as storm surges. This means that flood defense solutions are vital and will become even more important in the future. Additionally, growing urbanization makes it necessary to invest in land reclamation and new infrastructure.

04. Increasing maritime trade activity

Globalization and the growth in world trade and its impact on marine infrastructure

Over the past decades, globalization has led to a substantial increase in international trade between countries worldwide, which in turn means that existing supply chains and trade routes are developing, and new ones are being created as geopolitical and macro-economic forces shift current trading patterns. This requires new ports or the expansion of existing facilities, together with their access channels and other marine infrastructure. Another major trend is that vessels – whether containerships, bulkers or tankers – are getting bigger. Berths, fairways and turning basins have to be dredged and widened to accommodate the next generation of vessels.

PURPOSE, MISSION AND STRATEGIC AMBITION

02 — Strategy

DEME Annual Report 2024 37

Purpose

We aim for a better, livable world and sustainable future by creating value for all our stakeholders. Together with our clients and stakeholders, DEME goes beyond borders, to explore, to take action and to deliver solutions to face the global challenges our planet is confronted with.

Mission and strategic ambition

DEME builds a better, livable world by offering solutions at the interface of land, water and energy. We specialize in offshore energy, dredging, marine infrastructure, environmental projects and concessions. We deliver these projects in a safe, sustainable and efficient way. DEME’s leadership and growth are based on a combination of the best people, the right assets, renowned technical leadership and effective resource allocation. DEME uses these four enablers to ensure its market position and technological leadership in the markets it serves.

STRATEGIC ENABLERS

DEME is committed to achieving its strategic ambition of solidifying its leadership position in providing solutions for global challenges.# 02 — Strategy

DEME Annual Report 2024

By leveraging these key strategic enablers, the company will continue to pursue its vision for the future.

01. The best people

DEME has a seasoned, highly skilled and committed workforce that embodies our values: we care for our clients and the environment, we dare to innovate and push boundaries, and we deliver reliable solutions that clients can trust. Our track record of robust and reliable execution includes the most challenging and complex projects in the world today. The commitment of DEME’s team is exceptional, and we are well equipped to continue to deliver on our promise, based on our unique capabilities and deep industry knowhow and expertise.

02. The right assets

DEME has the right assets to deliver projects. Its state-of-the-art fleet and equipment enable DEME to take on the most challenging projects. We understand what is needed and combine the right set of assets to deliver our clients’ projects on time and within budget. DEME’s dedication to innovation is evident in its pioneering technologies for assets, which enable it to tackle complex maritime projects with unprecedented efficiency and precision. DEME remains at the forefront of the industry and anticipates the future needs and challenges of its clients. Besides assets, DEME is constantly refining its processes and methodologies to minimize its environmental footprint, ensuring that its work leaves a lasting positive impact on the planet.

03. Innovation

Innovation and investments give DEME the competitive edge and positions the company as a front runner. For almost 150 years we have pushed boundaries to excel in the markets we serve. DEME’s unwavering commitment to break ground has propelled it to the forefront of industry trends. The company relentlessly explores cutting-edge technologies, embracing innovation to tackle the most complex marine challenges and to continue to deliver on the most demanding projects. DEME’s team of highly skilled engineers and professionals is constantly refining and enhancing its methodologies, ensuring that DEME delivers sustainable, long-lasting solutions. To further strengthen this capability, DEME also continues to invest in exploring new pioneering initiatives and techniques where we can leverage our capabilities and people.

04. Strength in scale, synergies and stability

Today, DEME is organized around optimizing its operational excellence and this is set to continue. At the same time, the company wants to balance its resource allocation (capital investments and human capital development) and as a result, wisely spend the available resources and invest in the right initiatives to fuel growth and further strengthen the leadership position of DEME. Additionally, and as a result of a continued, disciplined capital allocation policy, the company has a healthy balance sheet and a positive net cash position, allowing it to continue to invest in its mid- and long-term future, and to move swiftly when opportunities arise.

01. THE BEST PEOPLE

THE BEST PEOPLE IN THE INDUSTRY

Our team of more than 5,800 highly skilled professionals demonstrate an innovative and entrepreneurial spirit every day, constantly driving operational excellence with a ‘can do’ attitude. They are committed to finding innovative solutions for our clients, even when tackling the most complex challenges.

More than 40% of our team consists of crew members operating DEME’s specialized fleet of more than 100 vessels. We continuously upgrade our fleet and introduce new concepts to enhance efficiency and performance. The expertise and dedication of our crew are critical in this demanding environment. Their efforts in the field ensure projects stay on track, contributing directly to the smooth operation of our vessels and DEME’s ongoing success.

Lifelong learning

At DEME, we prioritize lifelong careers and lifelong learning. To empower our people, we invest heavily in tailored training programs that allow them to develop their expertise, shape their careers, and achieve their ambitions. We support our employees’ professional growth by providing resources, opportunities, and support for their development. For seafarers looking to transition to shore-based roles, we make every effort to accommodate their aspirations.

In 2024, we launched a revamped training program offering various formats, including classroom sessions, workshops, webinars, and e-learning courses. Our training is structured into five learning journeys, including leadership and technical training modules. Additionally, we have established local safety training hubs in various countries to organize company-specific safety training. Given our growth and increasing presence in the US, Middle East and Asia, DEME also organizes management development programs with training courses for first-time, seasoned and strategic leaders, complemented with an accelerated track. DEME’s internationalization is reflected in these programs.

‘Where Next?’ employer branding campaign

Our employer branding campaign ‘Where next?’ switched to a higher gear, with a strategic approach to campus recruitment, a visit to one of our international projects and a new interactive advertisement campaign, holding a gamification component. In 2024, we welcomed more than 400 new talents.

02. THE RIGHT ASSETS

DEME FLEET

With more than 100 vessels in its fleet, DEME operates one of the most modern and technologically advanced fleet in the industry. Fueled by ambitious investment and upgrade programs, the company ensures it stays ahead of its clients’ future needs and remains on track to become carbon neutral by 2050.

100+ vessels
20 specialized vessels dedicated to offshore energy
50+ specialized vessels dedicated to dredging

The diverse fleet includes groundbreaking vessels such as ‘Orion’ and ‘Green Jade’, which introduce a game-changing floating installation concept to the offshore energy market. DEME also operates ‘Spartacus’, the world’s most powerful mega cutter suction dredger. In line with its goal of maintaining the most sustainable fleet in the industry, several DEME vessels are equipped with dual fuel engines, capable of running on the cleanest available fuels, and two feature a hybrid power plant.

Reinforcing rock placement capabilities with fallpipe vessel ‘Yellowstone’

Boasting an enormous payload of 37,000 tons and at 192 meters long, ‘Yellowstone’ has the largest carrying capacity of any DP2 rock installation vessel in the world. The vessel reinforced the fleet in June 2024 and is equipped with a hybrid power plant which makes it possible to achieve significant fuel savings. ‘Yellowstone’ has a payload of 37,000 tons. TIER III compliant, ‘Yellowstone’ fulfils the latest emission standards and features cutting-edge environmental technology. Embodying DEME’s vision to become carbon neutral by 2050, the fallpipe vessel is the first in the fleet to be prepared for (green) methanol. ‘Yellowstone’ is also the first dual fuel fallpipe vessel in the industry. The vessel is equipped with a central vertical fallpipe for water depths of 600 - 700 meters and an inclined fallpipe for shallow depths of 30 - 50 meters, enabling precise rock placement close to subsea structures like offshore wind monopiles. Given its vast capacity, ‘Yellowstone’ is particularly suited for projects further from shore when longer distances are involved.

Boosting capacity of cable installation vessel ‘Viking Neptun’

With strong demand for DEME’s cable laying expertise, the company upgraded its DP3 offshore installation vessel ‘Viking Neptun’ by adding a second cable carousel. ‘Viking Neptun’ had an existing turntable capable of handling 4,500 tons below deck, but DEME has boosted this capacity substantially by adding a second, 8,000-tons capacity, deck mounted cable carousel system. Continuing efforts to provide a future-proof, sustainable fleet, ‘Viking Neptun’ is fully compliant with emission standards and features the latest environmental technology, including a battery pack for best-in-class fuel efficiency. With impressive seakeeping and DP abilities, ‘Viking Neptun’ can work in the tough conditions in the North Sea. The vessel is already making its mark on the Dogger Bank offshore wind farm, with strong progress on the inter-array cable installation.

‘Viking Neptun’ makes its mark at the Dogger Bank offshore wind farm in the UK.

Geophysical survey vessel ‘Karina’

Joining the G-TEC fleet, a subsidiary of DEME, ‘Karina’ is a cutting-edge survey vessel which will be deployed to carry out a diverse range of works, including UXO surveys. The new vessel is equipped with a hull-mounted dual-head multibeam, side scan sonar, sub-bottom profilers, magnetometers and gradiometer frames. At 55 meters, ‘Karina’ is ideal for performing 2D and 3D Ultra High Resolution Surveys and has a low acoustic signature. The DP vessel operates with very low fuel consumption, even at high transit speeds and is also able to run on biofuel. Since entering service, the new survey vessel has been busy performing successful geophysical campaigns in France, Scotland, the Netherlands and Denmark.

‘Karina’ has already been performing geophysical campaigns in several European countries.

03. INNOVATION

KNOWHOW AND CULTURE OF INNOVATION HELP TACKLE GLOBAL CHALLENGES

DEME’s culture of innovation allows the company to push boundaries - to be an industry leader - both in terms of technological advancements, and developing new markets such as green hydrogen, floating offshore wind and responsible deep-sea mineral harvesting.

Our ingenious engineers have made us a pioneer on many fronts. We were the first company to introduce the floating offshore installation concept to the industry with our trailblazing vessels ‘Orion’ and ‘Green Jade’.It also means that clients bring us on board for projects that have never been seen before, exemplified by the Princess Elisabeth Island, the world’s first artificial energy island. Innovation is also at the heart of DEME’s efforts to meet its sustainability goals and contribute to a better, livable world for future generations. Innovation is fostered within the company through initiatives like DEMEx, a groundbreaking, disruptive campaign which is launched every four years. DEMEx is designed to explore future possibilities and develop creative solutions to worldwide challenges, ultimately creating new business opportunities. Anticipating emerging trends DEME actively encourages the younger generation of employees to anticipate emerging trends, inspiring them to develop solutions. This forward-thinking culture not only helps DEME attract young talent, eager to join a progressive company, but it also supports the retention of skilled professionals, which is crucial for the long-term sustainability of the company. Additionally, DEME regularly launches fast-track ‘Alternatives, Value, Innovation, Smarts, and Optimizations’ (AViSO) campaigns to tackle specific challenges, such as underwater data centers, landfill redevelopment, and wave energy. In 2024, the company once again organized the ‘Captains and Chief Engineers’ Summit, as well as the ‘Chief Electrician Summit’. DEME is committed to reducing greenhouse gases at both operational and technical levels, recognizing the vital role the crew plays in contributing ideas that drive the company’s sustainability efforts. Their firsthand experience on our vessels and projects is invaluable in this process. Business acumen to reinforce innovation In addition to technical expertise and engineering skills, DEME has strengthened its business acumen across the organization. This includes investing in its leadership team, expanding its concessions team, as well as enhancing support for its operational departments. By doing so, the company actively cultivates talent from within while also attracting top professionals who align with DEME’s DNA, long-term vision while reinforcing its innovative spirit. Collaboration key Recognizing that solving global challenges requires collaboration, DEME is embracing an open approach to innovation. The company is actively exploring opportunities with external partners to expand its capabilities. Working together with like-minded partners leads to innovative solutions such as the offshore foundation drill that enabled us to achieve an industry first when we drilled XL monopiles directly into rock at the Saint-Nazaire offshore wind farm.

04. STRENGTH IN SCALE, SYNERGIES AND STABILITY

PORTFOLIO BENEFITS POWERED BY SCALE, FINANCIAL STRENGTH AND EFFICIENT OPERATIONS

Today, in a competitive, project driven business environment, the company is dedicated to achieving operational excellence and will further pursue this trajectory. We aim to meet client expectations while improving our operational process. At the same time, the company wants to balance its resource allocation (capital investments and human capital development) and invest in the right initiatives to fuel growth and further strengthen the leadership position of DEME.

Healthy balance sheet

As a result of a continued, disciplined capital allocation policy, the company has a healthy balance sheet and a sound debt level, allowing it to continue to invest in its mid- and long-term future, and to move swiftly when opportunities arise. The company maintains strict discipline regarding its debt position and remains below the limit of net financial debt over EBITDA below 3, as set forth in the covenants. In 2024, DEME even reversed its net debt position to a net cash position.

Portfolio perspectives

DEME has an effectively diversified portfolio of activities, mitigating risks and yielding multiple benefits.

Risk resilience

Operating in various segments within the project business, the company’s track record demonstrates that challenges in one sector are often balanced by opportunities in another. This resilience has served as a stabilizing factor throughout the company’s history.

Crossover effects

By sharing resources, assets, and expertise across different segments and activities, DEME generates mutual benefits throughout the organization, fostering synergistic effects.

Growth platform

With its current focus on the interface between land, water and energy, DEME’s diversified portfolio provides a robust foundation for stimulating innovation and driving future growth initiatives. This strategic positioning offers ample opportunities for the development of new ideas and expansion into emerging markets. Besides being a growth platform to the business, this portfolio perspective yields career opportunities, for new hires as well as in terms of internal mobility.

02 — Strategy
DEME Annual Report 2024

Focus on operational excellence

Throughout the organization, DEME continuously seeks to improve its performance year after year. This commitment is exemplified by our company-wide and multi-year ‘Digital Vision’ program, aimed at aligning our operations to support future growth. This comprehensive initiative encompasses various aspects, including the optimization of processes, establishment of a digital workplace, and data-driven decision-making to foster integrated insights and facilitate swift value-driven actions. In pursuit of these goals, we collaborate with leading IT and AI partners such as Microsoft. Another significant endeavor is the ‘Fleet Efficiency Program’, a transformation initiative launched in 2023. This program aims to overhaul DEME’s maintenance processes, encompassing routine maintenance, major repairs, and organizational oversight. The overarching objective is to ensure the reliability of DEME’s vessels, while enhancing efficiency and cost-effectiveness to support the company’s future expansion.

Chapter 03. SEGMENTS

“Denisio works as a Project Engineer on the dike reinforcement project in Marken, the Netherlands. With rising sea levels and extreme weather events, the need for flood protection is growing. Together with his colleagues Denisio, is developing innovative solutions to ensure long-term flood resilience.”

Segment	Percentage of DEME Turnover (1)	Net Result from Associates
Offshore Energy	47%
Dredging & Infra	45%
Environmental	8%
Concessions		12.5M euro

HOW DEME IS ORGANIZED

DEME has evolved into a global provider of sustainable marine solutions, structured into four distinct segments, each serving a specific market and operating with its own unique assets, revenue model, and growth strategies.

Global leader in offshore energy, dredging & infra and environmental solutions

(1) Breakdown compared to the 2024 total turnover of segments

Offshore Energy

The Offshore Energy segment provides engineering and contracting services globally in the offshore renewables and non-renewables industry. These activities are carried out with a fleet of specialized offshore vessels. The services include among others the engineering, procurement, construction and installation of foundations, turbines, inter-array cables, export cables and substations. The segment also offers operations and maintenance, logistics, repair and decommissioning as well as salvage services to the market next to landfalls and civil works, rock placement, heavy lift and umbilicals. In addition to these main activities, the group also provides specialized offshore services, including geoscience services and the installation of suction pile anchors and foundations.

Dredging & Infra

Across the globe, DEME carries out a comprehensive range of dredging activities, including capital and maintenance dredging, land reclamation, soil improvement, port construction and coastal protection. These activities are executed with a fleet of specialized dredging vessels, various types of auxiliary vessels and earthmoving equipment. The segment also provides contracting services for marine infrastructure projects. This includes the engineering, design and construction of complex marine structures such as jetties, port terminals, locks and weirs, infrastructure works such as bored and immersed tunnels, foundation and marine works for bridges or other constructions in a marine or fluvial environment and civil works for harbour construction, dams and sea defences, canal construction, revetment works, quay wall construction and shore protection. In addition, DEME is active in the marine aggregates business, which includes the extracting, processing, storage and transport of aggregates. Finally, DEME provides maritime services for port terminals.

Environmental

The Environmental segment focuses on innovative environmental solutions for soil remediation and brownfield redevelopment, environmental dredging, sediment treatment and water treatment. The segment primarily operates in the Benelux, France, and across other European countries on a project-by-project basis.

Concessions

The Concessions segment, unlike the contracting segments, invests in and develops projects in offshore wind, port infrastructure, green hydrogen and other special projects. It operates through participations in special purpose companies – greenfield and brownfield. In addition to creating economic value on its projects and generating equity returns on its investments, the company also aims to secure contracting activities for the Group in the EPC phases of its projects. Under the umbrella of this segment, DEME also holds concessions of seabed areas which contain polymetallic nodules and develops a technology to collect and process these polymetallic nodules containing nickel, cobalt, manganese and copper from the deep ocean floor.

03 — Segments

Segment	EBITDA Margin (2024)
Offshore Energy	21.0%

OFFSHORE ENERGY

Offshore Energy is a global leader in the offshore energy industry, boasting an impressive track record spanning over more than two decades.# 03 — Segments

DEME Annual Report 2024

Performance dashboard

	2020	2021	2022	2023	2024
Orderbook					4,259
Turnover	2,055

(in millions of euro)

	2020	2021	2022	2023	2024
Orderbook					4,3
Turnover	2.1

(in billions of euro)

	2020	2021	2022	2023	2024
Orderbook					4.3
Turnover	2.1

(billions of euro)

	2020	2021	2022	2023	2024
Orderbook					4.3
Turnover	2.1

(billions of euro)

	2020	2021	2022	2023	2024
EBITDA					432
EBITDA margin	18.6%	15.2%	23.2%	15.4%	21.0%

(in millions of euro)

	2020	2021	2022	2023	2024
EBITDA					432
EBITDA margin	18.6	15.2	23.2	15.4	21.0

(%)

	2020	2021	2022	2023	2024
Fleet utilization rate				41	47

(in weeks)

Performance 2024

Offshore Energy delivered an exceptional performance in 2024, with turnover and EBITDA growing two-fold since 2022. Turnover exceeded 2 billion euro, reflecting a 37% growth for the year, following a remarkable 57% growth in 2023. Driven by disciplined and effective project execution the EBITDA margin grew to 21.0%, fueling an 87% increase in nominal EBITDA.

In the US, Offshore Energy reported a very solid installation year, following the operational installation kick-off in 2023 of US East Coast projects. Powered by the effective performance of ‘Orion’ and the project team, the first installation season for Dominion Energy’s Coastal Virginia Offshore Wind project was successfully completed on schedule. The project remains on track with the second installation season set for 2025, and with grid connection targeted for 2026. For the Vineyard Wind project, Offshore Energy deployed ‘Orion’ to complete the installation of all monopile foundations and transition pieces, while ‘Sea Installer’ continued with the turbine installation.

Furthermore, DEME started dredging work for Cenovus Energy’s West White Rose project in Newfoundland, Canada.

In the APAC region, in Taiwan, DEME’s joint venture CDWE, deploying the installation vessel ‘Green Jade’, completed the installation of jacket foundations for the Zhong Neng project and reached the halfway mark of the Hai Long project. Additionally, work began on the Greater Changhua project, deploying vessels from DEME’s hopper dredger and fallpipe fleet for seabed preparation and scour protection work for the offshore substation.

In the non-renewables, Offshore Energy leveraged DEME’s dredging capabilities to complete the pipeline preparation works for the Rosemari project in Malaysia and the trenching operations for the Darwin pipeline duplication project in Australia.

Europe remains Offshore Energy’s most active region with key projects underway across France, Poland and the UK. In France, jack-up vessel ‘Innovation’ continued turbine installations for the Fécamp project and commenced work on the Île d’Yeu and Noirmoutier project, successfully installing monopiles in solid rock seabed, using DEME’s advanced drilling technology. Meanwhile, ‘Apollo’ made steady progress on piling operations for the jacket foundations of the Dieppe - Le Tréport project.

In Poland, the segment completed two out of four directional landfall drills as part of its cable contract for the Baltic Power project. In the UK, the segment successfully completed the foundation works for the Moray West offshore wind farm and cabling works for the Nearth Na Gaoithe project. On the Dogger Bank projects, ‘Viking Neptun’ finalized inter-array cabling works for Dogger Bank A and made good progress on the cable installations for Dogger Bank B. Additionally DEME’s new fallpipe vessel, ‘Yellowstone’ began initial rock placement operations on Dogger Bank C.

The orderbook reached a record high of 4.3 billion euro, up from 3.8 billion euro at the end of last year, driven by strong demand, the recent expansion of fleet capacity, add-ons to existing projects and the addition of new contracts in the APAC region and Europe. Notable additions include the foundation installation contract for the Nordlicht 1 and 2 wind farms in Germany, the foundation and offshore substation installation contract for the Fengmiao 1 offshore wind farm in Taiwan and four cable installation contracts - three in the Netherlands and one in Belgium.

Driven by consistent high utilization across the different projects, vessel occupancy for the Offshore Energy segment reached 47 weeks for the year, or 90% occupancy, up from 41 weeks in 2023 or 78%.

In 2024 DEME added ‘Yellowstone’ to its fleet as the world’s largest fallpipe vessel and installed a second turntable on ‘Viking Neptun’, boosting its cable laying capacity. Additional vessel enhancements are underway, including a crane upgrade conversion for the jack-up offshore installation vessel ‘Sea Challenger‘, targeted to come back in operations in 2026.

Project showcase

Strengthening leadership in engineering excellence and advanced equipment

With a commitment to innovation and sustainability, DEME plays a pivotal role in supporting the energy transition and helping countries in achieving their ambitious climate goals. We were among the first companies to enter the offshore renewables sector and today, we are the leading offshore wind contractor in the world, capable of installing the latest generation XL foundations and +15 MW wind turbines, as well as offshore substations, inter-array and export cables. In the conventional energy industry, DEME services for oil & gas and nuclear industry clients. Operating a modern and versatile fleet of specialized vessels, DEME can perform fully integrated Balance of Plant (BOP), Engineering, Procurement, Construction and Installation (EPCI), and Transport & Installation(T&I) contracts. Moreover, DEME provides specialized offshore services, including geoscience services and geophysical offshore and marine site investigations, as well as environmental surveys to both the renewables industry and the non-renewables sector.

2.1bn euro turnover (2024)
20 dedicated offshore energy vessels
2000 the year we started offshore energy activities
‘Innovation’ equipped with offshore foundation drill.

As DEME forges ahead with its geographical expansion in the offshore wind industry, its traditional European home market is going from strength to strength. The company frequently deploys industry-first equipment to tackle complex challenges and drive innovation in the offshore wind sector. Entering the offshore wind market more than two decades ago, DEME has been active in the Baltic, the North Sea, the Mediterranean and the Atlantic. The diverse, versatile fleet and equipment enables the company to take on any wind farm scope.

Philip Scheers, General Manager Subsea Power Cables, emphasizes: “DEME aims to maintain its leading position in the European market. We can successfully perform installation projects for any wind farm component - turbines, foundations, jackets, transition pieces, cables, rock placement and pin piles.”

“The expertise and equipment we have in-house allows us to provide a one-stop shop for all packages a wind farm developer requires - from surveying and seabed preparation, to foundation, cable, turbine installation and scour protection.”

Integrated approach

This integrated approach allows clients to award either multiple packages or full BOP contracts. The ability to take on multiple contracts is highlighted by the awards for the Île d’Yeu and Noirmoutier and Dieppe - Le Tréport offshore wind farms, where DEME won different contracts for the foundations, cables and offshore substations. DEME ensures it always has the right equipment to deliver on complex projects.

“The expertise and equipment we have in-house allows us to provide a one-stop shop for all packages a wind farm developer requires.”

Scheers enthuses: “This is all being done by one team. We can deal with multiple scopes and manage the interfaces. DEME’s combined expertise and our strong financial foundation means that our clients can demonstrate our strength and capabilities to their end- client, lenders and advisors. They know we will deliver their projects on time.”

Complex engineering challenges

Reliability is combined with the ingenuity of DEME’s people who are known for being undaunted when it comes to complex engineering and project challenges. For example, DEME is the only contractor able to drill XL monopile foundations into rock as it demonstrated at the Saint-Nazaire offshore wind farm. The timely delivery was made possible by two key pieces of equipment: a 350-ton offshore foundation drill and the MODIGA. The MODIGA encapsulated the drilling, installation, and grouting operations, shielding them from harsh Atlantic conditions and improving efficiency. Initially 50 meters high during the Saint-Nazaire project, the MODIGA was modified for the Île d’Yeu and Noirmoutier project to better support the challenges faced. This, along with a strong partnership with the client, has enabled excellent progress on the wind farm in 2024.

Cable awards featuring industry-first solutions

2024 has seen the company secure four cable awards – some of which will see industry-first solutions. In the most extensive cabling award in DEME’s history, two contracts were secured for the IJmuiden Ver Alpha and Nederwiek 1 offshore grid systems in the Netherlands. The scope includes cable engineering and installation both within a lake and offshore. This is the first time offshore wind cables will be installed under a lake, deploying project specific equipment.

“We are really proud to play a role in this important national project. These works protect the Netherlands in terms of energy security and support our client’s ambition to become emission free.”

Princess Elisabeth Island

A consortium consisting of DEME and Hellenic Cables was awarded a contract for the supply and installation of the high-voltage subsea export cables for the Princess Elisabeth Island in the Belgian North Sea. The energy island, developed by grid operator Elia, will become the cornerstone of a European high-voltage grid at sea. The scope comprises the design, supply and installation of 165 kilometers of subsea power cables. Also here, innovative equipment designed by DEME engineers will be deployed.# In a fourth contract, DEME is set to carry out the transport and installation works for 114 kilometers of inter-array cables and the secondary steel scope for the 800 MW OranjeWind offshore wind farm. “2024 has been a great year for cable projects and some really exceptional wins,” Scheers adds. “We are continually making sure we have the right equipment to carry out these complex projects. For example, the ‘Viking Neptun’ was upgraded with a second cable carousel of 8,000 tons. This is one of the largest in the industry and allows very long cables to be installed in a single section – up to 80 kilometers.” “And undoubtedly another key element in winning these large-scale, complex projects is maintaining fruitful partnerships such as those with the leading cable manufacturers. This is vital to be successful.”

Project showcase

Global expansion in offshore wind

Building on a strong foundation of innovation and expertise, DEME is bringing its advanced fleet, skilled teams, and cutting-edge solutions to new offshore wind markets in Asia, the US, and beyond. By addressing local challenges and tailoring approaches to meet regional needs, DEME continues to deliver impactful projects globally. Globally, offshore wind is being identified as an important part of the energy mix as countries push on with the clean energy transition and energy independence is also a key driver. Jan Van Rossum, General Manager Offshore Installation Europe & Americas, comments: “We have this unique expertise, built up over the last decades in Europe. Our capabilities are clear, we are a leading contractor in offshore wind which allows us to export our knowledge to other continents to support our clients – wind farm developers and Original Equipment Manufacturers (OEMs) – that are expanding worldwide and are looking for reliable partners.”

Local partners

Marco Kanaar, General Manager Offshore Installation APAC, says: “We are building up our presence in the APAC region step by step, currently with a solid basis in Taiwan through our joint venture CSBC-DEME Wind Engineering (CDWE) and in Japan with our partner PentaOcean with whom we have set up a joint venture called Japan Offshore Marine. Both Taiwan and Japan lack their own resources such as coal, natural gas and oil and need to take steps to be less dependent on imports.” Both point out that it is vital to have the right partners and a local presence to achieve success, because the challenges of entering new markets are considerable. In Taiwan, the geophysical challenges are significant, requiring careful consideration in the design and installation process. Therefore, heavy, robust jacket foundations are preferred over monopiles, and this needs a different set up on the heavy lift offshore installation vessels. ‘Green Jade’, with its pioneering floating offshore installation concept, is the ideal vessel for installing jackets. CDWE is the first and only company to operate such a vessel in Taiwan to secure priority rights, and to bring the floating installation technique to Taiwan. “In the US market, the challenges are different. DEME is bringing its vast technological expertise, but certainly DEME is broadening its knowledge about the project environment in the US,” Van Rossum says. “We have and keep on developing smart solutionsfor different type of installations. Our pioneering vessel ‘Orion’ brings a next-level, floating monopile installation concept to the industry and is certainly making a difference in the US.”

Busy year in the US and Asia

2024 has been busy in both the US and Asian markets. DEME is halfway through the installation campaign for the monopile foundations at the 2.6 GW Coastal Virginia Offshore Wind (CVOW) project for Dominion Energy. “We are bringing our advanced, proven technological solutions such as vibro hammering and impact hammering, combined with state-of-the-art noise mitigation technologies,” Van Rossum adds.

03 — Segments DEME Annual Report 2024 61

DEME also completed the final foundation installation at Vineyard Wind 1, the first commercial-scale offshore wind farm in the country, and will assist in turbine installation in 2025.

Zhong Neng completes early

Meanwhile, in Taiwan, CDWE successfully completed the installation campaign for the jacket foundations and turbines at the 298 MW Zhong Neng offshore wind farm. Kanaar emphasizes: “Zhong Neng was our first foundation installation project in Taiwan, and CDWE operating ‘Green Jade’ was the first contractor to deliver the project on time.” CDWE has also made solid progress at the Hai Long offshore wind farm, which will have a capacity of up to 1 GW when fully operational. In 2024, the joint venture company installed 37 turbine foundations, two jackets for offshore substations, and one topside. “Hai Long stayed on track, and we completed our full scope for the year by mid-November.” Kanaar says that working with local partners is essential for success: “Through CDWE, we understand the local network, subcontractors, and authorities, which helps open doors with the government. Our expertise, equipment, and strong partnerships with subcontractors, suppliers, OEMs, and the local workforce are essential for project success and risk mitigation. With the substantial volume of gigawatts to be installed, fostering strong market relationships and collaborative learning are crucial for successful execution.” Zhong Neng marked ‘Green Jade’s’ first foundation installation project in Taiwan.

experience in more than 90 countries
8 immersed tunnel projects executed
18.3% EBITDA margin (2024)

DREDGING & INFRA

For almost 150 years, DEME has been a pioneer in sustainably creating new land and infrastructure for the future. The Dredging & Infra segment performs a diverse range of activities, extending from capital and maintenance dredging to land reclamation, port construction and coastal protection. DEME operates a fleet of high-tech vessels, including dual fuel trailing suction hopper- and cutter suction dredgers, and takes particular pride in owning the world’s most powerful and sustainable cutter suction dredger, ‘Spartacus’. Marine engineering infrastructure works complement and reinforce these dredging activities. The team’s expertise includes designing and building port and inland waterway infrastructure, civil works like bored and immersed tunnels, and other marine infrastructure such as dams, sea defenses, quay walls and shore protection.

50 + dredging vessels
2.0 bn euro turnover (2024)

Cutter suction dredger ‘Amazone’ in Abu Qir II, Egypt.

03 — Segments DEME Annual Report 2024 63

Performance dashboard

	2020	2021	2022	2023	2024
Orderbook
(in millions of euro)	3,472	3,589	1,963
Turnover
(in millions of euro)					2.0 bn
EBITDA & EBITDA margin
(in millions of euro)	358
15.7%	16.7%	18.6%	20.7%	18.3%
Fleet utilization rate
- CSD / TSHD
(in weeks)

(1) Trailing suction hopper dredger
(2) Cutter suction dredger

TSHD (1) CSD (2)

03 — Segments DEME Annual Report 2024 65

Performance 2024

Dredging & Infra reported a turnover of almost 2 billion euro, marking a 22% increase from the previous year. Orderbook remains steady at 3.6 billion euro, driven by demand across various regions. Driven by sustained high activity levels and disciplined project execution, EBITDA grew by 20%, resulting in a solid EBITDA margin of 18.3%, compared to 18.6% in 2023.

In Europe, Dredging & Infra maintained strong activity levels on both capital dredging and maintenance dredging projects, further expanding its presence in several strategic regions. In Belgium, maintenance dredging activities were carried out on the river Scheldt. On the infrastructure side, notable progress was made on the Oosterweel Link project, including tunnel element construction and work at the left bank site. Additionally, the Princess Elisabeth Island project advanced with the construction of the caissons, seabed preparation and foundation layer installation.

In the Netherlands, DEME Infra successfully completed the Rijnlandroute and Blankenburg Connection projects and celebrated the inauguration of the New Lock Terneuzen, representing three milestone marine infrastructure projects and demonstrating DEME’s ability to leverage its synergies across various activities.

In Italy, the segment is actively engaged in modernization works in Ravenna and extension projects in Livorno and Naples.

In France, civil works for the Port-La Nouvelle development advanced into a new phase including constructing a new jetty, the team also completed rock dredging works at La Pallice, La Rochelle and recently secured a sizable contract to build a new access channel in Le Havre, linking Port 2000 with the Seine estuary.

In Germany, Dredging & Infra has completed the first widening phase of the Kiel Canal and secured a new contract for the construction of an offshore wind terminal at the port of Cuxhaven.

In Denmark, construction of tunnel elements for the Fehmarnbelt tunnel project is advancing, and preparations for the installation phase are continuing with the delivery of the immersion pontoon.

In the UK, DEME successfully completed maintenance work on the access channel to London Gateway Port along the River Thames. Additionally, the team secured a contract for the port of Ardersier including capital dredging for the port and access channel.

Overseas, in the Middle East, the segment continued capital dredging and land reclamation work for the expansion of the Port of Abu Qir in Egypt. In Saudi Arabia, the Port of Oxagon Phase 2 project is progressing steadily, with dry earth excavation works well underway in preparation for cutter suction dredging activities scheduled for 2025 and 2026. Meanwhile, the team successfully completed dredging activities in Abu Dhabi by the end of the year.# 66 Project showcase Partnering to design, engineer and construct the world’s ports

In light of an expanding global population and the resulting growth in world trade and maritime activity, new ports are being constructed and existing ports extended. Additionally, in recent years the maritime industry has seen the arrival of ultra large container vessels, bigger tankers and bulk carriers, which puts a strain on the capacity of existing infrastructure.

Amedeo Peyron, Area Director Middle East, comments: “The increasing size and draft of ships allows them to carry more cargo and consequently port operators want to upgrade their facilities, whether this is wider access channels or deeper berths. They want to be more efficient, have a faster vessel turnaround and more throughput.”

“As well as this, new trading patterns are being established. This is partly a result of a decoupling of the US and Chinese economies,” Peyron says. “Instead of producing in China, some manufacturers are going to Vietnam, Egypt, Turkey and India. This is leading to a relocation of cargo streams, heavier volumes of traffic in different ports and new supply chains.”

Another key driver for port construction is the energy transition, whether this is for LNG terminals or those tailored to offshore wind or green hydrogen such as Port-La Nouvelle in France and the Port of Duqm in Oman respectively.

“Ports very rapidly see the changes first. They are the gateways for a country’s economy.”

When performing dredging operations, DEME always aims to maximize the reuse of sand and sediment.

03 — Segments

DEME Annual Report 2024

Leveraging sustainability in port development

With nearly 150 years of dredging expertise, DEME has many long-lasting relationships with port and harbor authorities in all corners of the globe. As a trusted partner and supported by our highly specialized equipment, DEME can assist port operators with their planning and preparations for adapting an existing facility or building an entire new port. This covers everything from initial feasibility and soil investigation studies, through to the construction of dikes, breakwaters, quay walls and jetties.

Importantly, DEME considers the long-term sustainability of any project, stresses Peyron. “We focus on innovative solutions to enhance sustainability by maximizing the reuse of sand and sediment during dredging operations. By working with our clients, we ensure dredged material is used for land reclamation, minimizing the environmental footprint of port construction.”

Several projects in our track record , such as the Tuas Terminal Project 1 in Singapore and the deepening of the Świnoujście- Szczecin Fairway in Poland, illustrate our capabilities in delivering sustainable, large-scale solutions. The TTP1 project involved constructing a new terminal, with DEME recycling soil and sand to minimize the need for imported fill. For the project in Poland, DEME’s circular-economy approach led to the creation of artificial islands, providing new habitats for migrating birds and ecosystems both above and below the waterline. For the new Hutchison Ports Abu Qir Container Terminal in Egypt, dredged material from the access channel was used to build up the land needed for the terminal.

“Another key point of difference between DEME and its competitors is the ability to form fruitful, longstanding partnerships,” Peyron stresses.

Worldwide partnerships

“Partnerships are very important to DEME. Particularly outside of our home market we will bring the dredging and reclamation expertise and then work with a partner to carry out the civil works. There are so many interfaces involved in these complex projects, it is vital to have the right partner. Decisions have to be made about when to dredge, build the civil works, carry out the reclamation and these are all intertwined. It is only possible to optimize and manage these interfaces if there is a good, trusting cooperation with a civil contractor.”

Last year, significant progress was made at Abu Qir 2, DEME’s largest port and land reclamation project, which includes the reclamation of 1,000 ha and over 150 million m³ of material. DEME’s consortium partner GIECO is constructing quay walls and breakwaters. At earlier projects, such as TTP1, DEME partnered with Daelim Industrial from South Korea for the construction of quay walls. Similarly, for works at the Port of Gdańsk for a new container terminal, DEME collaborated with the Polish civil contractor Budimex.

Port of NEOM

In 2024, DEME, working alongside the international marine construction group Archirodon in a consortium, was very busy pushing ahead with the second phase of transformation work for the Port of NEOM, the Duba Port expansion project in Saudi Arabia. The scope of work includes extensive dredging and excavation works, widening of the access channel, expansion of the quay wall and dry earthworks.

Oxagon Phase 2 will provide the existing Port of Duba with a new basin equipped with an extensive quayside tailored for handling automated container operations. The dredging activities will enable the world’s largest ships to call at the port.

“All materials recovered as part of the channel development will be used to support the wider development of Oxagon,” Peyron says.

DEME is performing the dry excavation and dredging works, while Archirodon constructs the quay walls. This really highlights the advantages of DEME working with like-minded partners, he says, and resulted in a rapid mobilization.

“We were delighted to win this international tender partnering with Archirodon, which is also a very well-respected player in the Middle East. We were chosen from some very tough international competition. Within the consortium each partner does what they are best at. We trust each other and always find a mechanism to execute the works in a good cooperation, on time and within the budget. Trust and good interface management and a consistent business culture enables us to keep the communication lines open and find solutions to fulfil the client’s requirements.”

“Particularly outside of our home market we will bring the dredging and reclamation expertise and then work with a partner to carry out the civil works.”

Leveraging the strength of synergies

DEME’s expert knowledge, decades of experience and technologies from our four segments are often combined to provide the best, multidisciplinary solutions for our clients. Large-scale infrastructure projects, such as the New Lock Terneuzen and the Blankenburg Connection, both officially inaugurated in 2024, as well as ongoing projects like Oosterweel, Fehmarnbelt, and the port extension at Port-La Nouvelle, exemplify how DEME leverages the many synergies within the group.

Alex Vandemeulebroecke, Project Director Operations for the New Lock Terneuzen, explains how the pooling of knowledge from different segments was crucial when finding the optimal solution for immersing the two concrete bottom grids in the lock complex.

“These multidisciplinary projects truly highlight the strength of DEME ’s diverse expertise and how we provide fully integrated solutions for our clients. The true meaning of One DEME!”

“Our dredging and infra teams collaborated closely to design and submerge the bottom grids, finding a technical solution to regulate the water level in the lock due to the high salinity of the River Scheldt and canal water. DEME’s dredging experts excavated the lock chamber, while the grids were precisely immersed into the gravel bed under the supervision of our infra experts. A drydock was built and flooded to float the grids, similar to methods used in immersed tunnel projects. This integrated approach is also seen in the Blankenburg Connection, showcasing DEME’s ability to offer comprehensive solutions across infrastructure projects.”

Additionally, DEME’s environmental experts played a key role in treating contaminated soil from the New Lock Terneuzen project at their treatment centers in Belgium. Carrying out the remediation work in-house minimized the impact for the client. DEME also supplied the marine aggregates for the concrete through its building materials business. Some of the dredged soil from the front of the lock was also used to replenish the foreshore of beaches along the Belgian coast.# Segments

DEME Annual Report 2024

Reducing risk, maximizing efficiency
Melisande Celis, Project Director at the Port-La Nouvelle project, emphasizes the importance of teamwork across DEME’s different segments: “Both our dredging and infra teams understand the constraints, whether it’s time or budget. We can look at how to solve any issues that come up and work efficiently together. We reinforce each other for the common goal. That’s DEME’s big strength — Segments DEME Annual Report 2024 69 Our dredging, infra and environmental teams collaborated closely on the construction of the New Lock Terneuzen. – bringing together our experience and knowledge from different segments and using this to benefit the project overall.”
Celis continues: “Our clients don’t deal with subcontractors. They work directly with us, the contractor. With large- scale projects like these, unexpected challenges are inevitable. However, our unified team always works together to find solutions, ensuring we keep the project on track while minimizing risks, costs, and impact on planning.”

Concessions, dredging and infra

The Port-La Nouvelle project further highlights the benefits of combining DEME’s diverse expertise. As a shareholder in a public-private partnership (PPP), DEME holds a 40-year concession for the construction, operation, and management of the port. The project aims to develop Port-La Nouvelle into a sustainable green port, with a focus on offshore wind and green hydrogen, among other activities. DEME’s dredging and infrastructure teams are also responsible for the Engineering, Procurement, and Construction (EPC) contract.

Celis notes, “At Port-La Nouvelle, we have streamlined communication and strong collaboration across teams. Our dredging and infrastructure experts know how to build a port, while the concessions team understands the long-term operations and management. But there is always expert marine engineering at the heart of it.”
Vandemeulebroecke agrees, adding: “These multidisciplinary projects truly highlight the strength of DEME ’s diverse expertise and how we provide fully integrated solutions for our clients. The true meaning of One DEME!”

ENVIRONMENTAL

DEME Environmental is a leading provider of innovative solutions for soil remediation, brownfield development, environmental dredging, and sediment treatment. Backed by a well-established network of fixed and mobile treatment facilities across Belgium, the Netherlands, and France, we have been tackling the challenges of polluted soils and waterways for decades. Our expertise and dedication enable us to transform contaminated brownfield sites into valuable assets, breathing new life into these areas.
Our comprehensive soil remediation portfolio includes an advanced soil washing technique specifically designed to address PFAS contamination. Moreover, we are constantly expanding our recycling centers in Belgium, with a current capacity of 500,000 tons per annum. This investment demonstrates our commitment to sustainable solutions and our ability to handle large-scale remediation projects.

12.9% EBITDA margin (2024)
337m euro turnover (2024)
18 treatment centers or plants (fixed and mobile)
1988 the year we started environmental activities

Dike reinforcements works in Marken, the Netherlands

Performance dashboard

	2020	2021	2022	2023	2024
Orderbook (in millions of euro)	355	352	337	337	352
Turnover (in millions of euro)					337

	2020	2021	2022	2023	2024
EBITDA (in millions of euro)	51	25	16	17	44
EBITDA margin	11.7%	10.1%	12.1%	16.8%	12.9%

03 — Segments DEME Annual Report 2024

Performance 2024

The Environmental segment achieved double digit turnover growth compared to last year. EBITDA for 2024 was 44 million euro, with an EBITDA margin of 12.9%, down from 16.8% a year ago. EBITDA in 2023 included a non-recurring settlement on a completed project in the Netherlands. Orderbook stood at 352 million euro from 355 million euro a year ago.
The topline growth was driven by ongoing work on long-term and complex remediation and high-water protection projects across Belgium, the Netherlands, UK and Norway. In Belgium the Cokeries du Brabant project was successfully completed while the Blue Gate project, initiated in 2016, advanced to the full-scale development phase of the site. Additionally, the long-term project for the reconversion of a former ArcelorMittal site in Seraing, near Liege commenced. Other main ongoing projects include Oosterweel in the Antwerp region and Feluy in the Hainaut region.
In the Netherlands, key projects include the dike reinforcement initiatives GoWA and the recently initiated Marken project. Work on a PFAS remediation project at Schiphol has been delayed due to permitting issues. In the UK, the Bowling project was finalized and received recognition at the 2024 Brownfield Awards. Meanwhile remediation work for the brownfield joint venture project with Veidekke, near Bergen, Norway, advanced and is set to continue through 2025.
Environmental is also working on some selected initial environmental study efforts in the UK and Italy, actively exploring new, targeted opportunities. Environmental also established an innovative joint venture, Cargen, in 2024. Cargen is at the forefront of the integration and application of active carbon for water treatment and remediation solutions. These solutions further enhance DEME’s environmental portfolio and strengthen its positioning within the value chain.

Project showcase

More than two decades successfully redeveloping brownfield sites

A growing population and increasing urbanization and their impact on scarce land resources is a trend seen worldwide. DEME is helping to tackle this global challenge by focusing on the circular economy and creating new land. This is highlighted by our strategy to source and acquire contaminated brownfield sites, together with like-minded partners, and redevelop them, giving them a valuable future purpose.
For more than 20 years DEME has been targeting these disused industrial areas where economic activities are severely impeded or rendered impossible due to historic contamination of the soil and groundwater.

Denis Drousie, General Manager DEME Environnement, comments: “The growth of the population and in turn, pressure on land, means that it is necessary to reuse as much land as possible if we are to avoid building where there should be green spaces.” Having been targeting these neglected, contaminated sites for more than two decades, DEME is ahead of the curve in its home market. Drousie explains that there has been more political and public awareness in Belgium over recent years, which led to new laws forbidding construction activities on greenbelt land. “There is real political impetus, with a campaign to stop concreting over nature. But our own strategy demonstrates that we are a front runner – we were doing this decades before the legislation was introduced.”

Multidisciplinary approach

DEME’s expertise related to brownfields goes well beyond being only a contractor for the environmental works. “We provide a multidisciplinary approach, we don’t just tackle the remediation of the soil. Following on from a request from the owner of the site or a local authority, we are asked to imagine, redesign and redevelop the entire site. This process includes securing all the necessary permits and ultimately delivering a new masterplan for its future.”
This could be for sustainable industries, business parks, residential and recreational areas, he adds. “Everything is possible. But here our expertise is invaluable. We have to find the best balance between the current status - the costs and challenges of treating the polluted site, the feasibility of the technical solution - and then balance that with the future options once it is redeveloped. It is very difficult and because of our experience we can reach the optimal solution. This is DEME’s ‘trademark’ and differentiates us from our competitors.”
Another important factor is DEME’s ability to take on a vast amount of responsibility, not just for the environmental remediation but also financial responsibility. Given the complex nature of the redevelopment of heavily polluted areas, projects are often based on a design, build and finance approach. “The owner of the site wants to find a solution to the problem. We make the owner a lumpsum offer following negotiations and agree to take it ‘off their hands’. DEME is then the new owner and becomes responsible. We find the best solution and give the former owner peace of mind.”

03 — Segments DEME Annual Report 2024

Transforming Feluy brownfield site

The Feluy site in Belgium is a prime example of sustainable brownfield redevelopment. Initially owned by one of the world’s largest chemical companies, DEME was approached in 2015 to form a public-private partnership with Wanty, a road construction and sewage specialist, and IDEA, a local intercommunal company. The PPP oversees the site's purchase, remediation, and redevelopment. Work on the 65 ha site, designated for industrial use, began in 2023. Post- remediation, 47 ha will support industrial activities, 12 ha will foster biodiversity, and 6 ha will be allocated for roads and pavements. Addressing challenging solvents, DEME's environmental experts developed a specialized bioremediation approach over several years.

Sustainable redevelopment model

To avoid truck journeys and the resulting CO2 emissions, 70% of the soil treatment will be carried out on site. “We have also developed a truly circular solution because we will eventually bring 4 million tons of recycled, clean soil from our Belgian treatment centers for backfilling and creating level surfaces, preparing it for the construction of new buildings,” Drousie says. “DEME is the only one doing this in Wallonia. This integrated, collaborative approach is truly innovative.We worked intensively with the chemical company and IDEA and at the same time, with the local authority to get its support.” “Our own shareholders also play a vital role. We acquire and take on the responsibility of a contaminated site and have a vision for its future. They know we have the expertise and experience to tackle such a complex project and make it a success. All the stakeholders in the PPP work closely together to find the best solution, whatever the hurdles - we keep on track. The Feluy site is a great model for sustainable redevelopment and highlights how these large-scale remediation projects are possible with very little public funding.” DEME develops circular solutions to maximize land reuse.

Project showcase

Reinforcing PFAS treatment capabilities

DEME ’s diverse range of specialist soil remediation techniques includes a pioneering soil washing technique to deal with PFAS, so-called ‘forever chemicals’, a contaminant found in hundreds of everyday household items, from cosmetics to non-stick pans, to firefighting foam. DEME delivers a comprehensive solution for PFAS polluted soil and water.

03 — Segments

DEME Annual Report 2024

Taking a leading role in tackling the worldwide PFAS problem

For the last four years we have been exploring PFAS techniques and ultimately, we would like to be a one-stop shop for PFAS cleaning.

Four years ago DEME started to investigate how its expertise could lead to a solution, resulting in a pioneering treatment method known as the DEME Hybrid Soil Washing Process. In 2024, DEME has further reinforced its PFAS cleaning capabilities. It has boosted its capacity to handle PFAS polluted soil at its treatment centers.

Joint ventures to offer a total solution

True to its innovative spirit, DEME has taken a major step and set up a joint venture, named Cargen Group BV. The new company specializes in activated carbon and filter solutions, including manufacturing its own carbon capture filters. DEME and C-Biotech have formed a joint venture - Fytolutions – that addresses PFAS contamination through a nature-based solution that incorporates industrial hemp.

Dirk Ponnet, General Manager of DEME Environmental, comments: “We have been developing remediation solutions for soil and water for decades. DEME invests heavily in nurturing innovation in our company and R&D. We are the first to focus on PFAS, which has only come to the world’s attention relatively recently. For the last four years we have been exploring PFAS techniques and ultimately, we would like to be a one-stop shop for PFAS cleaning.”

Hybrid Soil Washing Process

The DEME Hybrid Soil Washing Process for PFAS is a combination of a soil washing and a water purification process. Soil washing transfers soil to water, which is purified using active carbon filters. The carbon is heated to 400° Celsius under high pressure, destroying PFAS and converting it into harmless products.

“Given our expertise in remediation techniques, we believe we can really make a difference and use this experience in the PFAS sector.”

This drive to make a difference led DEME to establish the new Cargen joint venture. “Active carbon filters are used a lot for beverages, food production and all types of industrial waste. We are focusing on a subsegment of the market - biogas, polluted groundwater and soil remediation. We are sure that the active carbon solution is a really good option for PFAS cleaning.”

Ponnet adds: “This sends out a strong message to the market - we deliver a comprehensive solution for PFAS polluted soil and water. We have the experts, techniques and treatment solutions. And we can also deliver the active carbon filters and perform the remediation at our own treatment facilities.”

Projects continue even when PFAS discovered

This ability to offer a total package of solutions for PFAS is highlighted by the Oosterweel Link, one of the largest infrastructure projects ever to take place in Belgium. This project also demonstrates the advantages of being able to leverage cross synergies within DEME. Completing the Antwerp Ring Road and including the construction of the Scheldt Tunnel, the project is being performed in a consortium, including DEME. During the soil investigations PFAS was discovered, which could have potentially led to severe delays or even a complete halt to the project. “Fortunately, DEME can take care of the PFAS, allowing work to continue on this important project. It is beneficial for our clients that we have all these capabilities in- house,” emphasizes Ponnet. During the project around 1 million tons of soil will be treated at DEME’s treatment centers in Belgium.

Additional capacity in treatment centers

Furthermore, PFAS handling capacity is being added to its treatment centers such as Charleroi in Belgium and Den Helder in the Netherlands. The treatment facilities can handle up to 3.5 million tons of soil annually, and DEME also has several mobile plants for treatment onsite.

Potential opportunities are clear. Already DEME has been awarded a contract to clean and treat PFAS polluted soils at Amsterdam Airport Schiphol. “Currently we are performing many feasibility studies for dealing with PFAS for several European clients. We are able to offer an effective and sustainable solution.” “The scale of the PFAS contamination problem is immense – we want to show we have the professionals, the knowledge, facilities and techniques - we are ready.”

144 MW beneficial ownership in wind energy

CONCESSIONS

DEME Concessions oversees a diverse portfolio of concessions across offshore wind, infrastructure, green hydrogen, and mineral harvesting. Unlike DEME’s contracting work, DEME Concessions actively invests in, develops, constructs, and operates these concessions, fostering long-term partnerships, generating recurring revenue streams, and creating sustainable value for shareholders. Building on its success in traditional markets, DEME strategically expanded into technically challenging and less mature sectors like offshore energy, green hydrogen, and responsible deep-sea mineral harvesting. This strategic move has already yielded significant achievements, including the 2 GW ScotWind concession.

Global network to source new project leads and forge successful partnerships

12.5 m euro net result from associates in 2024

03 — Segments

DEME Annual Report 2024

DEME holds a 40-year concession at Port-La-Nouvelle, France.

Performance dashboard

Net result from associates

	2020	2021	2022	2023	2024
(in millions of euro)	37				12

12 Performance 2024

The Concessions segment associates delivered a net result of 12 million euro, down from 37 million euro a year ago. The second half of 2024 experienced softer wind production compared to both the first half of the year and 2023, which had benefitted from higher electricity prices and new legislation in Belgium. The Concessions segment continues to operate wind farms in Belgium, prepares for upcoming tenders in the country, and remains actively engaged in the ScotWind concession project. For dredging & infrastructure, DEME maintained its focus on projects both in portfolio and under construction including Blankenburg in the Netherlands, Port-La-Nouvelle in France and port of Duqm in Oman and moved ahead on the preliminarily awarded project for the new deepwater terminal for the port of Swinoujscie in Poland. As part of its long-term growth initiatives in the green hydrogen sector, DEME and OQ announced in July a strategic partnership with bp where bp joined as an equity partner and operator of the HYPORT Duqm project, acquiring a 49% stake. Additionally, DEME HYPORT Energy announced a cooperation agreement with the Egyptian government to develop a large-scale green hydrogen project in and around the Port of Gargoub. DEME’s Global Sea Mineral Resources (GSR) continues to monitor legislative developments at the International Seabed Authority, with decisions regarding the regulatory framework expected for 2025.

03 — Segments

Advancing the energy transition with offshore wind concessions

DEME continues to play a significant role in the Belgian offshore wind sector, with concessions in wind farms such as Rentel and SeaMade. Simultaneously, DEME is actively advancing its 2 GW ScotWind concessions project. Through Thistle Wind Partners, a con- sortium including DEME, the ScotWind concessions encompass the Bowdun and Ayre Offshore Wind Farms. DEME will serve as the EPCI contractor, leveraging its extensive experience from projects like Moray East and Moray West. Bowdun, located 44 kilometers off Aberdeen, will feature fixed foundations with XXL monopiles, while Ayre, situated 35 kilometers east of the Orkneys, will utilize innovative floating solutions to overcome the challenges of deeper waters. Both sites present significant technical hurdles due to extreme metocean conditions. Each project includes a 10-year lease option, demonstrating a long-term commitment to Scotland’s renewable energy goals. Beyond these projects, DEME actively pursues offshore wind opportunities worldwide, reflecting its dedication to expanding its renewable energy footprint. The company’s expertise, innovative approach, and commitment to excellence position it as a leader in the global offshore wind market.

DEME actively pursues offshore wind opportunities worldwide.

Project showcase

In 2024, DEME signed a milestone Cooperation Agreement with the Egyptian Government to establish an industrial-scale green hydrogen production facility in Egypt’s western desert (HYPORT Gargoub). Leveraging knowledge from the HYPORT Duqm project, DEME will apply its expertise to this new facility, located within the industrial zone of the Port of Gargoub. HYPORT Gargoub is the second project within DEME’s concessions portfolio to achieve a comprehensive agreement and land reservation, following HYPORT Duqm.# DEME Annual Report 2024

03 — Segments

Project showcase

Expanding green hydrogen portfolio

Responding to the growing global demand for sustainable energy solutions, DEME is establishing itself as a front runner in the green hydrogen sector, similar to its pioneering role in offshore wind over 20 years ago. Green hydrogen, produced from electrolysis using renewable electricity, is now seen as a crucial component in the energy transition, complementing direct electrification from renewable sources. DEME is developing and extending its green hydrogen project portfolio, including the flagship HYPORT Duqm project in Oman. HYPORT Duqm is being developed within the Special Economic Zone at Duqm, and will be powered by wind and solar energy with a combined capacity of around 1.3 GW under phase 1 and potentially more than 2.7 GW on completion of phase 2. DEME is exploring more possibilities globally. The HYPORT concept is proving attractive to de-risk hydrogen projects and attract investors, and can be replicated, optimized, and adapted to project-specific conditions. DEME is pursuing a fully integrated strategy to ensure that each project generates and transmits all the necessary electricity and water, resulting in 100% green hydrogen molecules. HYPORT Gargoub is the second green hydrogen project in DEME’s concessions portfolio.

Integrated solutions for sustainable infrastructure

DEME maintains its focus on infrastructure projects both in its portfolio and under construction, including Blankenburg in the Netherlands, Port-La Nouvelle in France, and the Port of Duqm in Oman, while moving ahead on the preliminary awarded project for the new deep-water terminal at the port of Świnoujście in Poland. The Blankenburg Connection in the Netherlands, including an immersed tunnel, was successfully delivered and officially opened in December 2024. DEME is part of the BAAK consortium, and the scope included the design, construction, and 20 years of maintenance of the road infrastructure. Highlighting the benefits of synergies within DEME, the company brought together many aspects of its infrastructure, dredging, and offshore expertise for this complex project, including constructing immersed tunnels. Port-La Nouvelle perfectly embodies DEME’s ambition to address long-term global challenges and pursue its strategy of sustainable growth. DEME is the initiator and an indirect shareholder of the SEMOP, a public-private partnership in France, awarded a 40-year concession for the port of Port-La Nouvelle. DEME’s dredging and infrastructure teams are involved in constructing the new hub, performing the Engineering, Procurement, and Construction contract at the port. The SEMOP is developing Port-La Nouvelle as a sustainable green port, becoming a dedicated logistics hub for floating offshore wind projects. The port also aims to become a green hydrogen hub for imports into France and Europe, and for production and distribution within the port. These projects reflect DEME’s capability to offer integrated solutions that combine concessions, dredging and infra expertise, and synergies within the company for sustainable infrastructure development.

Dredging works for the expansion of Port-La Nouvelle.

Addressing the global shortage of critical minerals

Global Sea Mineral Resources (GSR) is addressing the critical mineral shortage driven by the energy transition. Demand for minerals like nickel, cobalt, and copper is skyrocketing, and the International Energy Agency predicts a six-fold increase by 2040 to achieve net-zero emissions. Deep-sea harvesting offers a potential solution, but only if it can be proven environmentally and socially responsible. GSR, with more than a decade of deep-sea exploration experience, is pioneering responsible deep-sea harvesting. It holds exploration rights in the Clarion-Clipperton Zone and has conducted extensive research, including seven offshore expeditions, mapping the contract area, and collecting vast amounts of data. This research has led to 27 scientific publications, suggesting that deep-sea minerals could be extracted with a 40% lower carbon footprint compared to land-based mining. The company successfully conducted two ultra-deep-water technology trials (at 4,500 meters) and collaborated with leading scientists. The first independent scientific report on GSR’s pre-prototype collector highlighted the successful technology trials and the importance of collaboration between industry and independent scientists. Additionally, GSR has a strategic alliance with Transocean, a leader in offshore drilling. Transocean invested in GSR and contributed an ultra-deepwater drilling vessel. This partnership will strengthen GSR’s subsea capabilities and facilitate a system integration test in 2027, a crucial step in developing commercial operations. GSR is committed to responsible development and continues to prioritize scientific R&D and environmental stewardship as it explores the potential of deep-sea harvesting to address the global critical mineral shortage. GSR also continues to monitor legislative developments at the International Seabed Authority, with decisions regarding the regulatory framework expected for 2025.

GSR continues to prioritize scientific research as it explores the potential of deep-sea harvesting.

04 — Sustainability journey

SUSTAINABILITY STRATEGY

At DEME, it is our ambition to fundamentally contribute to sustainable solutions for the global environmental, societal and economic challenges facing our world today. While addressing these challenges, we continually strive to improve the sustainability of our own operations. This has led to our two-dimensional strategy for sustainable performance – we aim to ‘Explore’ and to ‘Excel’. This strategy will help us to create sustainable value for our clients, DEME and society.

Our two-dimensional strategy for sustainable performance

By continuously challenging ourselves to enlarge our sustainable business portfolio where DEME can create the most impact. We refer to Chapter 03. Segments and to Chapter 07. Sustainability Statements.
By maintaining and strengthening a sustainable performance in our daily operations.

This chapter highlights DEME’s sustainability efforts throughout the organization. It complements the Sustainability Statements, which detail compliance with the EU’s Corporate Sustainability Reporting Directive (CSRD) and the European Sustainability Reporting Standards (ESRS).

Energy Transition

Offshore renewable energy technologies play a significant role in reducing greenhouse gas emissions. DEME continues expanding its offshore renewable energy solutions and exploring new marine-based solutions for renewable energy production, connection and storage.

MATERIAL TOPICS

In-depth information on the double materiality assessment can be found in Chapter 07. Sustainability Statements. This year, DEME is reporting for the first time on its sustainability performance according to the CSRD and ESRS requirements. To prioritize the issues that have the greatest impact on environment, society, and our business, we conducted a double materiality assessment (DMA). This assessment focused on the impact DEME has on the world (inside-out) and the impact the world has on DEME (outside-in).

Double Materiality Assessment

This materiality assessment, covering both impact materiality and financial materiality, included:

Aligning scope and boundaries of the DMA with the CSRD and financial reporting scope based on the group’s legal structure
A review of all potentially relevant Environmental, Social and Governance (ESG) topics informed by ESRS standards and complemented with topics pertinent to our industry and stakeholders
Further selection of the most relevant sustainability topics to our group
Identification of associated impacts, risks and opportunities (IROs) for each relevant topic
Application of a consistent scoring methodology, including materiality thresholds to determine which IROs and associated sustainability topics are material for DEME and thus mandatory for disclosure under CSRD
Validation of the outcome of the DMA through our governance model

DEME’s material sustainability topics

Occupational Health and Safety
DEME consistently strives to improve its safety performance and practices through continuous evaluation and enhancement efforts, as well as to develop a culture of prevention and continuous improvement.
Greenhouse Gas Emissions
Reduction of GHG emissions in DEME operations and our value chain remains a high priority ESG topic. We aim to achieve climate-neutral operations by 2050 (Scope 1 & 2), integrating leading climate-proof technology and energy performance. We support the 2023 International Maritime Organization’s GHG Strategy to cut carbon intensity by at least 40% by 2030 from 2008 levels and reach net-zero GHG emissions around 2050. Additionally, we aim to mitigate GHG emissions across our project value chains (Scope 3).

GREENHOUSE GAS EMISSIONS

In-depth information on energy consumption and greenhouse gas emissions can be found in Chapter 07. Sustainability Statements. Managing greenhouse gas emissions is a key priority for DEME. To achieve this, DEME has set targets aligned with the International Maritime Organization’s GHG Strategy. The objective is to cut the GHG intensity of our operations by at least 40% per unit of work by 2030 compared to 2008, and to achieve climate-neutral operations by 2050 (Scope 1 & 2). Additionally, we aim to reduce GHG emissions across our project value chains (Scope 3). To monitor and improve our energy performance, we adhere to the ISO 50001 energy management framework, an international standard that outlines a structured approach to controlling and enhancing a company’s energy efficiency.# 04 — Sustainability journey

This system enables us to integrate our energy management system with our related greenhouse gas emissions management. Under ISO 50001, we have identified five significant energy users (SEUs) within our operations: vessels, buildings, machinery and equipment, transportation of personnel, and the procurement of goods and services. Vessels account for 90% of the current Scope 1 and 2 emissions, making them the largest contributor to DEME’s emissions profile and thus a critical focus. DEME tackles this by integrating leading climate-proof technologies, focusing on energy performance and transitioning to less GHG- intensive fuel types. However, the company also aims to play an active role in reducing emissions with targeted efforts directed at the other significant energy users to ensure continuous improvement across DEME.

Worldwide Greenhouse Gas Emissions: (Scope 1 & Scope 2)

The respective categories are visualized on the right and further elaborated in the next pages.

Vessels: 90%
Machinery and equipment: 9%
Lease cars: < 0.5%
Buildings: < 0.5%

DEME Annual Report 2024 91

DEME’s five significant energy users

Vessels
Buildings
Machinery and equipment
Transport of people
Purchase of goods and services

01. Vessels

Towards the most efficient and flexible fleet in the sector

We have set two targets related to greenhouse gas emission reduction, specifically targeting the emissions from the vessels within our fleet. These were introduced to further increase energy efficiency, to reduce greenhouse gas emission intensity, and to be able to make the switch to the use of future (net) zero carbon fuels in the long run.

Best practice

Three-pronged strategy

We have a three-pronged strategy in place to reduce the GHG emissions from our fleet. These three strategies are demonstrated by our new fallpipe vessel ‘Yellowstone’. In-depth information on reducing the GHG emissions of vessels can be found in Chapter 07. Sustainability Statements.

Operational
DEME is making strenuous efforts to make sure it has a state-of-the-art fleet, fully prepared for the future. At 192 meters long and boasting an enormous payload of 37,000 tons, ‘Yellowstone’ is the largest DP2 rock dumper in the world. The giant fallpipe vessel (FPV) is compliant with the latest emission standards and features cutting-edge environmental technology, including a battery pack for best-in-class fuel efficiency and sustainable operations. The payload of the new FPV is more than double that of DEME’s existing largest vessel. Given this vast capacity, ‘Yellowstone’ is particularly suited for projects further from shore when longer distances are involved, therefore allowing projects to benefit from economies of scale and a reduced number of journeys transporting rocks to the offshore location.
Technical
‘Yellowstone’ has a hybrid power plant, consisting of a smart power management system and a 1 MWh Li-ion battery pack, which stands by as a power and energy reserve, allowing the FPV to keep only well loaded engines running. It is also equipped with Selective Catalytic Reduction technology, making it TIER III compliant. As well as this, the vessel is equipped with a waste heat recovery system that retracts heat from the cooling water system and uses it for heating the entire vessel. Furthermore, the long and slender hull and highly efficient propulsion make ‘Yellowstone’ a champion of reduced fuel consumption per nautical mile (Nm).
Fuel shift
In line with DEME’s vision to become carbon neutral by 2050, the new vessel is the first in the entire fleet to be prepared for (green) methanol and it is also the first dual fuel fallpipe vessel in the industry. This means ‘Yellowstone’ can always operate on the cleanest fuel available.

DEME Annual Report 2024 93

‘Yellowstone’ is ideal for offshore projects with longer distances, offering economies of scale and fewer rock transport journeys.

02. Buildings

Green offices and creating climate-neutral headquarters

Best practice

Transforming the DEME campus

In line with our ambition to increase energy efficiency and have a completely climate-neutral, modern HQ, the DEME campus is being transformed. Significant progress is being made. In February 2025 we started demolishing three large office buildings which account for 50% of the total fuel consumption of the entire DEME campus. One stunning new building will replace these three. The main facade will be fully glazed, with a secondary metal (aluminum) structure wrapped around the whole building as a ‘climate curtain’, providing shade and character, while maintaining views and ample daylight. Under the transformation, the six existing and new office buildings on the DEME campus will be interlinked with a heating/ cooling network and they are all being equipped with heat pumps and a heat and cold storage system, which uses geothermal energy. DEME has embarked on a multi-year plan to shift away from fossil fuel heating to the use of green energy. Additionally, the new DEME Labs, which opened in 2023, are fitted with solar panels on the roof. Another major initiative is the beautiful ‘Maritime Park’ which will provide green spaces, a pond and a ‘bicycle street’. This will be an area for employees and visitors to relax and will be a car-free zone. Approximately 340 electric vehicle charging points are also already in place at DEME’s designated car parks.

Progress

GHG emissions reduction at headquarters
| Year | kgCO2e/GJ energy used |
| :--- | :-------------------- |
| 2015 | 70 |
| 2016 | |
| 2017 | |
| 2018 | |
| 2019 | |
| 2020 | |
| 2021 | |
| 2022 | |
| 2023 | |
| 2024 | |

Emission calculations use the most recent available emission factors. This information is to be regarded as non-material, but is linked to a material topic as defined in Chapter 07.Sustainability Statements.

DEME Annual Report 2024 95

03. Machinery and equipment

Gradually moving to zero-emission machinery and equipment

The electrification of construction equipment and the use of hydrogen gives the construction sector more and more opportunities to move towards zero emissions, yet there is still no solution for remote locations using energy-intensive equipment, and these locations are usually exactly where DEME is working.

Best practice

Electric machinery and equipment

DEME is advancing the use of electric equipment through its major dike reinforcement projects in the Netherlands. A key initiative is the ‘Sterke Lekdijk’ project, won by DEME as part of the Lek Ensemble consortium. This safeguards central and western Netherlands against flooding and protects around a million people. Considering and exploring the use of zero-emission equipment was a critical requirement for this tender. To address this challenge, the consortium initiated the ‘Emission-free Network Infra’ (ENI) to accelerate the development of emission-free machinery for the entire Netherlands flood protection program. With no existing manufacturers at the time, DEME and its partners innovated by converting traditional diesel equipment into electric machinery. This includes fully electric excavators, loaders, and three cranes, all of which will be deployed on the Sterke Lekdijk project.

This information is to be regarded as non-material, but is linked to a material topic as defined in Chapter 07.Sustainability Statements.

04. Transport of people

Electrification of car fleet progressing swiftly

DEME aims to increase green mobility throughout the company. We have made significant progress in 2024 with the electrification of our car fleet.

DEME Annual Report 2024 97

Best practice

Electrification of our car fleet

In 2024, fully electric cars account for 30% of the whole fleet and we only place new orders for electric vehicles. We have also installed 340 electricity charging points in the car parks at HQ and our employees are provided with wall box EV chargers. This initiative has led to a substantial drop in the average CO2 emissions of our car fleet to 49 gCO2/km in 2024 from 70 gCO2/km in 2023. Additionally, we launched a special initiative to encourage more people to cycle to the DEME campus. The Bike Lease program has proven popular, with around 250 employees joining the scheme.

Progress on the amount of grams CO2 emissions per kilometer for our lease cars in the Benelux
| Year | g CO2/km |
| :--- | :------- |
| 2015 | 120 |
| 2016 | 112 |
| 2017 | |
| 2018 | |
| 2019 | |
| 2020 | |
| 2021 | |
| 2022 | |
| 2023 | |
| 2024 | 49 |

This information is to be regarded as non-material, but is linked to a material topic as defined in Chapter 07.Sustainability Statements.

05. Purchase of goods and services

Reporting on the significant emissions in our value chain

In-depth information on reducing GHG emissions can be found in Chapter 07. Sustainability Statements. Our objective is to reduce greenhouse gas (GHG) emissions across our project value chains. In 2024, we gained further insights into our most significant Scope 3 emissions categories. Based on this analysis, we plan to set dedicated targets and actions in due course.

Best practice

Close collaboration with suppliers

We developed a vision on sustainable procurement, which entails an alignment of the DEME procurement strategy with our corporate sustainability agenda, focusing on our material topics of which GHG emissions is one. The sustainable procurement strategy currently being developed aims to align with ISO 20400, using it as a guideline and reference point. In 2023 we started engaging with our external stakeholders (suppliers), by means of a pilot with a supplier assessment tool as a potential solution for procuring in a more sustainable way and pushing our suppliers to do better, and our internal stakeholders (procurement employees) by informing them about our sustainability strategy, objectives and next steps in the pilot phase. This pilot enabled us to explore the overall maturity of our supply base in terms of sustainability practices and data availability.# 04 — Sustainability journey

DEME Annual Report 2024 99

DEME’s significant Scope 3 value chain emissions

In 2024 we have determined our significant Scope 3 categories to calculate our worldwide Scope 3 emissions. The majority of Scope 3 emissions in our project value chain come from:
— Purchase of goods and services
— Capital goods
— Upstream fuel- and energy- related activities
— Business travel
— Upstream leased assets

100 SAFETY

In-depth information on safety of our own workforce can be found in Chapter 07. Sustainability Statements. DEME is dedicated to achieving zero accidents and to continuously improving its safety performance by promoting a culture of safety and focusing on prevention.

Actions

Our safety-focused culture is embedded in the Safety DNA framework. Initiatives such as our Safety DNA booster campaigns, Safety Week and Safety Moment Day highlight and promote safety awareness within the organization. The Safety DNA framework provides seven critical behaviors that guide employees through the execution of their day-to-day jobs:
— We take care of each other
— We communicate openly
— We plan our work and control the risks
— We follow the rules
— We feel safe to stop
— We take action and follow up
— We learn from our mistakes and successes

2024’s Safety Week focused on the theme ‘Gravity doesn’t take a break’. An in-depth analysis was conducted of accidents and dangerous situations with ‘High Potential’ (HIPO), related to people or objects falling from height. Colleagues involved in these situations were also asked to share their first-hand experiences. Employees are encouraged to uphold best safety practices, look out for one another and share knowledge. Our focus is not only on identifying potential risks but also on acknowledging and reinforcing successful safety measures. DEME presented several outstanding Success Stories during the annual Safety Moment Day, and nearly 270 ‘Safety Success Stories’ were submitted by nearly 140 contributing projects, vessels and other sites. One inspirational example shows how easy it can sometimes be: adding a bright, fluorescent tag to the safety pins can make a big difference in spotting broken or fallen pins right away, giving the onsite team the chance to take action before something gets loose.

DEME monitors the effectiveness of its occupational health and safety measures through various safety indicators. These include the Worldwide Lost Time Injury Frequency Rate (LTIFR) target of 0.20 and DEME’s QHSE-S worldwide performance dashboard.

04 — Sustainability journey DEME Annual Report 2024 101

Safety Thermometer

	2.00	1.60	1.20	271 HIPO	0.80	DEME reference target 0.20	0.40	0.00	0.10	Target 2,266 incidents

DEME’s QHSE-S worldwide performance dashboard (1 January 2024 - 31 December 2024)

Metric	Value
Safety Success Stories	269
toolbox participations	167,368
timely reported incidents	469,936
timely closed actions	2,052
observations	3,829
inspections	16,622
incident investigations	13,570
Incidents	3,344.0

Activity line specific:

Lifting operations: 85
Maritime operations: 54
Working at height: 29
Activity line specific: 20
Other activity / Task: 15
Use of machinery and equipment: 14
Hot works: 10
Electrical works: 8
Pressurized works: 8
Working with dry earthmoving equipment: 6
Transport operations: 4
Working with UXOs: 4
Diving management: 3
Handling hazardous substances: 3
Site & traffic management: 3

For all KPIs taken up in the QHSE-S worldwide performance dashboard, except the ‘safety thermometer’, the scope and boundaries differ from the CSRD scope and boundaries.

102 Responsible Business Conduct

DEME’s Code of Ethics & Business Integrity outlines guidelines for responsible business practices, emphasizing ethical decisions, transparency, legal compliance, and a respectful work environment. It prioritizes fair treatment, health, safety, environmental protection, and data privacy, and upholds zero tolerance for corruption and bribery. Our code applies to all employees, officers, directors and for DEME’s business partner counterparts to ensure the same commitments from contractors, suppliers, and third parties. DEME also maintains a global due diligence procedure for third parties, using a risk-based methodology to screen for sanctions, bribery, and corruption risks.

Talent Management

Effective talent management is an important component of our organizational strategy. At DEME we attract, develop, and retain the best talent in the industry. We are growth-focused, fostering lifelong careers supported by continuous learning. We create and communicate a distinctive image of DEME as an employer of choice to attract, retain and engage the best people who share our vision and values and can contribute to our overall performance and growth. To make sure that our workforce has the knowledge and skills to perform in line with our organizational needs and ambitions, we offer a broad range of training opportunities and foster an inclusive culture where all employees feel valued and supported. To maintain and elevate the professional level of our employees, we are dedicated to organizing high-quality training programs. Whether focusing on technical expertise, leadership development, tender and project management or digital and data proficiency, our Learning Journeys are thoughtfully designed to meet the specific needs of our workforce. We recognize that comprehensive safety training is essential not only for the prevention of incidents but also for ensuring a swift response to any incidents, whether in the office, on a work site, or aboard a vessel. These safety topics are integrated into our Learning Journeys, ensuring that every employee is well- equipped with the knowledge and skills necessary to uphold our high safety standards. By prioritizing safety, we aim to protect our workforce and strive to uphold operational excellence.

OTHER RELEVANT THEMES

In addition to DEME’s three material topics -energy transition, greenhouse gas emissions and occupational health and safety - DEME highlights two other relevant themes: responsible business conduct and talent management. Although these themes are not classified as material topics, they are acknowledged as relevant ESG considerations by DEME.

04 — Sustainability journey DEME Annual Report 2024 103

EU TAXONOMY

In-depth information on EU Taxonomy can be found in Chapter 07. Sustainability Statements. The EU Taxonomy is a classification system establishing a list of environmentally sustainable economic activities with the goal of scaling up sustainable investments. DEME is proud to have a large part of its turnover and CapEx aligned with the EU Taxonomy. The EU Taxonomy defines and sets the criteria for activities to be considered eligible and aligned. Eligible activities can become aligned activities when they meet stringent criteria to assess their contribution to one of the six objectives and do not significantly harm the other environmental objectives. This assessment is conducted on DEME’s turnover, CapEx and OpEx. Due to the Taxonomy definition of OpEx and DEME’s business model, OpEx is deemed immaterial according to the Taxonomy definition. Reference is made to Chapter 07. Sustainability Statements for a more detailed explanation.

DEME has 42% of its turnover and 46% of its CapEx aligned. Offshore wind, rail infrastructure and as of 2024, remediation of contaminated sites, as well as soil and sediment recycling, have contributed to our eligible and aligned KPIs. These show DEME is heavily invested in contributing to a more sustainable future and will keep doing so. In the graph below we provide a high-level overview of DEME’s group performance on the main EU Taxonomy metrics.

	2022	2023	2024
Turnover	45%	52%	52%
CapEx
Eligible
Aligned

	2022	2023	2024
CapEx	46%
Eligible
Aligned

104 CERTIFICATES AND ESG RATINGS

Certificates

DEME meets international and local legal regulations, but it always aims to operate at higher standards than only meeting the mandatory requirements. DEME holds an ISO Group Certificate including more than 50 entities. All certified entities are compliant with the following standards:
* ISO 9001 Quality Management Systems
* ISO 14001 Environmental Management Systems
* ISO 45001 Occupational Health and Safety Management Systems
* ISO 50001 Energy Management Systems

Additionally, local certificates are in place, such as:
* CO2 Performance Ladder
* SHE Checklist for Contractors (SCC)

Environmental, social, and corporate governance (ESG) ratings

DEME’s sustainability performance has been assessed by multiple ESG analysts. The ESG ratings indicate the sustainability performance of a company based on publicly available information. During 2024, we maintained our positioning in the ESG ratings versus previous years as shown in the table below.

ESG Analyst	Rating Trend scale	Rating score 2024	Rating score 2023	Rating score 2022	Sector ranking 2024	Sector average 2024
CDP (1)	Stable	B	B	B	-	C
EcoVadis (1)	Stable	Silver (66)	Silver (66)	Gold (71)	-	-
Sustainalytics (2)	Stable	33.4 High exposure Strong Mgmt	31.8 High exposure Strong Mgmt	26.1 (3) High exposure Strong Mgmt	91 out of 341 (Construction & Engineering)	-
MSCI	Stable	A	A	AA	-	A

(1) The scope is limited to the activities of the Offshore Energy segment.
(2) The Sustainalytics ESG Rating gives a lower score to companies with less exposure and better management of their ESG risks.
(3) Scores given are covering the scope of the CFE group before DEME’s separate listing.

04 — Sustainability journey Chapter 05. CORPORATE GOVERNANCE AND RISK MANAGEMENT 108

CORPORATE GOVERNANCE

Declaration regarding the information given in the Annual Report 2024

Pursuant to the Royal Decree of 14 November 2007 on the obligations of issuers of financial instruments admitted to trading on a Belgian regulated market, DEME Group NV is required to publish its Annual Report.# DEME Annual Report 2024

This report contains:
— the consolidated Annual Report of the Board of Directors prepared in accordance with Article 3:32, of the Code of Companies and Associations
— a condensed version of the parent company financial statements prepared in accordance with Article 3:17 of the Code of Companies and Associations, and
— the full version of the consolidated financial statements.
— The consolidated Sustainability Statements and accompanying annexes prepared in compliance with the European Sustainability Reporting Standards (ESRS) as issued by the European Financial Reporting Advisory Group (EFRAG).

The full version of the parent company financial statements will be deposited with the National Bank of Belgium, pursuant to Articles 3:10 and 3:12 of the Code of Companies and Associations, together with the Annual Report of the Board of Directors and the audit report.

The auditor issued an unqualified opinion on the statutory and consolidated annual accounts. We refer to the assurance reports in Chapter 08. Appendix-Assurance reports for the auditor’s opinion regarding the statutory and consolidated financial statements and sustainability statements.

In accordance with Article 12, §2, 3° of the Royal Decree of 14 November 2007, Luc Vandenbulcke, Chief Executive Officer, and Stijn Gaytant, Chief Financial Officer declare that to their knowledge:
— the consolidated financial statements contained in this report, which have been prepared in accordance with the applicable standards for financial statements, present a true and fair view of the assets, financial situation and the results of DEME Group NV and the companies included in the consolidation
— the Annual Report gives a true and fair view of the development and the results of the company and of the position of DEME Group NV and the companies included in the consolidation, as well as a description of the main risks and uncertainties with which they are confronted

The Annual Report, the full versions of the statutory and consolidated, the sustainability statement, as well as the audit reports regarding previous said financial and sustainability statements are available on the website (www.deme-group.com) and may be obtained upon request, without charge, at the following address:

DEME Group NV – Investor Relations
Scheldedijk 30
2070 Beveren-Kruibeke-Zwijndrecht, Belgium
Tel. +32 3 250 52 11
[email protected]

05 — Corporate governance and risk management

DEME Annual Report 2024

Corporate governance statement

DEME Group NV applies the Belgian Corporate Governance Code (the ‘Code’) as its reference code. The Code can be consulted on the website of the Corporate Governance Committee (www.corporategovernancecommittee.be) and is based on a ‘comply or explain’ approach. The Committee published a new (third) version of the Code on 9 May 2019, which replaces that of 12 March 2009, and became effective as of 1 January 2020.

Further to the Belgian Corporate Governance Code 2020, the Board of Directors of the Company has approved the initial version of the Corporate Governance Charter on 29 June 2022. On 21 February 2025, the Board of Directors approved the first amendment to the Corporate Governance Charter in order to align it with the law of 27 March 2024 concerning the digitalization of the Ministry of Justice and various provisions, Regulation (EU) 2024/2809 of the European Parliament and the Council of 23 October 2024 amending Regulations (EU) 2017/1129, (EU) No 596/2014, and (EU) No 600/2014 to make public capital markets in the Union more attractive for companies and to facilitate access to capital for small and medium-sized enterprises, as well as to reflect changes in the composition of the Board of Directors.

The Charter is available in two languages (Dutch and English) on the company website (www.deme-group.com/governance).

This chapter ‘Corporate governance statement’ contains the information referred to in Articles 3:6, §2 and 3:32, §1, second paragraph, 7° of the Code of Companies and Associations. In accordance with the Code, this chapter specifically focuses on factual information involving corporate governance matters and explains any derogations from certain provisions of the Code during the past financial year in accordance with the principle of ‘comply or explain’.

DEME Group NV’s governance structure is one-tier, operating pursuant to the Company’s articles of association and the Charter.

CORPORATE STRUCTURE

GOV-1 GOV-2 GOV-5 Governance model

The governance of the company and overall strategic management of the company is anchored around a robust board and management structure whereby the Annual General Meeting appoints the Board of Directors. The Board of Directors delegates the daily management of the Company to the Chief Executive Officer (CEO). The CEO is assisted in the exercise of its powers by the Executive Committee, which operates as an advisory committee (separate from the Board of Directors). The Executive Committee, chaired by the CEO, is responsible for discussing the general management of the Company.

The Board of Directors has also established two advisory committees: an Audit Committee and a Remuneration Committee. They are both responsible for the examination of specific issues and the formulation of recommendations to the Board of Directors. The Board of Directors as a whole acts as the Nomination Committee.

DEME Annual Report 2024

Directors

	Situation on 19 March 2025
11 non-executive Board members
4/11 or 36% are independent
4/11 or 36% are women
4 nationalities
Separate Chair and CEO
3 new Board members appointed over last 2 years
8 meetings in 2024
94% attendance rate

Board of Directors Composition

Member	Chairman of the Board since	Start of election period	Expiry date of term of office at end of Annual General Meeting held in
Luc Bertrand	2022	2022	2026
Directors
Tom Bamelis		2022	2026
John-Eric Bertrand		2022	2026
Karena Cancilleri (1)		2023	2027
Piet Dejonghe		2022	2026
Pas de Mots BV, permanently represented by Leen Geirnaerdt (1)		2022	2026
Gaëlle Hotellier (1)		2024	2028
Koen Janssen		2022	2026
Christian Labeyrie		2022	2026
Marieke Schöningh (1)		2024	2028
Luc Vandenbulcke		2022	2026
Company Secretary
Sofie Verlinden

(1) meets the independence criteria for independent directors of article 3.5 of the Code.

Luc Bertrand

Chairman of the Board of Directors
Non-executive Director (°1951, Belgian)

Education
BSc/Master of Commercial Engineering (1974), KU Leuven, Belgium

Experience/Career
Mr. Bertrand began his career at Bankers Trust as Vice-President and Regional Sales Manager, Northern Europe. He has been a Director at Ackermans & van Haaren since 1985, where he joined as Financial Director in 1986, and he was chairman of the Executive Committee from 1990 to 2016.

Other mgmt. duties
Chairman of the Board of Directors of Ackermans & van Haaren, CFE and SIPEF, and JM Finn
Director of Verdant Bioscience
Founding member of Guberna, a Belgian institute to stimulate good governance
Chairman of the Duve Institute and Middelheim Promoters
Member of several other boards of directors of non-profit associations and public institutions such as Museum Mayer van den Bergh and Europalia

ESG specific qualifications
Mr. Bertrand has extensive expertise in corporate governance and principles. Having served on various Executive Committees, he is well-versed in risk management and internal control systems.

Tom Bamelis

Non-executive Director (°1966, Belgian)

Education
Bsc/Master in Business Engineering (1988), KU Leuven, Belgium
MSc in Financial Management (1991), VLEKHO, Belgium

Experience/Career
Mr. Bamelis joined Touche Ross (now Deloitte) and later Groupe Bruxelles Lambert. He then joined Ackermans & van Haaren in 1999.

Other mgmt. duties
Member of the Executive Committee and CFO of Ackermans & van Haaren
Member of the Board of Directors of Delen Private Bank, SIPEF, Turbo’s Hoet Group, Van Moer Logistics and EMG, among others

ESG specific qualifications
As a member of Ackermans & van Haaren’s investment team, Mr. Bamelis participates in continuous training to identify ESG risks and opportunities and stays updated on ESG regulations. He is also a member of the ESG Steering Committee, and monitors and advises Ackermans & van Haaren on strategic ESG priorities and progress.

John-Eric Bertrand

Non-executive Director (°1977, Belgian)

Education
Bsc/Master in Business Engineering (2002), UCL Louvain, Belgium
MSc in International Management (2002), CEMS
MBA (2006), INSEAD, Fontainebleau, France

Experience/Career
Mr. Bertrand started his career at Deloitte and Roland Berger Strategy Consultants. He joined Ackermans & van Haaren as Investment Manager in 2008.

Other mgmt. duties
Co-CEO of Ackermans & van Haaren
Member of the Board of Directors of Bank J. Van Breda & C°, Delen Private Bank, Sagar Cements, Axe Investments and Venturi Partners
Chairman of the Board of Directors of Agidens, among others
Member of the Board of Directors at Finasucre
Member of the Board of Directors of Fondation Louvain (UCL) and Voka VZW

ESG specific qualifications
As a member of Ackermans & van Haaren’s investment team, Mr. Bertrand participates in continuous training to identify ESG risks and opportunities and stays updated on ESG regulations. He is also a member of the ESG Steering Committee, monitoring and advising on Ackermans & van Haaren’s strategic priorities and progress related to ESG.

DEME Annual Report 2024

Karena Cancilleri

Independent Director (°1967, Italian)

Education
MSc in Chemistry (1991), University of Turin, Italy
MBA (2004), Strathclyde Graduate Business School of Glasgow, UK

Experience/Career
Mrs. Cancilleri has a track record spanning more than 30 years in the chemical, textile and metal industries in both private equity, stock listed and family-owned companies.

Other mgmt.# Directors

Piet Dejonghe

Non-executive Director (°1966, Belgian)

Education
* Academic Master in Law (1990), KU Leuven, Belgium
* MSc in Management (1990), KU Leuven, Belgium
* MBA (1993), INSEAD

Experience/Career
Mr. Dejonghe worked as a lawyer for Loeff Claeys Verbeke (now Allen & Overy) and as a consultant for Boston Consulting Group. He joined Ackermans & van Haaren as Investment Manager in 1995.

Other mgmt. duties
* Co-CEO of Ackermans & van Haaren
* Member of the Board of Directors of CFE, Delen Private Bank, Bank J. Van Breda & C° and Nextensa, among others

ESG specific qualifications
As a member of Ackermans & van Haaren’s investment team, Mr. Dejonghe participates in continuous training to identify ESG risks and opportunities and stays updated on ESG regulations. He is also a member of the ESG Steering Committee, and monitors and advises Ackermans & van Haaren on strategic ESG priorities and progress.

Leen Geirnaerdt (1)

Independent Director (°1974, Belgian)

Education
* MSc in Applied Economic Science, Antwerp University, Belgium

Experience/Career
Mrs. Geirnaerdt began her career at PwC. She then moved on to Solvus Resource Group, where she held the position of Corporate Controller. After Solvus Resource Group was taken over by USG People NV, she was appointed Director of the Belgian Shared Services Center, and subsequently in 2010 as Group CFO in the Netherlands. Following another takeover, she was appointed Global CFO of Recruit Global Staffing in 2016. From May 2019 until November 2021, Mrs. Geirnaerdt was CFO of Bpost Group. She was also Director, Chair of the Risk Committee and member of the Audit Committee of Bpost Bank. Mrs. Geirnaerdt has been serving as Group CFO of House of HR since July 2022.

Other mgmt. duties
* Group CFO of House of HR
* Member of the Board of Directors and Chairman of the Audit Committee of H.Essers

ESG specific qualifications
Member of the ESG Committee of House of HR.

(1) References in this Annual Report to ‘Leen Geirnaerdt’ should be interpreted as Pas de Mots BV, permanently represented by Leen Geirnaerdt.

Gaëlle Hotellier

Independent Director (°1972, French)

Education
* Organization and Production Management degree (1991), Technical University (IUT), Annecy, France
* Technical European degree (1992) IUT Annecy, France (1992)
* MBA (1993), Texas Tech University, USA (1993)

Experience/Career
Mrs. Hotellier has a management track record spanning more than 25 years in various industries. She is an experienced board member with a strong technical background and was until June 2023 a Non- executive Director and Chairwoman of the Remuneration Committee of Dialight. Mrs. Hotellier currently transitions from her role as COO of the Krohne Group. Prior to Krohne, she worked for 20 years at Siemens.

Other mgmt. duties
* COO of the Krohne Group (until October 2024)
* Previously held Supervisory/Advisory Board roles at Berthold Vollers GmbH, Siemens Industriegetriebe GmbH, and Dialight plc

ESG specific qualifications
Continuous focus on ESG risks and opportunities in several governance roles, a.o. chairwoman of Remuneration Committee at Dialight, member of the Executive Board of the Industrial Grouping of the Fuel Cell and Hydrogen Joint Undertaking (PPP) and of the Global Diversity and Inclusion Council of Siemens Energy AG (Board Level).

Koen Janssen

Non-executive Director (°1970, Belgian)

Education
* MSc in Civil Engineering, electromechanics (1993), KU Leuven, Belgium
* MBA (1994), IEFSI, France

Experience/Career
Mr. Janssen worked at Recticel, ING Investment Banking and ING Private Equity, before joining Ackermans & van Haaren as Investment Manager in 2001. In addition to DEME, he is board member of Green Offshore, Deep C holding, CFE, BSTOR and Biolectric among others. Green Offshore holds equity participations in the development and exploitation of Belgian offshore wind farms. BSTOR is involved in the launch of the first large-scale battery park for energy storage on the Belgian high-voltage grid. Biolectric is a producer of biogas installations.

Other mgmt. duties
* Member of the Executive Committee of Ackermans & van Haaren (overseeing cleantech portfolio)
* Board member of Green Offshore, Deep C holding, CFE, BSTOR and Biolectric, among others

ESG specific qualifications
As a member of Ackermans & van Haaren’s investment team, Mr. Janssen participates in continuous training to identify ESG risks and opportunities and stays updated on ESG regulations.

Christian Labeyrie

Non-executive Director (°1956, French)

Education
* Graduate of HEC, the Escuela Superior de Administración de Empresas (Barcelona) and McGill University (Canada)
* DECS diploma (advanced accounting degree)

Experience/Career
Before joining VINCI in 1990, he held various positions in the Rhône-Poulenc and Schlumberger groups. Mandates held include being a member of the Executive Committee of the VINCI Group and of the Supervisory Board of VINCI Deutschland. He is also a Permanent representative of VINCI Innovation on the Board of Directors of ASF and Chairman and Director of VINCI RE. He is a Director of Arcour, Consortium Stade de France, SMABTP, Lima Expesa (Limex), COBRA Servicios and Renewable Projects Management Ventures S.I., as well as Manager of SCCV CESAIRE-LES GROUES and SCCV HEBERT-LES GROUES.

Other mgmt. duties
* Executive Vice-President and Chief Financial Officer of the VINCI Group and a member of its Executive Committee

ESG specific qualifications
Mr. Labeyrie has extensive experience in strategy and risk management. As CFO of VINCI, he participates in all meetings of the strategic committee of the Board of VINCI, which validates ESG policies and achievements. He is also a permanent attendee of VINCI’s Audit Committee, in charge of actively overseeing the implementation of ESG regulations.

Marieke Schöningh

Independent Director (°1963, Dutch)

Education
* MSc in Science Economics (1988), Erasmus University Rotterdam, the Netherlands
* MBA (1989), INSEAD, Fontainebleau, France

Experience/Career
Mrs. Schöningh has more than 30 years of experience, mostly in heavy-capex industries but also in logistics distribution. She currently acts as COO and member of the Board of Directors of ProRail and holds a Supervisory Board membership at TKH Group. She previously held Supervisory Board roles at Delta NV and Zuyd Hogeschool. Additionally, she was COO and member of the Board of Directors at SHV Energy, COO at DSM Sinochem Pharmaceuticals, and held various other positions within the DSM Group.

Other mgmt. duties
* COO and member of the Board of Directors of ProRail
* Supervisory Board membership at TKH Group
* Previously held Supervisory Board roles at Delta NV and at Zuyd Hogeschool

ESG specific qualifications
As a member of the Board of Directors of ProRail NV, and the Supervisory Board of TKH, Mrs. Schoningh participates in continuous training to identify ESG risks and opportunities and stays updated on ESG regulations.

Luc Vandenbulcke

Executive Director; CEO (°1971, Belgian)

Education
* Graduates as a Civil Engineer (1994), KU Leuven, Belgium
* Master after Master as a Maritime Engineer (1996), Polytechnic University of Catalonia, Barcelona, Spain.

Experience/Career
Mr. Vandenbulcke started his career in 1998 as a Project Engineer for Hydro Soil Services, which was part of DEME. In subsequent positions, he worked on projects in various European countries. He is the founder and was the CEO of GeoSea NV (currently known as DEME Offshore Holding NV), a pioneer in the construction of offshore wind farms, which has enabled DEME to become the world’s leading offshore wind contractor. On 1 January 2019, Mr. Vandenbulcke became CEO of DEME.

ESG specific qualifications
* Chairman of DEME’s Sustainability Board

Changes to the composition of the Board of Directors

Mrs. Kerstin Konradsson voluntary resigned as director of DEME with effect as from the Annual General Meeting on 15 May 2024. Mrs. Gaëlle Hotellier and Mrs. Marieke Schöningh were appointed at the Annual General Meeting on 15 May 2024 as independent Directors of the Board for a period of four (4) years until the closing of the Annual General Meeting in 2028.

Activity report

In 2024, the Board of Directors was convened eight times to deliberate on key strategic matters, ensuring the sustainable development and compliance of the organization:

Apart from the continuous updates per segment on projects and outlook that are being presented by the DEME management at the occasion of every meeting of the Board of Directors, the Board of Directors invited the management of the segments DEME Offshore and DEME Environmental to conduct a deep dive regarding their respective activities and outlook and get a better understanding of the current risks involved in the activities of the respective segments as well as to discuss their respective organizational structures;
The Board of Directors discussed and regularly updated the budget for the current financial year, monitored the results and activities of DEME on the basis of reports prepared by the Executive Committee, examined the off-balance sheet commitments and discussed the recommendations of its advisory committees.# 05 — Corporate governance and risk management

DEME Annual Report 2024

The Internal Audit Director presented its detailed internal audit plan for 2024; On 23 February 2024, the Board of Directors approved a general share buyback programme with the intention to acquire 45,000 shares to cover the company’s obligations under the approved stock option plan as part of its senior management incentive plan; The compliance activity report for 2024 was presented and discussed. An action plan for 2025 was devised to address any identified gaps or areas for improvement, emphasizing the importance of maintaining a culture of compliance throughout the organization. An update on the implementation of the new compliance risk software was given. Ample attention was given to the company’s ESG obligations with focus on CSRD reporting as well as the double materiality assessment and obligations under DEME’s sustainability linked loans. Lastly, the Board of Directors regularly discussed various HR matters, including a regular update on churn and open vacancies, as well as the roadmap for training of employees and employer branding campaigns. For the sake of completeness, it should be mentioned that the members of the Executive Committee, as well as the Strategic Operations Director and the Chief Legal Officer attend the meetings of the Board of Directors.

Board of Directors

Attendance (1)	8 meetings
Luc Bertrand	8/8
Tom Bamelis	8/8
John-Eric Bertrand	8/8
Karena Cancilleri	7/8
Piet Dejonghe	8/8
Leen Geirnaerdt	8/8
Gaëlle Hotellier	5/5
Koen Janssen	8/8
Kerstin Konradsson	0/3
Christian Labeyrie	7/8
Marieke Schöningh	5/5
Luc Vandenbulcke	8/8

(1) In 2024, three Board meetings were held while Mrs. Kerstin Konraddson still held a mandate as a Director, and five Board meetings have taken place since the appointments of Mrs. Hotellier and Mrs. Schöningh.

94% attendance
Attendance rate

Executive Committee

118
5 Executive Committee members
2 nationalities
Age span between 48 and 64 years
2 new members appointed over last 2 years
20 meetings in 2024
98% attendance rate

Composition

CEO	Member of the ExCo since
Luc Vandenbulcke	2019

Executive Director

Other members


Hugo Bouvy	2019
Stijn Gaytant	2024
Christopher Iwens	2023
Eric Tancré	2019


Managing Director Offshore Energy
Chief Financial Officer
Managing Director Dredging
Managing Director Dredging / Managing Director Infra

Luc Vandenbulcke

CEO ; Executive Director (°1971, Belgian)

CEO and member of the Executive Committee since 2019

Education
Graduates as a Civil Engineer (1994), KU Leuven, Belgium
Master after Master as a Maritime Engineer (1996), Polytechnic University of Catalonia, Barcelona, Spain

Hugo Bouvy

Managing Director Offshore Energy (°1970, Dutch)

Member of the Executive Committee since 2019

Education
Graduates as a Civil Engineer, Technical University of Delft, the Netherlands
MSc in Offshore and Dredging Engineering, Technical University of Delft, the Netherlands

Experience/Career
Mr. Bouvy began his career as an Installation and Project Engineer in the Gulf of Mexico. He was then Area Manager for the DEME Dredging segment for the Indian subcontinent and in the Middle East. In 2011, he became a member of the DEME Management Team and a director of several entities within the DEME Group NV.

Stijn Gaytant

CFO (°1976, Belgian)

Member of the Executive Committee since 2024

Education
BSc/MSc in Commercial Engineering, specializing in economics and strategy (2001), KU Leuven, Belgium
Management programs - INSEAD and Vlerick

Experience/Career
With effect from May 2024, Stijn Gaytant was appointed CFO of the DEME Group NV and subsequently became a member of the Executive Committee. Through his more than two decades of successful experience at DEME, Stijn acquired profound levels of business understanding through a variety of expert and leadership functions across multiple projects, segments and regions. Before he was officially appointed CFO, Stijn became Head of Finance for DEME’s activities in the Asia Pacific region in 2013, where he oversaw the further worldwide expansion of DEME Offshore. He also supervised and managed large-scale projects such as Wheatstone in Australia and TTP1 in Singapore.

Christopher Iwens

Managing Director Dredging (°1968, Belgian)

Member of the Executive Committee since 2023

Education
MSc Environmental Sanitation (1992), University of Ghent, Belgium

Experience/Career
Mr. Iwens began his professional voyage in the environmental business before joining DEME in 1997. After several operational management positions on projects in Belgium, Africa and Germany, he spearheaded DEME’s dredging and offshore renewables expansion in Germany and North Europe in various management positions and as director of a number of subsidiaries within the DEME Group NV. In 2020 he assumed the position of Area Director for Asia Pacific and became a member of the DEME Management Team. In 2023, he was appointed Managing Director Dredging and joined the Executive Committee.

Eric Tancré

Managing Director Dredging
Managing Director Infra (°1960, Belgian)

Member of the Executive Committee since 2019

Education
Graduated as a Civil Engineer (1983), UCLouvain, Belgium

Experience/Career
After graduating as a Civil Engineer at UCLouvain in 1983, Mr. Tancré was briefly an assistant professor at the same university before joining FRANKI SA. In 1993 he started working for DEME for the subsidiary Ecoterres SA as Operations Manager. In 2000 he became Area Manager of the Northern European countries for Dredging International NV. In 2006, he joins the Management Team and in 2018, he was appointed as Area Director of Europe, as well as General Manager of the Infra activities of DEME.

Activity report

The Executive Committee operates as an advisory committee (separate of the Board of Directors). It is responsible for discussing the general management of the Company and assists the CEO in the exercise of his powers. The Executive Committee typically meets twice a month. For the sake of completeness, it should be mentioned that the Strategic Operations Director and Chief Human Resources Officer attend most of the Executive Committee meetings.

	Attendance
Luc Vandenbulcke	20/20
Hugo Bouvy	20/20
Stijn Gaytant	9/9
Christopher Iwens	18/20
Eric Tancré	20/20
Els Verbraecken	9/9

20 meetings
98% attendance rate
Executive Committee Attendance

Changes to the Executive Committee

As planned, Ms. Els Verbraecken voluntarily resigned as CFO of DEME as from 15 May 2024 and was succeeded by Mr. Stijn Gaytant, who also became a member of the Executive Committee as of 1 July 2024.

Management Team

18 Management Team members
7 meetings in 2024
90% attendance rate

Composition

Situation on 19 March 2025

CEO	CEO; Executive Director
Luc Vandenbulcke

Other members


Steven Bouckaert	General Manager Concessions
Hugo Bouvy	Managing Director Offshore Energy
Hans Casier	Chief Human Resources Officer
Dirk Defloor	Area Director Dredging Benelux
Bart De Poorter	Chief Technology Officer
Stijn Gaytant	Chief Financial Officer
Christopher Iwens	Managing Director Dredging
Amedeo Peyron	Area Director Dredging Middle East
Dirk Poppe	Area Director Dredging Asia Pacific / Managing Director Environmental
Steven Poppe	Area Director Africa & America
Ronny Simons	General Manager Infra
Eric Tancré	Managing Director Dredging / Managing Director Infra
Koen Vanderbeke	Strategic Operations Director
Kristof Van Loon	General Manager Concessions
Jan Van Rossum	General Manager Offshore Energy
Jiska Verhulst	Sustainability Director
Sofie Verlinden	Chief Legal Officer

Audit Committee

5 members
5 meetings in 2024
95% attendance rate
2/5 independent Directors
2/5 or 40% are women

The Audit Committee reports to the Board of Directors with a focus on preparation of the Annual Report and consolidated financial and sustainability statements. In this role the Audit Committee oversees the topics of financial reporting, internal control and risk management and internal and external audits.

Composition

Situation on 19 March 2025

Chairman	Non-executive Director
Tom Bamelis

Other members


Leen Geirnaerdt	Independent Director
Koen Janssen	Non-executive Director
Christian Labeyrie	Non-executive Director
Marieke Schöningh	Independent Director

Tom Bamelis, Christian Labeyrie, Leen Geirnaerdt and Marieke Schöningh have the necessary accounting and audit expertise as shown in their biographies.

Activity report

The CFO, the group Finance Directors as well as the Internal Audit Director attended all regular meetings. Depending on the agenda and when appropriate, other representatives of DEME participated in the meetings, including members of DEME’s Management Team, Finance Team and the group’s Investor Relations Department. The group’s external auditor is invited to every meeting. In advance of the Audit Committee meeting, the members of the committee received the available and respective (non)-financial reports.# DEME Annual Report 2024

05 — Corporate governance and risk management

The Audit Committee reviewed the annual financial and non-financial results, the press release on the results, including feedback from the group’s external auditor. Members also received updates on compliance status, the tax control framework, and treasury. Additionally, the committee focused on 2023 ESG metrics and discussed the draft 2023 Annual Report.

The Audit Committee reviewed key figures and highlights for the first and second quarters, including the orderbook, income statement, balance sheet, and cash flow items. Internal audit and control topics were discussed, along with an update on the tax control framework and strategy. At the 20 August 2024 meeting, the external auditor presented the 2024 Audit Plan.

During its last meeting of the year, on 7 November 2024, besides discussions on the key figures and highlights of the third quarter, the balance sheet items and investments and internal audit and control, an overview of the company’s insurance setting was given as well as an update on the Tax Control Framework. Furthermore, the Internal Auditor Director shared the status update of 2024’s internal audit activities and the Internal Audit Plan for 2025. The Audit Committee extensively reported the outcome of each meeting to the Board of Directors.


Audit Committee	5 meetings	95% attendance
3 members	2 meetings in 2024	83% attendance rate
2/3 independent Directors	2/3 or 67% are women	Attendance rate
Attendance
Tom Bamelis	5/5
Leen Geirnaerdt	5/5
Koen Janssen	5/5
Christian Labeyrie	5/5
Marieke Schöningh (1)	1/2

(1) Mrs. Schöningh was appointed as a member of the Audit Committee following the General Assembly on 15 May 2024, and has attended one Audit Committee since that date.

Remuneration Committee

The Remuneration Committee advises the Board of Directors concerning the remuneration of the members of the Board of Directors and of the Executive Committee.

Composition

Chairman	Non-executive Director	Other members
Luc Bertrand
		Karena Cancilleri Independent Director
		Gaëlle Hotellier (2) Independent Director

(2) Mrs. Hotellier was appointed as a member of the Remuneration Committee following the General Assembly on 15 May 2024, replacing Mrs. Konradsson, and has attended 1 Remuneration Committee meeting in 2024.

2 meetings in 2024	83% attendance rate

Activity report

The Remuneration Committee has met two times in 2024. DEME Group NV’s Chief Executive Officer, Chief Financial Officer and Chief Human Resources Officer have attended all Remuneration Committee meetings, also attended by Mr. John-Eric Bertrand, Non-Executive Director.

The Remuneration Committee of 21 February 2024 has reviewed and approved the remuneration of DEME Group NV’s Directors and Committee members. The Remuneration Committee has also approved the bonus budget for DEME’s senior management for the year 2023, reflecting full year 2023 performance and financial results. Individual bonus allocation then takes into account the budget available and individual contribution to the company results.
The Remuneration Committee of 21 February 2024 has discussed and approved a Stock Option plan, submitted to and approved by the Board of Directors of DEME Group NV on 23 February 2024. The Stock Option plan underpins the establishment of a long-term incentive component within the remuneration of DEME’s Executive Committee and Management Team members.
The Remuneration Committee of 21 February 2024 has discussed and agreed the individual remuneration components, including allocation of short- and long-term incentive elements, for DEME’s Executive Committee and Management Team members.
A share buyback program to cover the company’s obligations under the aforementioned Stock Option plan, and based upon the shareholder authorization granted by the Extraordinary General Meeting of DEME Group NV of 29 June 2022, was initiated on 29 April 2024 and completed by 30 September 2024.
Upon the 2023 transition to self-employed status of DEME’s Executive Committee members, a similar transition scenario for DEME’s Management Team members has been discussed and agreed in February 2024, with envisaged an effective date on 1 January 2025. The Remuneration Committee of 9 October 2024, has approved implementation and has discussed and agreed the individual terms and conditions for this transition per the envisaged effective date.
The Remuneration Committee of 9 October 2024 has also discussed and approved the approach, process and budget for the January 2025 pay review and 2024 bonuses for DEME’s global staff.

Attendance rate Remuneration Committee

Attendance
Luc Bertrand	2/2
Karena Cancilleri	2/2
Gaëlle Hotellier (1)	1/1
Kerstin Konradsson	0/1

(1) In 2024, one Remuneration Committee meeting was held while Mrs. Konraddson was still serving as Board Director, and one Remuneration Committee meeting has taken place since the appointment of Mrs. Hotellier.

Nomination Committee

As mentioned in DEME’s Corporate Governance Charter, the role of the Nomination Committee was assumed by the Board of Directors. The Nomination Committee strives towards the organization of an objective and professional course of the nomination process. In March 2024, the Board of Directors, in the role of Nomination Committee, decided to propose Gaëlle Hotellier and Marieke Schöningh as Independent Directors of the Company and to submit this proposal to the Annual General Meeting of 15 May 2024.

Overall policies

Corporate Governance Charter
Code of Ethics and business integrity
Code of Ethics and Business Integrity for Business partners
Sustainability Policy
Remuneration Policy
Business ethics such as (but not limited to)
- Compliancy Policy
- Procurement Policy
- Anti-trust Policy
- Anti-corruption Policy
- Whistleblowing Policy
Tax control framework
Health and Safety
- QHSE-S Policy
- QHSE-S requirements for contractors, subcontractors and suppliers
Human Rights
- Human rights Policy
Environment
- Managing Environmental Aspects
- Energy and Greenhouse Gas Policy

Sustainability governance

Our sustainability governance model focuses on two core elements:

To explore sustainable business solutions: Continuously challenge ourselves to develop more sustainable solutions.
To excel in our operations: Sustainable performance in our daily operations.

A description of this strategy can be found in Chapter 04. Sustainability Journey and Chapter 07. Sustainability Statements and on DEME’s website and Investor Portal.

Sustainability Matters – Deliverables & Policies

The Sustainability Team operates under a formalized and structured procedure for preparing sustainability deliverables and policies. This process ensures consistency, transparency, and alignment with regulatory requirements and stakeholder expectations. The responsibilities regarding sustainability impacts, risks, and opportunities are captured and outlined in different deliverables for each domain, as summarized below:

Policies relating to Material topics (Energy transition, Occupational Health and Safety, Greenhouse gas emissions)
Externally disclosed policies

Sustainability Matters – Governance structure

To ensure proper oversight of impact risks and opportunities related to sustainability matters, the following governance structure is applied. Here we describe the respective roles and responsibilities in this governance process in detail:

The Board of Directors and/or the Executive Committee (i) assesses changes to sustainability-related aspects of the strategy and business model and (ii) identifies and assesses material risks, opportunities and impacts.

Board of Directors and Audit Committee

Organization & frequency of meetings

The organization of the Board of Directors and Audit Committee has been outlined in prior sections of the Corporate Governance Chapter.
The Board of Directors and Audit Committee continually enhance their sustainability expertise to oversee sustainability matters: each member of the Board possesses specific ESG qualifications, which are complemented with an access to sustainability experts and targeted ESG trainings. Material topics like energy transition, greenhouse gas emissions, and Occupational Health and Safety are discussed at least twice a year, and sometimes at every Board meeting, fostering ongoing development of the Board’s knowledge and skills in these areas. The general progress of the implementation of the sustainability strategy is discussed once a year by the Board of Directors. Specific sustainability topics related to safety and greenhouse gas emissions reduction are on the agenda at every meeting of the Board of Directors.

Main objectives regarding ESG matters & frequency of ESG related conversations

As of 2024, the Board of Directors annually reviews the overview of the required competences within the corporate structure to also cover Environmental, Social and Governance (ESG) expertise domains:

Environmental: Topics such as climate change, pollution, water and marine resources, biodiversity and ecosystems, resource use the circular economy
Social: Own workforce, workers in the value chain, and affected communities
Governance: Business conduct

As part of the governance framework, the Audit Committee plays a critical role in reviewing Sustainability Statements or new sustainability deliverables. Following their thorough evaluation, the Committee provides recommendations for approval. These recommendations are subsequently presented to the Board of Directors, which follows a defined approval procedure to finalize the statements.# 05 — Corporate governance and risk management

DEME Annual Report 2024

This structured process also applies to the approval of key corporate documents, including the Annual Report and half- year or full-year press releases featuring updates on ESG progress. The Board of Directors adheres to an established timeline and protocol to review and approve these documents, ensuring alignment with strategic objectives and compliance requirements.

CEO and Executive Committee

Organization and frequency of meetings ― The organization around CEO and Executive Committee has been discussed in prior sections of the Corporate Governance Chapter.

Main objectives regarding ESG matters
― Every year, the Executive Committee reviews and approves DEME’s sustainability programs, along with the related objectives and targets.
― The Executive Committee functions also as a sounding board for the Sustainability Board for a number of topics before implementation and rollout within the Company.

Sustainability Board

Organization
DEME’s Sustainability Board was established by the Executive Committee to ensure sufficient expertise in ESG and DEME’s material topics. The Sustainability Board is with defining, managing, and monitoring these key ESG areas. The Sustainability Board is chaired by the CEO and supported and coordinated by the Sustainability Director. The participants of the Sustainability Board are listed below and includes amongst others participants of DEME’s Executive team and DEME’s CEO.

Chair of Sustainability Board
* Luc Vandenbulcke (CEO and Executive Director)
* Jiska Verhulst (Sustainability Director)

Other members
* Hugo Bouvy (Managing Director Offshore Energy)
* Hans Casier (Chief Human Resources Officer)
* Jan Gabriel (Head of Fleet Construction & Conversion Department)
* Stijn Gaytant (Chief Financial Officer)
* Christopher Iwens (Managing Director Dredging)
* Dirk Poppe (Area Director Dredging Asia Pacific / Managing Director Environmental)
* Olivier Maes (Strategic Planning & Growth Director)
* Eric Tancré (Managing Director Dredging / Managing Director Infra)
* Koen Vanderbeke (Strategic Operations Director)

Objectives
The Sustainability Board ensures regular and consistent updates to the Executive Committee, CEO (both represented in the Sustainability Board) and Board of Directors. It provides guidance on both strategic and operational sustainability matters to ensure that decisions align with our values, sustainability strategy, and objectives.

Meetings and frequency
In 2024, the Sustainability Board met 7 times to evaluate the sustainability performance of our project portfolio, and the progress made towards our objectives from both a strategic and operational perspective.

Sustainability Team

Organization
The Sustainability Team was established by the Executive Committee to ensure sufficient expertise in ESG and DEME’s material topics, a dedicated and consistent follow-up of ESG, and to drive new initiatives within this domain. The team is composed of individuals with the necessary skillset and background, and they are provided with ample opportunities for training and education to continue contributing to DEME’s relevant ESG topics. This expertise is leveraged by the Board of Directors and Executive Committee through regular updates, detailed reporting, and consultations, enabling informed decision-making and strategic oversight in ESG matters.

The team is tasked with many assignments related to ESG:
* Follow-up regulatory evolutions concerning ESG
* Coordinate and follow-up of the execution of ESG-topics
* Monitoring and reporting on targets and KPIs related to sustainability

Objectives
The Sustainability Team is responsible for integrating sustainability into DEME’s operations. Led by DEME’s Sustainability Director, the team sets the agenda and ensures the preparation of the Sustainability Board.

Process Owners

Organization
Process owners include the so-called ‘Sustainability Ambassadors’ within the segments, Theme Leads within the supporting services and Tender Sustainability Single Point of Contacts (SPOCs) have been appointed to support the further implementation of the operational sustainability objectives, targets and measures across the organization.

Objectives
The follow-up, the coordination and the alignment of the process owners is done by the Sustainability Team.

Stakeholder involvement of the material ESG topics

Information provided to and sustainability matters addressed by the Board of Directors and the Audit Committee
DEME’s governance structure regarding sustainability warrants a consistent follow-up across the different stakeholder levels. These stakeholders follow-up the ESG KPIs and yearly performance towards set targets at least once a year and discuss the status, progress and next steps on specific material topics. The table below outlines these material topics and how these have been presented to the Board of Directors and Audit Committee, including the frequency with which these topics appear on the agenda.

Supervisory body	ESG topics	Type	Sustainability matters addressed	Frequency
Board of Directors	Energy transition	Material impact	The increase of worldwide demand for offshore renewable energy technologies, evolving complexity of the technical and engineering requirements and challenges in the industry	Every meeting
		Material	Expansion of our offshore renewable energy opportunity solutions worldwide, entering new markets, capacity of installed wind turbines and offshore wind parks, innovative solutions in maturing and demanding offshore energy market	Every meeting
	GHG emissions	Material impact	Progress update on GHG emission reduction targets	Twice per year
	Performance KPI Low Carbon Fuel versus Sustainability-linked Loan	Material risk	Financial effects of government regulation and policies related to GHG emissions reduction and uptake of renewable fuels	Twice per year
	Occupational Health and Safety	Material impact	Progress update on safety performance and DEME safety Thermometer target, update on actions taken for developing a culture of prevention	Every meeting
Audit Committee	All material ESG topics	Update	Sustainability KPIs and yearly performance towards set targets, reporting of findings of risk assessment and internal controls	Once per year

Diversity Policy

DEME is convinced of the positive influence of diversity-based human resources, employment policies and practices and strives to ensure diversity in terms of characteristics and skills, by including different nationalities, genders, ages, perspectives and backgrounds. As a result thereof, DEME sees the attraction, development and career counseling of talented staff as a priority. The composition of our Board of Directors and Executive Committee also reflects our Diversity Policy in terms of professional background, skills and gender.

The Board of Directors
The Board of Directors now has four Independent Directors out of 11 members, bringing the percentage to 36% of independent board members. The total number of female directors is now four out of 11 members resulting in a female representation of 36%, elevating the gender diversity of DEME’s Board of Directors. The international perspective within the Board of Directors is ensured by the presence of four nationalities: Belgian, Italian, French, and Dutch. The age of our board members spans from 47 to 73 years old among board members elected by the AGM. Our board members come from diverse educational backgrounds in finance, economics, and engineering, with professional experience from diverse industries, private equity, private investments, and academia. Detailed descriptions of the individual board members, including their additional executive roles, independence, and contributions to the Board’s competencies, can be found in their respective biographies. In the domain of ESG, the board members, with their varied backgrounds and expertise, collectively provide substantial knowledge to discussions on DEME’s key material topics, including GHG emissions, the energy transition, and occupational health and safety.

Audit Committee and Remuneration Committee
The same principles applied to the Board of Directors are also applied to the Audit and Remuneration Committees, ensuring diversity in age, gender, nationality, educational background and professional experience and with Independent Directors present in both committees.

Executive Committee
With regard to the composition of the Executive Committee (see Charter, paragraph 4.2), the Board of Directors must also ensure that the members have diverse professional backgrounds with complementary skills. It is the aim of the Board of Directors that the long-term vision of DEME is supported by executives who actively promote the values of the company and, in this sense, contribute to value creation. This translates, among other aspects, into a preference for providing talented staff members with career development opportunities within the group. All members of the Executive Committee have been appointed from within the group based on their personal merits. Finally, DEME has ongoing investments in training, development, career counseling and the retention of staff members. This is done through a combination of broadening and deepening knowledge through training programs, seminars and workshops, career perspectives within DEME, and through a market-compliant and competitive remuneration policy.

Representation of employees and other workers

DEME employs a range of tools to ensure transparency, inclusiveness, and the well-being of employees, making sure their voices are heard across the organization, including at Board level:

Structured Dialogue Approach: DEME has a structured process for engaging in and maintaining a dialogue with employees.# Corporate governance and risk management

DEME Annual Report 2024 135

DEME’s remuneration policies envisage the provision of market competitive and equitable pay levels and components towards all our co-workers in their countries of employment/assignment. DEME’s remuneration practices also reflect country remuneration regulations, frameworks and prevailing market standards.

DEME employs three main groups of co-workers: staff, (on board) crew and blue-collar workers. For staff, DEME uses a job evaluation methodology providing a job family and job level structure underpinning internal career development. DEME’s ‘Career Map for Staff’ outlines a transparent career progression framework. Country specific remuneration policies and practices for equivalent job levels across job families, reflecting market benchmarks for pay levels and components, safeguard the provision of equitable pay.

For crew and blue-collar workers DEME’s pay practices reflect applicable (inter)national, regional and/or sector (collective) agreements, complemented with DEME-specific pay components (e.g. purchase power premium, safety premium…).

For DEME’s Executive Committee members, remuneration levels are benchmarked against a peer group of European top executives, containing data on the most relevant talent pool for these Executive Committee roles in the industrial sector, with equivalent complexity and international scope. The remuneration components of DEME’s Executive Committee members are reviewed and agreed by DEME’s Remuneration Committee and approved by the Board of Directors. These remuneration components consist of:

An annual remuneration, paid in 12 monthly instalments, reflecting role responsibilities, job characteristics, experience and skills.
A short-term incentive (variable bonus) reflecting performance and contribution for which the annual budget is determined by DEME’s annual company performance on a set of safety and financial Key Performance Indicators, as approved by DEME’s Board of Directors: Worldwide Lost Time Injury Frequency Rate (WW LTIFR), EBITDA, Net Profit and Debt Rate.
A long-term incentive (stock option plan) reflecting performance and contribution for which the annual budget is determined by the evolution of DEME’s annual company performance based on a set of safety and financial Key Performance Indicators, as approved by DEME’s Board of Directors: Worldwide Lost Time Frequency Injury Rate (WW LTIFR), EBITDA, Net Profit and Debt Rate.

Stock options are allocated to DEME’s Executive Committee (and Management Team) members, upon recommendation of the Remuneration Committee and approved by the Board of Directors, within the context of DEME’s stock option plan, with the following characteristics:

Offer date: early March 2024.
Exercise price: the lowest of (i) the average closing share price during the last 30 days preceding the offer date or (ii) the closing share price on the day preceding the offer date.
Vesting: vesting at 1/3 of the number of options per calendar year during the 3 calendar years following the year of grant.
Exercise period: the stock options cannot be exercised before the end of the third calendar year following the year of grant and can then be exercised until the end of the eighth year following the date of grant.
An insured benefits program reflecting prevailing country/ market practices. Typically, these programs include a defined contribution pension plan, a hospitalization insurance and a disability and death-in-service insurance.
A fringe benefits program reflecting prevailing country/ market practices, mainly including provision of a company car.

05 — Corporate governance and risk management

DEME Annual Report 2024 136

The remuneration of DEME’s Board of Directors, including non-executive Directors, and excluding DEME’s CEO, consists of an annual fixed component, complemented with a fee for each meeting attended (and international travel cost coverage as applicable). This structure is also applicable for Board Members appointed to DEME’s Audit Committee and Remuneration Committee.

Board of Directors (in euro)

	Annual Fee	Attendance Fee	International Travel Expenses
Chairman of the Board of Directors	100,000	2,500	-
Non-executive Director	50,000	2,500	-
Independent Director	50,000	2,500	2,500

Audit Committee (in euro)

	Annual Fee	Attendance Fee	International Travel Expenses
Chairman of the Audit Committee	10,000	2,500	-
Member of the Audit Committee	7,500	2,500	-

Remuneration Committee (in euro)

	Annual Fee	Attendance Fee	International Travel Expenses
Chairman of the Remuneration Committee	7,500	2,500	-
Member of the Remuneration Committee	5,000	2,500	-

2024 Remuneration

This report covers the 2024 remuneration of DEME’s Board of Directors

Board of Directors (1) (in euro)

	Annual Fee	Attendance Fee
Luc Bertrand Chairman of the Board	100,000	20,000
Tom Bamelis Non-executive Director	50,000	20,000
John-Eric Bertrand Non-executive Director	50,000	20,000
Karena Cancilleri Independent Director	50,000	17,500
Piet Dejonghe Non-executive Director	50,000	20,000
Leen Geirnaerdt Independent Director	50,000	20,000
Gaëlle Hotellier Independent Director	25,000	12,500
Koen Janssen Non-executive Director	50,000	20,000
Kerstin Konradsson Independent Director	25,000	-
Christian Labeyrie Non-executive Director	50,000	17,500
Marieke Schöningh Independent Director	25,000	12,500
Luc Vandenbulcke Executive Director	-	-

Audit Committee (1) (in euro)

	Annual Fee	Attendance Fee
Tom Bamelis Chairman of the Audit Committee	10,000	12,500
Leen Geirnaerdt Member of the Audit Committee	7,500	12,500
Koen Janssen Member of the Audit Committee	7,500	12,500
Christian Labeyrie Member of the Audit Committee	7,500	12,500
Marieke Schöningh Member of the Audit Committee	3,750	2,500

Remuneration Committee (1) (in euro)

	Annual Fee	Attendance Fee
Luc Bertrand Chairman of the Remuneration Committee	7,500	5,000
Karena Cancilleri Member of the Remuneration Committee	5,000	5,000
Gaëlle Hotellier Member of the Remuneration Committee	2,500	2,500
Kerstin Konradsson Member of the Remuneration Committee	2,500	2,500

(1) Mrs. Kerstin Konradsson maintained her Board and Remuneration Committee Membership during the first half of the year. Mrs. Gaëlle Hotellier participated in the Board and Remuneration Committee meetings in the second half of the year. Mrs. Marieke Schöningh attended the Board and Audit Committee meetings in the second half of the year.# 05 — Corporate governance and risk management

DEME Annual Report 2024 137

Remuneration of CEO (in thousands of euro)	2024	2023	2022
Annual salaries	1,422	3,807	-
Short-term variable remuneration (STI)	-	-	-
Long-term variable remuneration (LTI) (2)	-	-	-
Total	1,422	3,807	-
Group Insurance/Pension (Plan) contributions	304	244	138
Other Benefits (3)	-	-	-

The 2023 annual salary includes an exception of an early single and double holiday pay settlement upon transition towards self-employed status.

Total Remuneration of Executive Committee members (excluding CEO) (in thousands of euro)	2024	2023	2022
Annual salary	537	1,277	-
Short-term variable remuneration (STI)	-	-	-
Long-term variable remuneration (LTI) (2)	-	-	-
Total	537	1,277	-
Group Insurance/Pension (Plan) contributions	106	178	-
Other Benefits (3)	-	-	-

DEME Stock Option Plan

Stock Option Compensation of the CEO and the Executive Committee	Offer date	End of vesting period	Exercise period	Exercise price	Number of options offered	Value of underlying shares at offer date	Vested options	Options offered and unvested
Luc Vandenbulcke	SOP24 01/03/2024	31/12/2027	01/01/2028 -28/02/2032	118.14	10,560	1,247,558	-	10,560
Hugo Bouvy	SOP24 01/03/2024	31/12/2027	01/01/2028 -28/02/2032	118.14	4,659	550,414	-	4,659
Christopher Iwens	SOP24 01/03/2024	31/12/2027	01/01/2028 -28/02/2032	118.14	3,407	402,503	-	3,407
Eric Tancré	SOP24 01/03/2024	31/12/2027	01/01/2028 -28/02/2032	118.14	1,974	233,208	-	1,974
Els Verbraecken (4)	SOP24 01/03/2024	31/12/2027	01/01/2028 -28/02/2032	118.14	4,533	535,529	-	4,533

All of the above were paid as per and in line with DEME’s remuneration policies and practices, governed by decisions and guidelines discussed and agreed with DEME’s Remuneration Committee and Board of Directors as appropriate.

Remuneration comparative table

	2024	2023	2022
(in euro)
Gross Base Salary level 1 - average (5)	80,865	78,937	73,010
Gross Base Salary level 1 - lowest (5)	32,490	-	-
Ratio between highest fixed compensation level (i.c. of the CEO) and the lowest gross base salary level	16.53

(2) No vested options from the 2024 LTI yet.
(3) The other benefits include e.g. taxable benefits and income tax coverage on stock option grant.
(4) Mrs. Els Verbraecken was member of the Executive Commitee till the Annual General Meeting of 15 May 2024.
(5) Annual Gross Base Salary of a full-time emloyee, employed in DEME’s Belgian legal entities.

DEME SHARE

Share info

DEME Group NV or DEME (the ‘company’) is traded on the regulated market of Euronext Brussels, listed under the symbol ‘DEME’. Trading commenced on 30 June 2022.

Euronext Brussels: DEME
Share: DEME
ISIN: BE0974413453
Bloomberg: DEME.BB
Reuters: DEME.BR
Yahoo finance: DEME.BR
Factset: DEME.BE

The group has an outstanding share capital and number of shares of the Company at 31 December 2024 as follows:

Share capital (in euro): 33,193,861
Total number of securities / carrying voting rights: 25,314,482
Treasury shares: 45,000
Total number of voting rights: 25,269,482

Shareholder structure

Following the listing of DEME Group NV, Ackermans & van Haaren NV (AvH), and VINCI Construction SAS remained reference shareholders for the company with sizeable shareholder positions. The table below reflects these positions and the company’s share capital which is freely tradable.

Per 31 december 2024	Number of Shares	Shares % (rounded)
Ackermans & van Haaren NV	15,725,684	62.12%
VINCI Construction SAS	3,066,460	12.11%
Treasury Shares	45,000	0.18%
Free float	6,477,338	25.59%
Total	25,314,482	100.00%

A study of DEME’s global shareholdership performed in the month of November 2024, plotted almost 99% of the company’s shareholders. The two reference shareholders collectively own 74% of the shares. Additionally, institutional shareholders hold approximately 14% of the shares while the retail community holds about 11%. Geographically, Belgium stands out as the leading ownership region in DEME, followed by France, Luxembourg, the US and the UK.

DEME Annual Report 2024 139

Share performance

Retrospect 2024

Reflecting on 2024, DEME’s second full year as a listed entity unfolded amidst a dynamic market environment. The year began at a similar level to the close of 2023, with the share price fluctuating between 105 and 120 euro. Following the well-received annual results for 2023, the share price embarked on an initial climb in March and April, reaching 140 euro. This upward momentum continued after the announcement of strong first-quarter results, pushing the share price above 155 euro. After the release of the half-year results and amid a period of weaker investor sentiment regarding offshore, the share price declined to 124 euro. Encouraging third-quarter results later spurred a recovery, with the stock closing the year at 137.8 euro. Despite a volatile trajectory, DEME achieved a solid annual return of 26% (including dividend pay-outs) as the share price rose from 111 euro at the end of 2023 to 138 euro by year-end 2024. This strong performance was recognized when DEME was awarded the BEL Mid Company of the Year, underscoring the company’s robust financial foundation and solid track record since its listing in June 2022.

DEME Closing Price
170
Jan ‘24 Feb ‘24 Ma ‘24 Apr ‘24 May ’23 Jun ‘24 Jul ‘24 Aug ‘24 Sep ‘24 Oct ‘24 Nov ‘24 Dec ‘24
160
150
140
130
120
110

Price evolution DEME vs selected indices

50%
40%
30%
20%
10%
0%
-10%
-20%
Jan ‘24 Feb ‘24 Ma ‘24 Apr ‘24 May ’23 Jun ‘24 Jul ‘24 Aug ‘24 Sep ‘24 Oct ‘24 Nov ‘24 Dec ‘24
DEME
BEL MID
STOXX Europe 600

Share Indicators (in euro)

	2024	2023	2022
Average closing price	145.4	113.1	113.8
Highest closing price	171.4	130.8	127.6
Lowest closing price	109.4	84.6	100.0
Closing price on 31 December	137.8	111.4	124.0
Stock market capitalization on 31 December (in millions of euro)	3,488	2,820	3,139
Earnings per share (basic and diluted)	11.40	6.43	4.45
Gross dividend	3.80	2.10	1.50
Net dividend	2.66	1.47	1.05
Return on Equity (ROE) (1)	13.6%	8.5%	6.4%
Gross dividend yield (2)	2.8%	1.9%	1.2%
Annual return on share (3)	25.6%	-	9.0%
Pay-out ratio (4)	33%	33%	34%
Price/earnings ratio (5)	12.1	17.3	27.9

(1) Return on equity is calculated as net income (Share of the group) over shareholders’ equity.
(2) Gross dividend divided by the share price at year-end closing.
(3) The combination of the increase or decrease of the share price over the year and the gross dividend paid out in the year, divided by closing share price of previous year.
(4) The pay-out ratio is calculated as the yearly gross dividend per share divided by the earnings per share.
(5) Share price at year-end closing divided by earnings per share.

Liquidity

	2024	2023	2022
Venue	Euronext	Euronext	Euronext
Total yearly volume of shares traded	2,110,336	2,284,010	1,482,514
Daily average number of shares traded	8,244	8,957	11,316
Total yearly volume of shares traded in turnover (in millions of euro)	306.6	256.3	167.9
Free float velocity (in %)	33.3	35.2

Daily average shares traded per month

	Jan.	Feb.	March	April	May	June	July	August	Sep.	Oct.	Nov.	Dec.
2023
2024	13,756	12,620	9,311	10,207	8,525	8,068	8,729	8,854	5,999	6,972	6,787	7,496

DEME Annual Report 2024 141

DEME’s investment case

The foundation of DEME’s investment proposition is built upon several key attributes:

DEME is market leading in healthy sectors characterized by high barriers to entry.
The company is committed to a sustained growth trajectory, aligning with the enduring trends inherent to each industry it operates in.
Boasting one of the world’s most extensive and technologically advanced fleet, DEME combines this asset with a skilled workforce and nearly 150 years of industry expertise.
DEME places paramount importance on ESG principles and safety, integrating them at the heart of its operations.
Recognized for its reliability, DEME exhibits an appealing financial profile anchored by a robust balance sheet.
Through adept diversification, DEME manages a portfolio of activities that minimizes its risk exposure.

Shareholder remuneration

Dividend policy

All of the ordinary shares (excluding treasury shares) will entitle the holder thereof to an equal right to participate in dividends. All shares participate equally in the company’s profits (if any). Subject to the Company’s earnings, financial condition, capital requirements and other factors considered important by the Board of Directors, the availability of distributable reserves and the approval by the Shareholders’ meeting, the Company intends to declare and distribute an annual non-cumulative dividend to its shareholders based on a target pay-out ratio of 33% of the group’s net profit. There can be no assurance as to whether dividends or similar payments will be paid out in the future nor, if they are paid, as to their amount. The dividend is set by the Board of Directors and subsequently proposed at the Annual General Meeting of shareholders at the end of each fiscal year.

Dividend

DEME’s Board of Directors will propose to the Annual General Meeting to distribute a gross dividend of 3.80 euro per share during 2025. Subject to the approval of the Annual General Meeting, the dividend payment date is proposed to be set at 30 May 2025. The gross dividend for 2022 and 2023 (paid out respectively in 2023 and 2024) was 1.50 euro and 2.10 euro.

Ex-dividend date: 27 May 2025
Record date: 28 May 2025
Dividend payment date: 30 May 2025
Gross dividend: 3.8

	2022	2023	2024
Pay-out ratio (%)	34%	33%	33%
Gross dividend yield	1.2%	1.9%	2.8%

DEME Annual Report 2024 143

Analyst coverage

DEME engages with eight institutional sell-side analysts as part of our Investor Relations program. Our interactions are consistently maintained through regular communications, which may be prompted by industry developments, DEME’s press releases, or participation in conferences and roadshows.# DEME Annual Report 2024

144 Industry and market risks — Macroeconomic developments — Geopolitical developments — Capital intensive nature of industry — Competition — Investments in unproven markets Business risks — Project management and execution risks — Maintain and renew required approvals, licenses and permits for operations — Uncertainty whether a project will effectively materialize — Third-Party Risk Financial risks — Financing — Market risk: interest risks — Market risk: exchange rate risks — Market risk: price and commodity risk — Credit and counterparty risks — Liquidity risks RISK MANAGEMENT GOV-5 IRO-1

Within the context of its business operations, DEME is exposed to a wide variety of risks that can affect its ability to achieve its business objectives and execute its business strategy successfully. Risk management is the identification, evaluation and prioritization of risks, followed by a structured and continuous process to monitor, manage and mitigate the probability and the impact of unforeseen events or to maximize the realization of opportunities.

Overview of the different risk domains and risk items

An overall description of these risks, as well as their potential impact and respective risk management and control is provided in Chapter 08. Appendix - Risk register and assessment.
* This item is deemed material following the double materiality assessment according to CSRD and ESRS standards. For more detailed information please refer to Chapter 07.Sustainability Statements.

IT-related risks
— IT-related risks
— Cybersecurity

Climate change and environmental risks
— Developing environmental regulation (climate transition risk)*
— Impact of more extreme weather conditions (climate physical risk, acute)
— Impact of climate change (climate physical risk, chronic)
— Disturbance of the environment

Other risks
— Intellectual property
— Outbreak of pandemic disease
— Employment

Legal and regulatory risks
— Compliance with and changes to laws
— Legal and regulatory compliance risks regarding anti-trust, anti-money laundering and anti-corruption
— Compliance with and changes to environmental, health and safety laws
— Tax related risks
— Litigations

05 — Corporate governance and risk management DEME Annual Report 2024 145

Control Environment

The control environment can be defined as the system developed and implemented by management, which contributes to managing the activities of the group, the overall functioning and the proper use of its assets, aligned with the group’s objectives and complexity of its operations. DEME’s control environment, which consists of policies, procedures and departments that ensure the internal controls work effectively, is outlined in this chapter.

01. DEME’s risk management and control system

DEME’s risk management and control system is based on the Code of Companies, DEME’s Articles of Association, and DEME’s Corporate Governance Charter. These are available on DEME’s Investor portal which includes more information on how risks are integrated and managed as part of its corporate governance practice.

02. Objectives

When assessing risks and opportunities, the following objectives are always put forward to provide a directional context in the decision-making process.
— Operational and Strategic objectives
— Continuity and Operational excellence
— Compliance with all applicable laws and regulations
— Correct and timely financial reporting

03. Governance

DEME’s control environment is also articulated earlier on in the chapter and in the Risk Assessment and Management section. Here we reiterate the main elements in relation to risk management:
— Risk management and control processes are actively supported by the Board of Directors and the respective Board committees.
— They understand the risks that DEME is facing and ensure that these are effectively managed, with the CEO and Executive Committee fully engaged in risk management.
— Furthermore, risk mitigation and control are a core task of DEME’s management team and by extension, all executives with management responsibilities be it in the different segments or in one of the functional domains of the company.

04. Programs and systems in place

DEME has a set of supportive programs, systems, policies and procedures that provide the foundation of its internal control environment. These include:

Code of Ethics & Business Integrity

First of all, there is the Code of Ethics & Business Integrity. It is everyone’s personal responsibility to adhere to it and this is applicable to all directors, company representatives, staff and crew, full- and part-time employees (permanent and temporary), whether working under a contract or on a freelance basis for DEME and its subsidiaries. The principles of the Code are simple and clear: at all times, comply with the applicable laws and regulations, act with integrity and honesty and avoid inappropriate behavior, or even the appearance thereof. The Code covers important areas such as protecting people and company assets, principles on preventing discrimination and harassment, antibribery and anti-corruption, compliance with international trade laws, and accounting standards and records. In order to make sure everyone understands the Code and applies it properly in their daily activity, regular obligatory training sessions are organized. In addition, DEME expects any third-party it does business with, to respect and act according to the Code’s principles.

146 Project identification and execution

With respect to project identification and execution, DEME has a universal approach in dealing with projects, from evaluation and preparation to execution, including the way these are governed. During tendering, the Acquisition & Tender Management Manual (ATMM) is used. Projects are assessed and filtered by the management of the respective business unit. Appropriate projects are then submitted and discussed in the Risk Committee and/or Technical Committee. The Project Management System (PMS) Framework is applied during the project’s lifecycle and is connected with the ATMM, using the Project Lifecycle and Governance Manual. At least once a quarter, project risks and opportunities are identified during the Opportunity & Risk Management (ORM) process and where appropriate, reflected in the financial results of the respective reporting period.

Signature authorities

Thirdly, there is the internal procedure on signature authorities valid for approval on all commitments made by DEME towards external parties. The objective is to streamline the procedure across the entire organization. It includes the approval of outgoing purchase orders, contracts, invoices, etc. In order to achieve this, DEME has developed the Internal Approval Solution to verify the limited list of employees who have the authority up to a certain monetary limit.

Integrated software solutions

Fourthly, DEME has chosen integrated software solutions across its subsidiaries which guarantee a consistent approach. For accounting, DEME mainly uses Microsoft Dynamics 365. D365 ensures the uniform processing of all data within the group. In the area of digitization, DEME is forging ahead with automatic data recognition and e-invoicing. DEME also set up a payment factory named Trax, which is a centralized platform to execute payment instructions and receive bank statements. The payment factory is linked to Bridger from LexisNexis, a sanctions’ screening tool, hence outgoing payments are checked regarding sanctions before any disbursement is made. Uniformity of reporting is a priority for DEME. The financial reporting system, a tailor-made multidimensional database, is integrated in the transaction systems and is fed live. Consolidated financial statements and management reports are automatically linked, allowing perfect alignment between the different reports. For procurement, a gradual rollout is ongoing where new projects adopt Ivalua. This software manages the process from onboarding suppliers, screening a vendor for compliance, to making and following up on purchases. The uniform software helps DEME make data-driven decisions (identify spending patterns, trends and opportunities for cost savings) which enables informed choices regarding sourcing strategies, supplier selection, and contract negotiations. Furthermore, it streamlines the procurement process and secures DEME’s governance because of built-in controls such as compliance screening and the Internal Approval Solution.

Unified Reporting

In Finance, clear reporting instructions with timely communication of deadlines, standardized reporting formats and uniform accounting principles are in place. Worldwide all finance employees use the same methodology, namely DEME’s Project Administration & Finance Manual. It details accounting policies and procedures, analytical coding and statutory reporting among others. It is supported by the Finance Processes Portal which charts the key processes using Mavim software. As an international contractor, both incoming and outgoing guarantees are an important measure in doing business.# 05 — Corporate governance and risk management

DEME Annual Report 2024 147

QHSE management system

DEME has a robust Quality, Health, Safety and Environment (QHSE) management system in place. Reflecting the diversity of the activities, industries and clients, DEME works to continually improve the effectiveness of its management system in order to ensure that the highest standards are maintained. DEME has obtained a number of certificates including ISO 14001, ISO 9001 and ISO 45001. To emphasize that safety is the highest priority ashore and at sea, all employees have a ‘Stop Work Authority’ where it is everyone’s responsibility to stop work that may result in any type of unwanted event, without fear of reprisal. DEME responds to stakeholders transparently by measuring our sustainability performance and publishing the results annually.

Good corporate governance is achieved by integrating five main layers within our sustainability governance structure: the Board of Directors, the Executive Committee, the Sustainability Board, the Sustainability Team and the Process Owners from the different activities and supporting services. The progress on sustainability is discussed at board meetings. Sustainability reporting includes key accounting estimates and judgments for materiality assessment, ESG metrics calculations, legal compliance, and internal control processes related to sustainability reporting. The department has initiated the process of establishing an internal control system across the organization. This is to ensure the identification and mitigation of risks related to sustainability reporting by formalizing our policies, manuals, procedures, and internal controls.

The Corporate Sustainability Reporting Directive reports on the impact of corporate activities on environmental, social and governance (ESG) topics using a double materiality assessment (DMA). Meaning it looks at both the inward effect as well as the outward impact, but only for ESG topics. Whereas the Risk Register only looks at the inward effect: it is the result of analyzing, evaluating and managing the risks DEME might face in terms of management, organization, markets, environment, tender procedures, finances, employees, IT systems etc. without prioritization.

An ESG matter has a material inward effect if it triggers or could reasonably be expected to trigger material financial effects on DEME. This is the case when an ESG matter generates risks or opportunities that have a material influence or could reasonably be expected to have a material influence, on DEME’s development, financial position, financial performance, cash flows, access to finance or cost of capital over the short-, medium- or long-term.

An ESG matter has a material outward impact if it pertains to DEME’s material actual or potential, positive or negative impacts on people or the environment over the short-, medium- or long-term. In order to come to a prioritization, internal experts have assessed a long list of items and identified the topics relevant for DEME and its value chain, which resulted in the ‘short list of topics’. Thereafter, an identification and drafting of Impacts, Risks & Opportunities (IROs) was done by an external consultant which was further fine-tuned in workshops with internal experts. The final scores per IRO were obtained through a process of intensive stakeholder engagement including a review by the DEME sustainability team for consistent application of the scoring methodology across the different topics; a review by the Chief Human Resources Officer and Talent Manager regarding the social topics and a review by the strategic and legal team regarding all ESRS topics. Finally, a stepwise validation of both the methodology and outcome of the DMA has been performed: this included a validation of the methodology as well as the provisional outcome by the Sustainability Board and the final approval of methodology and the outcome of the DMA by the Board of Directors.

148 Risk assessment and management

Based on the supportive systems and programs in place, a continuous assessment is performed and centralized at Executive Committee level. Input for this assessment comes from several departments.

The Opportunity and Risk Management Department monitors opportunities and risks for all projects in a transparent, systematic, and homogeneous manner from the tender phase until completion.
The Internal Audit Department provides independent and objective assurance about the risk management, governance, business and internal control processes by providing a systematic approach to evaluate and improve processes, as well as conducting internal audits and advisory activities. The Internal Audit Department conducts risk- based audits and advisory services based on annual plans approved by the Audit Committee. It monitors the execution of action plans and collaborates with statutory auditors to share key findings. Advisory services are based on specific requests from the Executive or Audit Committee and include regular meetings with risk management stakeholders, lessons learned analysis, and awareness campaigns.
The Digital Office has the mission to advise and assist Senior Management in protecting the assets of DEME against all risks of malicious origin. This can include everything from sabotage, fraud and piracy to aggressive information gathering, cyberattacks and damage to DEME’s image.
The QHSE Department embodies the ‘Zero accidents and zero environmental incidents’ ambition of DEME. The company’s priority is the well-being of employees and subcontractors, highlighted by DEME’s high quality, healthy, safe and eco-friendly work environment. QHSE is always a topic on the agenda of DEME’s Management Team, the Executive Committee and Board of Directors’ meetings. Key Performance Indicators are used to track QHSE performance, including both indicators like Green Initiatives and the Safety Thermometer.
The Compliance Department sees to the preparation, implementation, follow-up and improvement of all advice, procedures, codes, investigations, analyses and education that contribute to the control of the compliance risk.
The Legal Department aims to be a valuable and trusted business partner that provides top quality legal advice through its highly skilled and experienced staff.

And as articulated in previous sections of the Corporate Governance chapter, following instances also take part in DEME’s risk assessment and management process:

External Auditor
Audit Committee
Board of Directors

05 — Corporate governance and risk management

DEME Annual Report 2024 149

Risk trends

The following outlines a selection of risk trends that, alone or in combination with other events or circumstances, could have a material adverse effect on the company’s business, strategy, financial condition and results of operations and prospects. A more comprehensive description of risks, their potential impact, and risk management and control, is provided in Chapter 08. Appendix - Risk Assessment.

Business and growth opportunities are subject to macroeconomic developments

DEME’s activities are driven primarily by the growth of the global population; the trend to further develop areas near coastlines and along major rivers; the growth of the global economy and the consequent need for suitable infrastructure; the increasing demand for energy and the transition to renewable energy and climate neutrality; the scarcity of specific minerals and raw materials, and the development of international trade and shipping.

Business and growth opportunities are subject to geopolitical developments

DEME’s operations are, in some areas where it is active, exposed to elevated risks relating to political and/or social instability (including war and civil unrest, armed conflict, terrorism, hostage taking, piracy, extortion and sabotage).

Project management and execution risks

Projects are usually characterized by the obligations entered into upon the submission of the offer as part of the tendering process for a project and, upon award, the signing of a contract to construct or deliver an infrastructure or a scope of work with a unique character for an established fee or variable price and within an agreed period of time.

Compliance with, and changes to laws

Changes in laws and the introduction of new regulations necessitate increased reporting. This, in turn, requires additional capacity to ensure transparency throughout the value chain.

Chapter 06. FINANCIAL STATEMENTS

152

153 CONSOLIDATED FINANCIAL STATEMENTS ... 154

Consolidated statement of income ... 154

Consolidated statement of comprehensive income ... 155

Consolidated statement of financial position ... 156

Consolidated statement of cash flows ...# Consolidated statement of changes in equity

Segment reporting

Summary of material accounting principles

Group structure and changes in the reporting period

Comparative financial statement analysis

Explanatory notes to the consolidated financial statements

Note 1 – Turnover and orderbook

Note 2 – Other operating income and expenses

Note 3 – Personnel expenses and employment

Note 4 – Financial result

Note 5 – Intangible assets

Note 6 – Goodwill

Note 7 – Property, plant and equipment

Note 8 – Right-of-use assets

Note 9 – Investments in joint ventures and associates

Note 10 – Other non-current assets

Note 11 – Current taxes and deferred taxes

Note 12 – Inventories

Note 13 – Contract assets and contract liabilities

Note 14 – Trade and other operating receivables

Note 15 – Assets held for sale

Note 16 – Other current assets

Note 17 – Share capital, dividends and other reserves

Note 18 – Share-based payments

Note 19 – Earnings per share

Note 20 – Non-controlling interests

Note 21 – Interest-bearing debt and net financial debt

Note 22 – Financial risk management and financial derivatives

Note 23 – Lease liabilities

Note 24 – Retirement benefit obligations

Note 25 – Other current liabilities

Note 26 – Provisions and contingent assets and liabilities

Note 27 – Working capital

Note 28 – Rights and commitments not reflected in the balance sheet

Note 29 – Related party disclosures

Note 30 – Auditor remuneration

Note 31 – Events after the reporting period

Management declaration

PARENT COMPANY FINANCIAL STATEMENTS

Introduction

Statement of financial position

Statement of income

Summary of the management report of the Board of Directors

Appropriation account

Interests in share capital# CONSOLIDATED FINANCIAL STATEMENTS

Consolidated statement of income

For the year ended 31 December
(in thousands of euro)

Notes	2024	2023
REVENUES	4,143,794	3,344,091
Turnover (1)	4,101,159	3,285,422
Other operating income (2)	42,635	58,669
OPERATING EXPENSES	-3,790,185	-3,102,828
Raw materials, consumables, services and subcontracted work	-2,685,547	-2,138,962
Personnel expenses (3)	-667,387	-587,884
Depreciation and amortization expenses (5)/(7)/(8)	-395,830	-342,050
Impairment of property, plant and equipment and right-of-use assets (7)/(8)	-14,772	-13,148
Impairment of goodwill and intangible assets (5)/(6)	-	-
Other operating expenses (2)	-26,649	-20,784
OPERATING RESULT	353,609	241,263
FINANCIAL RESULT (4)	-8,674	-23,269
Interest income	13,534	8,252
Interest expenses	-16,797	-20,149
Realized/unrealized foreign currency translation effects	-1,263	-9,825
Other financial result	-4,148	-1,547
RESULT BEFORE TAXES	344,935	217,994
Current taxes and deferred taxes (11)	-89,536	-49,618
RESULT AFTER TAXES	255,399	168,376
Share of profit (loss) of joint ventures and associates (9)	40,374	3,217
RESULT FOR THE PERIOD	295,773	171,593
Attributable to non-controlling interests (20)	7,545	8,831
SHARE OF THE GROUP	288,228	162,762
Earnings per share (basic) (in euro) (19)	11.40	6.43
Earnings per share (diluted) (in euro) (19)	11.40	6.43

Consolidated statement of comprehensive income

For the year ended 31 December
(in thousands of euro)

Notes	2024	2023
Result attributable to non-controlling interests (20)	7,545	8,831
Share of the group	288,228	162,762
RESULT FOR THE PERIOD	295,773	171,593
Other comprehensive income that may be reclassified to profit or loss in subsequent periods
Changes in fair value related to hedging instruments of subsidiaries (22)	-13,455	-17,655
Changes in fair value related to hedging instruments of joint ventures and associates (9)	-4,713	-14,231
Changes in cumulative translation adjustment reserve	-46	-6,826
Other comprehensive income that cannot be reclassified to profit or loss in subsequent periods
Remeasurement of net liabilities relating to defined benefit plans of subsidiaries (24)	-2,651	1,464
Remeasurement of net liabilities relating to defined benefit plans of joint ventures and associates (9)	-49	-22
TOTAL OTHER COMPREHENSIVE INCOME	-20,914	-37,270
TOTAL COMPREHENSIVE INCOME	274,859	134,323
Attributable to non-controlling interests (20)	7,586	8,515
SHARE OF THE GROUP	267,273	125,808

Consolidated statement of financial position

For the year ended 31 December
(in thousands of euro)

ASSETS	2024	2023
NON-CURRENT ASSETS	3,082,487	3,106,348
Intangible assets (5)	15,022	22,840
Goodwill (6)	13,028	13,028
Property, plant and equipment (7)	2,467,784	2,582,220
Right-of-use assets (8)	169,754	111,093
Investments in joint ventures and associates (9)	181,865	170,295
Other non-current financial assets (10)	68,365	48,324
Non-current financial derivatives (22)	9,342	22,073
Interest rate swaps	9,342	19,862
Forex/fuel hedges	-	2,211
Other non-current assets (10)	22,754	10,526
Deferred tax assets (11)	134,573	125,949
CURRENT ASSETS	2,393,124	1,653,710
Inventories (12)	20,440	32,015
Contract assets (13)	651,459	633,027
Trade and other operating receivables (14)	704,791	488,106
Current financial derivatives (22)	8,294	13,503
Interest rate swaps	6,292	10,938
Forex/fuel hedges	2,002	2,565
Assets held for sale (15)	33,535	1,630
Income tax receivables (11)	26,061	25,937
Other current assets (16)	95,138	70,408
Cash and cash equivalents (21)	853,406	389,084
TOTAL ASSETS	5,475,611	4,760,058

GROUP EQUITY AND LIABILITIES	2024	2023
SHAREHOLDERS' EQUITY (17)	2,117,827	1,910,473
Issued capital	33,194	33,194
Share premium	475,989	475,989
Retained earnings and other reserves	1,640,060	1,411,751
Hedging reserve	20,010	38,115
Remeasurement on retirement benefit obligations (24)	-38,405	-35,784
Cumulative translation adjustment	-13,021	-12,792
NON-CONTROLLING INTERESTS (20)	56,243	50,337
GROUP EQUITY	2,174,070	1,960,810
NON-CURRENT LIABILITIES	712,063	835,687
Retirement benefit obligations (24)	58,083	54,810
Provisions (26)	46,672	46,957
Interest-bearing debt (21)	530,603	652,523
Non-current financial derivatives (22)	10,960	22,953
Interest rate swaps	-	-
Forex/fuel hedges	10,960	22,953
Other non-current financial liabilities (9)	5,526	332
Deferred tax liabilities (11)	60,219	58,112
CURRENT LIABILITIES	2,589,478	1,963,561
Interest-bearing debt (21)	231,722	248,743
Current financial derivatives (22)	45,550	20,324
Interest rate swaps	-	-
Forex/fuel hedges	45,550	20,324
Provisions (26)	15,794	14,045
Contract liabilities (13)	661,057	447,363
Advances received (13)	181,041	84,486
Trade payables	1,195,229	897,610
Remuneration and social debt	113,922	94,791
Income tax payables (11)	71,144	64,024
Other current liabilities (25)	74,019	92,175
TOTAL LIABILITIES	3,301,541	2,799,248
TOTAL GROUP EQUITY AND LIABILITIES	5,475,611	4,760,058

Consolidated statement of cash flows

For the year ended 31 December
(in thousands of euro)

Notes	2024	2023
CASH AND CASH EQUIVALENTS, OPENING BALANCE	389,084	522,261
Operating result	353,609	241,263
Dividends from participations accounted for using the equity method (9)	32,915	27,751
Reclassification of (income) loss from sales of property, plant and equipment and financial participations to cash flow from divestments (2)	-10,343	-18,544
Interest received (4)	13,549	8,525
Interest paid (4)	-13,202	-17,517
Foreign currency translation effects and other financial income (costs) (*) (4)	-2,187	-14,451
Income taxes paid (11)	-84,043	-61,810
NON-CASH ADJUSTMENTS	416,806	354,929
Depreciation and amortization expenses (5)/(7)/(8)	395,830	342,050
Impairment of property, plant and equipment and right-of-use assets (7)/(8)	14,772	13,148
(Decrease) increase of retirement benefit obligations (24)	-231	-3,767
(Decrease) increase of provisions (2)/(26)	1,606	110
Share-based payments (18)	1,062	-
Other non-cash operating expenses (income) (**)	3,767	3,388
CASH FLOW FROM OPERATING ACTIVITIES BEFORE CHANGES IN WORKING CAPITAL	707,104	520,146
CHANGES IN WORKING CAPITAL (27)	370,313	-66,488
Decrease (increase) in inventories and advances received	108,129	5,628
Decrease (increase) in amounts receivable	-241,498	-28,501
Decrease (increase) in contract assets	-18,432	-288,276
Increase (decrease) in current liabilities (other than borrowings)	308,420	120,598
Increase (decrease) in contract liabilities	213,694	124,063
CASH FLOW FROM OPERATING ACTIVITIES	1,077,417	453,658
INVESTMENTS	-324,092	-427,125
Acquisition of intangible assets (5)	-1,296	-2,854
Acquisition of property, plant and equipment (7)	-285,139	-396,093
Cash (out) inflows on acquisition of associates and joint ventures (9)	-13,195	-8,562
New borrowings given to joint ventures and associates (10)	-24,432	-19,582
Cash outflows of other financial assets (10)	-30	-34
DIVESTMENTS	30,466	67,443
Sale of intangible assets (5)	5,109	-
Sale of property, plant and equipment (7)	10,644	53,721
Cash (out) inflows on disposal of subsidiaries (scope changes)	0	9,377
Cash (out) inflows on disposal of associates and joint ventures (9)	11,868	1,143
Repayment of borrowings given to joint ventures and associates (9)	2,845	2,825
Cash inflows of other financial assets	-	377
CASH FLOW (USED IN) / FROM INVESTING ACTIVITIES ()*	-293,626	-359,682

Cash flow- continued	2024	2023
New interest-bearing debt (21)	26,935	74,486
Repayment of interest-bearing debt (21)	-225,679	-228,557
Payment of lease liabilities (21)	-55,285	-32,337
Acquisition of non-controlling interests (scope changes)	-1,300	-
Purchase of treasury shares (18)	-7,211	-
Gross dividend paid to the shareholders (17)	-53,145	-37,972
Gross dividend paid to non-controlling interests (20)	-1,997	-874
CASH FLOW (USED IN) / FROM FINANCIAL ACTIVITIES	-317,682	-225,254
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS	466,109	-131,278
Impact of exchange rate changes on cash and cash equivalents	-1,787	-1,899
CASH AND CASH EQUIVALENTS, ENDING BALANCE	853,406	389,084
CASH FLOW FROM OPERATING ACTIVITIES	1,077,417	453,658
CASH FLOW (USED IN) / FROM INVESTING ACTIVITIES	-293,626	-359,682
Payment of lease liabilities	-55,285	-32,337
FREE CASH FLOW	728,506	61,639

() This line relates to a.o. realized foreign currency translation effects whereas note (4) financial result presents both realized and unrealized foreign currency translation effects.
() Other non-cash operating expenses (income) relates a.o. to the time value of derivative financial instruments and to the impact of IFRS 16 leases on the result of the year.
(**) The amounts of cash flow from investments and divestments can differ from the amounts invested or divested in the notes to which reference is made, due to non-cash corrections such as additions of the year that are not yet paid for as well as due to gain/losses from sales of property, plant and equipment and financial participations that are included in the cash flow from divestments.

Consolidated statement of changes in equity

2024

Share capital and share premium	Hedging reserve	Remeasurement on retirement benefit obligations	Retained earnings and other reserves	Cumulative translation adjustment	Shareholders' equity	Non-controlling interests	Group equity
(in thousands of euro)
Ending, 31 December 2023	509,183	38,115	-35,784	1,411,751	-12,792	1,910,473	50,337
Impact IFRS amendments	-	-	-	-	-	-	-
Opening, 1 January 2024	509,183	38,115	-35,784	1,411,751	-12,792	1,910,473	50,337
Result for the period	-	-	-	288,228	-	288,228	7,545
Other comprehensive income	-	-18,105	-2,621	-	-229	-20,955	41
Total comprehensive income	-	-18,105	-2,621	288,228	-229	267,273	7,586
Dividends paid	-	-	-	-53,145	-	-53,145	-977
Purchase of treasury shares	-	-	-	-7,211	-	-7,211	-
Share-based payments	-	-	-	1,062	-	1,062	-
Other	-	-	-	-625	-	-625	-703
Ending, 31 December 2024	509,183	20,010	-38,405	1,640,060	-13,021	2,117,827	56,243

2023

	Share capital and share premium	Hedging reserve	Remeasurement on retirement benefit obligations	Retained earnings and other reserves	Cumulative translation adjustment	Shareholders' equity	Non-controlling interests	Group equity (in thousands of euro)
Ending, 31 December 2022	509,183	70,020	-37,458	1,218,272	-6,070	1,753,947	22,318	1,776,265
Impact IFRS amendments	-	-	-	-	-	-	-	-
Opening, 1 January 2023	509,183	70,020	-37,458	1,218,272	-6,070	1,753,947	22,318	1,776,265
Result for the period	-	-	-	162,762	-	162,762	8,831	171,593
Other comprehensive income	-	-31,905	1,674	-	-6,723	-36,954	-316	-37,270
Total comprehensive income	-	-31,905	1,674	162,762	-6,723	125,808	8,515	134,323
Dividends paid	-	-	-	-37,972	-	-37,972	-874	-38,846
Other	-	-	-	68,689	1	68,690	20,378	89,068
Ending, 31 December 2023	509,183	38,115	-35,784	1,411,751	-12,792	1,910,473	50,337	1,960,810

161 Segment reporting

Description of operating segments

For management purposes, the group is organized into four segments based on its products and services. The four reportable segments are:

Offshore Energy

This segment provides engineering and contracting services globally in the offshore renewables and non-renewables. Those activities are executed with specialized offshore vessels and include among others the engineering, procurement, construction and installation of foundations, turbines, inter-array cables, export cables and substations. The segment also offers operations and maintenance, logistics, repair and decommissioning as well as salvage services to the market next to landfalls and civil works, rock placement, heavy lift and umbilicals. In addition to these main activities, the group also provides specialized offshore services, including geoscience services and the installation of suction pile anchors and foundations.

Dredging & Infra

In this segment the group performs a wide variety of dredging activities worldwide, including capital and maintenance dredging, land reclamation, soil improvement, port construction, coastal protection and beach nourishment works. These activities are executed with specialized dredging vessels and various types of auxiliary vessels and earth-moving equipment. The group also provides contracting services for marine infrastructure projects. This includes the engineering, design and construction of complex marine structures such as jetties, port terminals, locks and weirs, infrastructural works such as bored and immersed tunnels, foundation and marine works for bridges or other constructions in a marine or fluvial environment, and civil works for harbor construction, dams and sea defenses, canal construction, revetment, quay wall construction and shore protection. In addition, the group is active in the marine aggregate business, which includes dredging, processing, storage and transport of aggregates. Finally, the group provides maritime services for port terminals.

Environmental

The Environmental segment focuses on innovative environmental solutions for soil remediation and brownfield redevelopment, environmental dredging and sediment treatment and water treatment. It is mainly active in the Benelux, France, as well as in other European countries on a project-by-project basis. An external partner participates in the Environmental segment. The segment can be considered as a material partly owned aggregated level of subsidiaries with non-controlling interests of 25.1%. Reference is made to note (20) non-controlling interests.

Concessions

The Concessions segment, unlike the contracting segments, invests in and develops projects in wind, port infrastructure, green hydrogen and other special projects. It operates through participations in special purpose companies – greenfield and brownfield. Besides creating economic value on its projects and generating equity returns on its investments, it also aims to secure regular activities for the group contracting activities in the EPC phases of its projects. Within its concessions activities, the group also holds concessions of seabed areas which contain polymetallic nodules and develops a technology to collect and process these polymetallic nodules containing nickel, cobalt, manganese and copper from the deep ocean floor.

Each of the four abovementioned segments has its own market, asset base and revenue model and is managed separately requiring different strategies. Dredging & Infra activities are complementary as the marine infrastructure works that DEME Infra undertakes are often combined with a dredging or land reclamation scope. The Offshore Energy segment is involved in and serves the offshore energy industry, both renewables and non-renewables sectors. The Environmental segment focuses on environmental solutions. The Concessions segment, unlike the contracting segments, invests in and develops projects in wind, port infrastructure, green hydrogen and other special projects. The segment reporting comprises financial information of these four segments that are separate operating segments. On a quarterly basis, separate operating results are prepared and reported to the Chief Operating Decision Maker (CEO), the DEME Executive Committee, as well as the Board of Directors. For the segment reporting, some activity lines, that are the lowest level of reportable activities within DEME, are aggregated. As such the activities of Combined Marine Terminal Operations Worldwide NV (CTOW) in the maritime services for port terminals and DEME Building Materials NV (DBM) in the marine aggregate business are aggregated in the Dredging & Infra segment. The works performed by Scaldis Salvage & Marine Contractors NV (salvage works) are aggregated in the Offshore Energy segment. The reporting of the management accounts (reporting on operating results) is an integral part of the financial reporting. At any time, the consolidated management report can be reconciled with the consolidated financial statements, both resulting in the same IFRS net result of the year (as such one version of the truth). The group’s company structure is mostly, but not completely, built around the different segments. It is possible that a company of the group is executing projects in both the Dredging & Infra and Offshore Energy segment and also one project can trigger cost and income in different companies of the group worldwide. The list of group companies associated with their main operational segment for 2024 is available within the section group structure and changes in the reporting period. The DEME operational and management structure is aligned with the DEME operational segments as well as the management reporting that is based on a worldwide uniform analytical accounting system. The analytical result by company, that gives a breakdown by project and cost center, is the basis for the segment reporting that can always be reconciled with the income statement of the company.

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For projects in which two segments are involved (for instance an offshore contract with a dredging scope), the segments only report their own share in revenue and result.# Financial Information of Operating Segments

For the year ended 31 December (in thousands of euro)

	Group Offshore	Dredging & Infra	Environmental	Concessions	Total Segments	Reconciliation	Financial Statements
2024
Turnover	2,055,040	1,962,558	336,774	7,828	4,362,200	-261,041	4,101,159
EBITDA	431,833	358,300	43,591	-13,022	820,702	-56,491	764,211
Depreciation and impairment	-172,817	-240,011	-11,676	-1,243	-425,747	15,145	-410,602
EBIT	259,016	118,289	31,915	-14,265	394,955	-41,346	353,609
Financial result	-15,232	6,558	-8,674
RESULT BEFORE TAXES	379,723	-34,788	344,935
Current taxes and deferred taxes	-96,163	6,627	-89,536
Net result from joint ventures and associates	-1,053	107	851	12,495	12,400	27,974	40,374
RESULT FOR THE PERIOD	295,960	-187	295,773
Attributable to non-controlling interests	7,732	-187	7,545
SHARE OF THE GROUP	288,228	-	288,228
Net book value intangible assets	10,772	4,257	-	-	15,029	-7	15,022
Net book value property, plant and equipment and right-of-use assets	-1,485,866	1,189,390	70,507	80,446	2,826,209	-188,671	2,637,538
Carrying amount of joint ventures and associates	-135	5,610	2,705	102,562	110,742	65,597	176,339
Booked as non-current financial asset	30	5,610	2,714	106,332	114,686	67,179	181,865
Booked as non-current financial liability	-165	-	-9	-3,770	-3,944	-1,582	-5,526
Acquisition of property, plant and equipment and right-of-use assets (*)	-204,923	184,238	17,896	471	407,528	-23,571	383,957
Capital investments in joint ventures and associates	890	-	-	10,373	11,263	2,532	13,795

(*) Acquisitions according to balance sheet (rollforward property, plant and equipment and right-of-use assets and rollforward of investments in joint ventures and associates) and not according to the cash flow statement excluding the non-cash movements

The financial information presented in the segment reporting, which utilizes the proportionate consolidation method for joint ventures, is reconciled with the financial information reported in the consolidated statement of financial position and the consolidated statement of income, which adhere to the equity consolidation method as mandated by IAS 28. The impact of the different consolidation method for joint ventures is reflected in the ‘reconciliation’ column. The proportionate (line-by-line) integrated amounts of joint ventures are deducted and replaced by the group’s share in the result of the joint ventures. In addition, turnover of fully consolidated entities towards joint ventures (that is proportionally eliminated in the segment reporting), is added again to the turnover in the group financial statements, as this turnover is not eliminated any longer when joint ventures are consolidated according to the equity method. Therefore, the ratio between EBITDA/EBIT and turnover of the ‘reconciliation’ column is not reflecting the ratio of the joint ventures itself. Associates are consolidated according to the equity method in both the segment reporting and the group financial statements. The lines referring to ‘net result of joint ventures and associates’ or ‘capital investments in joint ventures and associates’ in the segment reporting only include associates, while the joint ventures are added in the reconciling items. Reference is made to note (9) for more information about joint ventures and associates.

2023

	Group Offshore	Dredging & Infra	Environmental	Concessions	Total Segments	Reconciliation	Financial Statements
Turnover	1,501,551	1,604,610	304,314	4,972	3,415,447	-130,025	3,285,422
EBITDA	231,364	298,294	51,113	-13,409	567,362	29,099	596,461
Depreciation and impairment	-129,727	-225,170	-9,912	-113	-364,922	9,724	-355,198
EBIT	101,637	73,124	41,201	-13,522	202,440	38,823	241,263
Financial result	-27,453	4,184	-23,269
RESULT BEFORE TAXES	174,987	43,007	217,994
Current taxes and deferred taxes	-40,998	-8,620	-49,618
Net result from joint ventures and associates	1	-2	377	37,386	37,762	-34,545	3,217
RESULT FOR THE PERIOD	171,751	-158	171,593
Attributable to non-controlling interests	8,989	-158	8,831
SHARE OF THE GROUP	162,762	-	162,762
Net book value intangible assets	12,674	6,098	8	4,067	22,847	-7	22,840
Net book value property, plant and equipment and right-of-use assets	-1,480,965	1,247,270	64,473	81,230	2,873,938	-180,625	2,693,313
Carrying amount of joint ventures and associates	28	5,347	2,505	112,989	120,869	49,094	169,963
Booked as non-current financial asset	28	5,347	2,521	113,046	120,942	49,353	170,295
Booked as non-current financial liability	-	-	-16	-57	-73	-259	-332
Acquisition of property, plant and equipment and right-of-use assets (*)	382,488	161,160	19,296	81,184	644,128	-112,186	531,942
Capital investments in joint ventures and associates	-	-	-	7,671	7,671	891	8,562

Summary of material accounting principles

General statement

DEME is specialized in offshore energy, dredging and marine infrastructure, environmental and concessions projects. DEME offers solutions for its clients at the interface of land, water and energy. For almost 150 years, DEME creates value for its shareholders and delivers projects in a safe, sustainable and efficient way with the best people, the right assets, technical leadership and effective resource allocation. The company can as such build on a lot of experience and is a front runner in innovation and new technologies. DEME’s vision is to work towards a sustainable future by offering solutions for global challenges: a rising sea level, a growing population and fast urbanization, the reduction of emissions, polluted rivers and soils, the scarcity of mineral resources and the rising maritime trade activity that acquires constant marine infrastructure upgrades to ensure vessel access and suitable ports. Through its diversified portfolio of activities DEME is well positioned to tackle each of one of those challenges. DEME can rely on more than 5,800 highly skilled professionals and operates one of the largest and most technologically advanced fleets in the world. While the company’s roots are in Belgium, DEME has built a strong presence in all of the world’s seas and continents.# DEME Group NV

The head office and registered address of the parent company, DEME Group NV, is Scheldedijk 30, Beveren-Kruibeke- Zwijndrecht, Belgium. DEME Group NV is registered at the Register of Legal Entities of the Enterprise Court (RPR) of Ghent, section Dendermonde in Belgium with number BE 0787829347 and the legal entity identifier (LEI) at the Crossroad Bank of Enterprises is 549300FPFPQPKI3PJV37. DEME Group NV is listed since 30 June 2022, on Euronext Brussels under the symbol ‘DEME’ (Euronext product name DEME GROUP) and ISIN code BE0974413453.

For the purposes of the EU Directive 2004/109/EC in respect of the harmonization of transparency requirements relating to information about issuers whose securities are admitted to trading on a regulated market and amending Directive 2001/34/EC, the Home Member State is Belgium. DEME Group NV shall notify the Belgian Financial Services and Market Authority (FSMA), as competent supervisory market authority of its Home Member State. DEME Group’s securities are only admitted to trading in Belgium. The website of the group is www.deme-group.com.

The consolidated financial statements of DEME Group NV for 2024 and 2023 include the company and group companies hereinafter referred to jointly as the ‘group’ and individually as subsidiaries, joint ventures and associates. The section principles of consolidation explains how group companies are included in the consolidated financial statements.

The consolidated key figures, the consolidated statement of income, the consolidated statement of financial position, the consolidated statement of cash flows and most of the explanatory notes, as well as the management report and segment report were presented and discussed in the Audit Committee on 13 February 2025 and in the Board of Directors on 21 February 2025. The Annual report was reviewed by the Audit Committee on 17 March 2025, was submitted to the Board of Directors on 19 March 2025, and approved for publication.

Statement of compliance

The consolidated financial statements and the accompanying explanatory notes have been prepared in accordance with the IFRS accounting standards as adopted by the European Union.

Basis of preparation

The group has prepared the financial statements on the basis that it will continue to operate as a going concern. The directors consider that there are no material uncertainties that may cast significant doubt over this assumption. The consolidated financial statements are presented in thousands of euro. They are prepared on the historical cost basis except for derivative financial instruments which are stated at fair value.

The consolidated financial statements are prepared as of and for the period ending 31 December 2024. They are presented before the effect of the profit appropriation proposed to the Shareholders' General Meeting.

In application of IFRS 1 first-time adoption of International Financial Reporting Standards, the group has applied consistent accounting principles, based on IFRS EU, for all the periods presented in these financial statements except for the adoption of new standards effective as of 1 January 2024. The group has not early adopted any standard, interpretation or amendment that has been issued but is not yet effective.

Below amendments that apply for the first time in 2024, but do not have an impact on the consolidated financial statements of the group:

amendments to IAS 1 presentation of financial statements: non-current liabilities with covenants and classification of liabilities as current or non-current (deferred)
amendments to IFRS 16 leases: lease liability in a sale and leaseback
amendments to IAS 7 statement of cash flows and IFRS 7 financial instruments: disclosures clarify the characteristics of supplier finance arrangements and require additional disclosure of such arrangements

The standards and interpretations that are issued, but not yet effective, as of 31 December 2024 are disclosed below:

amendments to IAS 21 the effects of changes in foreign exchange rates: the lack of exchangeability, effective 1 January 2025
amendments to IFRS 9 financial instruments and IFRS 7 financial instruments: disclosures: classification and 166 measurement of financial instruments, effective 1 January 2026 (*)
amendments to annual improvements - Volume 11, effective 1 January 2026 (*)
IFRS 18 presentation and disclosure in financial statements (replacing IAS 1), effective 1 January 2027 (*)
IFRS 19 subsidiaries without public accountability: disclosures, effective 1 January 2027 (*)

(*) The amendments to the standard have not yet been endorsed.

The group intends to adopt these standards and interpretations, if applicable, when they become effective. None of these standards issued, but not yet effective, are expected to have a material impact on the financial statements.

Significant judgments and estimates

The preparation of financial statements under IFRSs requires estimates to be used and assumptions to be made that affect the amounts shown in those financial statements, with respect to the following items:

Revenue recognition and project accounting: for the majority of the contracts (hereafter the “contracts” or the “projects”), the group recognizes revenue and profit according to the percentage of completion based on the proportion of contract costs incurred for the work performed to the balance sheet date, relative to the estimated total costs of the contract at completion. The recognition of revenue and profit therefore relies on estimates in relation to the forecasted total costs on each contract. Cost contingencies may also be included in these estimates to take specific uncertain risks into account, or disputed claims against the group. The revenue on contracts may also include variation orders and claims, which are recognized on a contract-by-contract basis when the additional contract revenue can be measured reliably in line with IFRS. When the outcome of a construction contract cannot be estimated reliably, contract revenue is recognized to the extent of project costs incurred that will probably be recoverable. In the event that the forecast at the completion of the project shows a deficit, the expected loss on completion is immediately recognized as an expense for the period, based upon the principles of IAS 37 provisions, contingent liabilities and contingent assets for onerous contracts at the best estimate of the expenditure required to settle the obligation. As such the expected loss to record will reflect management expectations about the costs of satisfying the obligation less the amount to be received from the customer.
the measurement of provisions and retirement benefit obligations. Reference is made to note (26) and note (24).
the estimates used in impairment tests that have been carried out. For assets where the lower of the value in use or the fair value less costs to sell was lower than the carrying amount, impairment losses were recognized. The main assumptions applied are described in note (6) goodwill.
the estimates used in the assessment of income taxes or uncertain tax positions (see note (11) current taxes and deferred taxes).
the assessment of control over an investment in case more than 50% of the shares are held by non-controlling interests. In order to assess whether or not DEME has control over an investment in case more than 50% of the shares are held by non-controlling interests, any contractual arrangement between DEME and the investment is considered as well as the design and the purpose of investment, the power to direct the relevant activities of the investment, the contractual sharing of risk as well as the power of DEME compared to the non-controlling interests to affect the returns of the investment.

These estimates are based on the assumption that the operation will continue as a going concern and on the information available at that moment. Estimates may be revised if the circumstances on which they were based alter or if new information becomes available. Estimates consider changes in the macroeconomic and geopolitical environment. Actual results may be different from these estimates.

Risks and uncertainties

Reference is made to Chapter 05. Corporate governance and risk management - Risk management earlier in this Annual Report and to note (26) provisions and contingent assets and liabilities.

Disclosures related to specific topics

Climate related matters

In preparing the consolidated financial statements, the group has considered the potential impact of climate related risks which cover both transition risks and physical risks. Transition risk is the potential cost or decreased demand when evolving to a low carbon economy, to mitigate climate change, that can arise from changes in public sector policies (policy and legal risk), from innovation or new technologies, and from investor and customer sentiment towards a greener environment (market and reputation risk).

Transition risks relating changes in public sector policies (policy and legal risk), investor and customer sentiment towards a greener environment (market and reputation risk) are continuously under review to the best of the group’s knowledge. The impact of potential costs is subject to pass-through clauses in the contract that are different for every project.
EU Emissions Trading Scheme (ETS) is the world's largest carbon market, initially established in 2005 as a market-based mechanism to address greenhouse gas emissions within the European Union. ETS is further explained within Chapter 07. Sustainability Statements – section 2.2.3.1.Under ETS and after the adoption of the delegated act on 16 October 2024 by the European Commission (which is clarifying GHG monitoring obligations and ETS compliance for specific offshore ships, including dredgers, wind turbine installation vessels, cable/pipe lying and/or jack-up vessels, among other), DEME, in its capacity of owner of offshore ships, would be expected to commence reporting emissions under the MRV from 1 January 2025. Subsequently, DEME will be required to surrender 100% of its offshore ship emissions reported in 2027 by 2028. On 31 December 2024, no EU ETS emission allowances or renewable energy certificates are included in the group's consolidated balance sheet, nor has the group recognized a liability related to greenhouse gas emissions.
Transition risks that exist because of changes in public sector policies is interrelated with the risk of potential cost following innovation and new technologies. In Chapter 07.Sustainability Statements – section 2.4.3 and 2.4.4, the group’s targets for reducing greenhouse gas emissions (on DEM’s vessels, on HQ level as well as of the transport of 167 people) are described in depth. As >90% of the GHG emissions for Scope 1 and Scope 2 is derived from DEME’s marine equipment and fleet, the focus is set on decarbonization strategies, implementation of key actions, and achieved emission reductions specifically related to DEME's vessel fleet. DEME has a three-pronged strategy to reduce the GHG- emissions from the fleet: ‘Operational Efficiency’, ‘Technical Efficiency’ and ‘Fuel Shift’, which is perfectly demonstrated on DEME’s new fallpipe vessel ‘Yellowstone’, that joined the fleet in 1H 2024 (explained in depth within Chapter 04.Sustainability journey – 01. Vessels).
Operational Efficiency aims to enhance productivity while minimizing energy consumption. Over the years, initiatives to improve the operational efficiency and productivity of the fleet have led to a reduction in GHG intensity.
Technical Efficiency: The objective here is to deliver more energy on board with reduced fuel usage. Efforts focus on enhancing technical energy efficiency across the fleet and reducing emissions by implementing various measures. Initiatives include waste heat recovery systems that convert heat from exhaust gases into electrical energy, the utilization of flywheels and battery packs, and measures to boost propulsion efficiency.
Fuel shift: This lever focuses on transitioning to less GHG- intensive fuel types. Alongside the current use of low carbon fuels, DEME is initiating its first pilot projects to acquire practical knowledge with future (net) zero carbon fuels. However, there remains a significant level of uncertainty regarding the specific fuels that will dominate the future market, their availability, and the capacity for bunkering and consequently, estimating the precise investment required to fully prepare a.o. DEME’s fleet for the transition to these future fuels is challenging. The investment costs will heavily rely on further innovations and technological breakthroughs and the momentum and timing of further investments. The use of low-carbon fuels is one of the two KPIs for DEME’s sustainability linked loans, as explained in note (21) and in Chapter 07.Sustainability Statements – 2.4.2 Decarbonization roadmap. In 2023, the group initiated a 5-year investment plan of approximately 30 million euro. The primary objective was to incorporate fuel-saving technologies across the fleet. These investment costs, along with the expenses related to integrating specific fuel-saving technologies into newly constructed vessels, are included in DEME’s investment plan mainly coming to affect from 2025 onwards with limited expenditure in 2024. All of 2024's investments are recurring and will sometimes address one of the above objectives, but it is difficult to isolate the financial impact of any (additional) costs associated with these objectives. DEME includes sustainability and ESG impact in all business cases and budget proposals as part of a full set of selection criteria before every future orientated business decision is taken. This approach fits in the core of the company but does also means that additional OpEx and CapEx expenditures or resources specific related to the decarbonization roadmap currently are not always recorded separately. DEME is also considering and exploring the use of zero-emission equipment on several projects. The electrification of construction equipment and the use of hydrogen gives the construction sector more and more opportunities to move towards zero emissions, yet there is still no solution for remote locations using energy- intensive equipment, and these locations are usually exactly where DEME is working. Next to fleet and equipment, and in line with DEME’s ambition to increase energy efficiency and to have a completely climate- neutral, modern HQ, the DEME Campus is being transformed. Significant progress is being made. In February 2025 works have started to demolish three large office buildings which account for 50% of the total fuel consumption of the entire DEME Campus. Under the transformation, six existing and new office buildings on the DEME Campus will be interlinked with a heating/cooling network and they are all being equipped with heat pumps and a heat and cold storage system, which uses geothermal energy. DEME has embarked on a multi-year plan to shift away from fossil fuel heating to the use of green energy. Additionally, the new DEME Labs, which opened in 2023, are fitted with solar panels on the roof. As for the transport of people at DEME, that includes business flights, train travel and the car fleet, the pace at which the group’s car fleet is being electrified is increasing. In 2024, fully electric cars account for 30% of the whole fleet and DEME only places new orders for electric vehicles. DEME has installed 340 electricity charging points in the car parks at HQ and employees are provided with wall box EV chargers. Additionally, DEME launched a special initiative to encourage more people to cycle to the DEME Campus. The Bike Lease program has proven popular, with around 250 employees joining the scheme, and most of those have chosen electric bikes.

Physical risks following climate change are those related to the physical impacts such as direct damage to assets, weather delay in execution of the project and supply chain disruption. Physical risks include impacts from climate change, such as extreme weather, wind pattern changes, sea-level rise, and more precipitation. These risks can be event-driven (acute) or associated with longer-term shifts in climate patterns (chronic). (Reference is made to Chapter 07.Sustainability Statements – section 2.2.1 and 2.2.2). In its evaluation of physical climate risks, DEME uses a dual approach. The first focus is on assessing the risks related to its maritime operations and the operability of its vessels. The second focus is on evaluating the resilience of structures—such as foundations and cables—designed and delivered through DEME’s offshore EPCI projects. Both aspects are essential; however, the analysis shows that managing climate risks related to maritime operations is of greater strategic importance due to their significant contribution to DEME’s overall activities. DEME’s vessels are the company’s main assets. A key result of the climate resilience analysis indicates that climate-related impacts may affect all of DEME’s maritime operations through increased project downtime due to extreme weather conditions, leading to delays, higher costs, and safety risks. To address these issues, DEME has integrated physical climate risk management into its business practices. By monitoring weather conditions and using advanced forecasts, operations are adjusted proactively to reduce disruptions and improve safety and efficiency. Contracts include weather delay clauses and casualty insurance covers assets damage from extreme conditions. When a loss occurs, the negative impact on the result that is not covered or refunded by the client is considered in the end of project margin or recognized in expenses in the related reporting period.

The following impacts of climate related matters are addressed or were assessed in the consolidated financial statements:

Investments in vessels and at HQ level regarding climate related matters and the impact of climate change on the residual values and useful lives of assets were considered in determining 168 the carrying value of non-current assets (see note (7) property, plant and equipment)
the electrification of DEME's car fleet and the increased leasing costs associated with electric vehicles (see note (8) right-of-use assets)
the impact of climate change was considered in relation to the recognition and measurement of provisions and contingencies (see note (26) provisions and contingent assets and liabilities)
the impact of climate change was considered in relation to indications of impairment and the forecast of cash flows used in the impairment assessments of the carrying value of non- current assets including goodwill (see note (6) goodwill)
the impact of climate change was considered in the future profitability used in the assessment of the recoverability of deferred tax assets (see note (11) current taxes and deferred taxes)

In summary, for the year ended 31 December 2024, no material impact on financial reporting judgment and estimates arising from climate change were identified and as a result the valuations of assets and liabilities have not been significantly impacted by climate change risks. Further, the group concludes that the climate change risk does not impact the going concern assessment for December 2024.

For the DEME group, efforts to mitigate and adapt to climate change worldwide also generates opportunities as the group advances the energy transition by developing infrastructure for renewable energy (a.o.# Principles of consolidation
The consolidated financial statements incorporate the financial statements of the company and of subsidiaries which are entities controlled by the company (fully consolidated entities). Control is achieved when the company:
- has power over the investee
- is exposed, or has rights, to variable returns from its involvement with the investee
- has the ability to use its power to affect its returns

The company reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control listed above.
Consolidation of a subsidiary begins when the company obtains control over the subsidiary and ceases when the company loses control of the subsidiary. Specifically, income and expenses of a subsidiary acquired or disposed of during the year are included in the consolidated statement of income and other comprehensive income from the date the company gains control until the date when the company ceases to control the subsidiary.
Profit or loss and each component of other comprehensive income are attributed to the owners of the company and to the non-controlling interests. Total comprehensive income of subsidiaries is attributed to the owners of the company and to the non-controlling interests, even if this results in the non- controlling interests having a deficit balance.
When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies in line with the group's accounting policies. All intragroup assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the group are eliminated in full in the consolidated financial statements.
Changes in the group's ownership interests in subsidiaries that do not result in the group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the group's interests and the non-controlling interests are adjusted to reflect the changes in their respective interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to the owners of the company.
When the group loses control of a subsidiary, a gain or loss is recognized in profit or loss and is calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the previous carrying amount of the assets (including goodwill) and liabilities of the subsidiary and any non-controlling interests. All amounts previously recognized in other comprehensive income in relation to that subsidiary are accounted for as if the group had directly disposed of the related assets or liabilities of the subsidiary (i.e. reclassified to profit or loss or transferred to another category of equity as specified/permitted by applicable IFRSs). An investment retained is initially measured at fair value. This fair value becomes the initial carrying amount at the date when control is lost and for the purposes of subsequently accounting for the retained interest as an associate, joint venture or financial asset.

Associates are companies in which the DEME group has significant influence. Significant influence is the power to take part in financial and operating policies of a company without having control or joint control over these policies.
A joint venture is a joint arrangement whereby the parties exerting joint control over the arrangement have rights to the net assets of the joint venture. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require unanimous consent of the parties sharing control.
Assets, liabilities, revenues and expenses from joint ventures and associates are accounted for under the equity method in the consolidated financial statements. Under the equity method, an investment in a joint venture or associate is firstly recorded at cost in the consolidated financial statement and then adjusted to record the share of the group in the net result and in the comprehensive income of the associate or joint venture.
When the group's share of losses of an associate or a joint venture exceeds the group's interest in that associate or joint venture (which includes any long-term interests that, in substance, form part of the group's net investment in the associate or joint venture), the group discontinues recognizing its share of further losses. Additional losses are recognized only to the extent that the group has incurred legal or constructive obligations or made payments on behalf of the associate or joint venture. These losses are recorded as other non-current financial liability on the balance sheet instead of a negative investment within non-current financial assets (note (9)).
The proportionate consolidation method whereby the group accounts for the assets, liabilities, revenues and expenses according to its interest in the joint venture, is not allowed under IFRS but is still applied in the management reporting which is the basis for the segment reporting.
Interests in joint ventures or associates are accounted for from the date when the entity becomes a joint venture or associate. At the acquisition of the interest, any surplus between the cost of the investment and the share in the fair value of net assets of the entity is recorded as goodwill included in the carrying amount of the investment. Any surplus between the share of the group in the fair value of net assets and the cost of the investment after remeasurement is immediately recorded in the income statement during the period of acquisition of the investment.
The group continues to use the equity method when an investment in an associate becomes an investment in a joint venture or an investment in a joint venture becomes an investment in an associate. There is no remeasurement to fair value upon such changes in ownership interests.
When the group reduces its ownership interest in an associate or a joint venture but the group continues to use the equity method, the group reclassifies to profit or loss the proportion of the gain or loss that had previously been recognized in other comprehensive income relating to that reduction in ownership interest if that gain or loss would be reclassified to profit or loss on the disposal of the related assets or liabilities.
When a group entity transacts with an associate or a joint venture of the group, profits and losses resulting from the transactions with the associate or joint venture are recognized in the group's consolidated financial statements only to the extent of interests in the associate or joint venture that are not related to the group. The gross amount on transactions with associates or joint ventures is not eliminated; only any gain or loss on these transactions is eliminated.
A joint operation is a joint arrangement in which the parties (joint operators) have direct rights over the assets and direct obligations with respect to the entity’s liabilities. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require unanimous consent of the parties sharing control.
When a DEME Group entity starts activity in a joint operation, the group recognizes, in relation to its interest in the joint operation:
- its assets, including its share of any assets held jointly
- its liabilities, including its share of any liabilities incurred held jointly
- its revenue from the sale of its share of the output arising from the joint operation
- its expenses, including its share of any expenses incurred jointly
The group accounts for the assets, liabilities, revenues and expenses relating to its interest in a joint operation in accordance with the IFRSs applicable to the particular assets, liabilities, revenues and expenses.When a group entity transacts with a joint operation in which a group entity is a joint operator (such as a sale or contribution of assets), the group is considered to be conducting the transaction with the other parties to the joint operation, and gains and losses resulting from the transactions are recognized in the group's consolidated financial statements only to the extent of other parties' interests in the joint operation. Within the DEME group there are also project driven construction consortiums that are not structured as a separate legal entity. They are directly integrated in the figures of the DEME subsidiary that is participating in the consortium. They are considered as joint operations and thus follow the accounting method described above (integration on a line-by-line basis).

Foreign currencies

The group’s consolidated financial statements are presented in euro, which is also the parent company’s functional currency. For each entity, the group determines the functional currency and items included in the financial statements of each entity are measured using that functional currency. Financial statements of foreign entities with a functional currency not equal to the euro, are translated as follows:
- assets and liabilities are translated at the year-end rate
- income and expenses are translated at the average exchange rate for the year
- shareholders’ equity accounts are translated at historical exchange rates

Exchange differences arising from the translation of foreign subsidiaries, joint ventures or associates, if any, are recognized in other comprehensive income and accumulated in equity (and attributed to non-controlling interests if appropriate). Foreign currency transactions are accounted for at exchange rates prevailing at the date of the transactions. Monetary assets and liabilities denominated in foreign currencies are translated at the balance sheet date rate. Gains and losses resulting from the settlement of foreign currency transactions and from the translation of monetary assets and liabilities denominated in foreign currencies are recognized in the income statement. Non- monetary items that are measured in terms of historical cost in a foreign currency are not retranslated.

170

On the disposal of a foreign operation (i.e. a disposal of the group’s entire interest in a foreign operation, a disposal involving loss of control over a subsidiary that includes a foreign operation), all of the exchange differences accumulated in equity in respect of that operation attributable to the owner of the company are reclassified to profit or loss. The group uses the direct method of consolidation and on disposal of a foreign operation, the gain or loss that is reclassified to profit or loss reflects the amount that arises from using this method. In case of a partial disposal of a subsidiary that includes a foreign operation that does not result in the group losing control over the subsidiary, the proportionate share of accumulated exchange differences is reattributed to non-controlling interests and are not recognized in profit or loss. For all other partial disposals (i.e. partial disposals of associates or joint arrangements that do not result in the group losing significant influence or joint control), the proportionate share of the accumulated exchange differences is reclassified to profit or loss. In note (22) a table with currency rates from foreign currency to EUR can be found as per 31 December 2024 and 2023.

Intangible assets

Acquired concessions, patents, licenses and similar rights

These intangibles, that are separately acquired and that have a finite useful life, are carried at cost less accumulated amortization and accumulated impairment losses. Amortization is recognized on a straight-line basis over their estimated useful lives. These intangibles mainly relate to the acquired technology of the SPT Offshore business that is amortized over the economic lifetime of 10 years and the silent installation technique of GBM which is amortized over 3 years. Costs for configuring or customizing a supplier’s application software in a Software as a Service (SaaS) arrangement is determined as a service contract and expensed.

Research and development

Expenditure on research activities is recognized in the income statement as an OpEx expense as incurred. An internally generated intangible asset arising from development (or from the development phase of an internal project) is recognized if, and only if, all of the following have been demonstrated:
- the technical feasibility of completing the intangible asset so that it will be available for use or sale
- the intention to complete the intangible asset and use or sell it
- the ability to use or sell the intangible asset
- how the intangible asset will generate probable future economic benefits
- the availability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset
- the ability to reliably measure the expenditure attributable to the intangible asset during its development

The amount initially recognized for internally generated intangible assets is the sum of the expenditure incurred from the date when the intangible asset first meets the recognition criteria listed above. Where no internally generated intangible asset can be recognized, development expenditure is recognized in profit or loss in the period in which it is incurred. Subsequent to initial recognition, internally generated intangible assets are reported at cost less accumulated amortization and accumulated impairment losses, on the same basis as intangible assets that are acquired separately. Impairment testing is done during the development at each closing period. In the segment Concessions, some development expenses are capitalized in the associates DEME Concessions participates in. For each project, initial recognition has to be approved by the Audit Committee and impairment testing is discussed in the meeting on a semi-annual basis. Amortization of development costs starts at the earliest on the date when financial close of the related project is reached.

Exploration for and evaluation of mineral resources

In the segment Concessions, DEME expenses costs incurred for the exploration and evaluation of mineral resources on the seabed since the recognition criteria are not met.

Goodwill

Goodwill arising from a business combination is recognized as an asset on the date on which control was obtained (the acquisition date). Goodwill is measured at cost being the excess of the consideration transferred, the non-controlling interests in the acquired company and the fair value of the stake already owned by the group in the acquired company (if any) over the net amount of identifiable assets acquired and liabilities assumed on the acquisition date. Non-controlling interests are initially measured either at fair value, or at the non-controlling interests' share of the acquiree's recognized identifiable net assets. The basis of measurement is selected on a transaction by transaction basis. If, after reassessment, the net balance, at the acquisition date, of identifiable assets acquired and liabilities assumed is higher than the sum of the consideration transferred, non-controlling interests in the acquiree and the fair value of the stake in the acquiree previously owned by the group (if any), the surplus is recognized immediately in the income statement as a gain from a bargain purchase. Goodwill is not amortized but is subject to impairment tests taking place annually or more frequently if there is an indication that the cash-generating unit to which it is allocated could have suffered a loss of value. Goodwill is stated on the balance sheet at cost less accumulated impairment losses, if any. Impairment of goodwill is not reversed in future periods. If the group loses control over a subsidiary, it derecognizes the related assets (including goodwill), liabilities, non-controlling interest and other components of equity, while any resultant gain or loss is recognized in profit or loss. Any investment retained is recognized at fair value.

Property, plant and equipment

Property, plant and equipment are measured at historical cost, less accumulated depreciation and impairment losses. Historical cost includes all direct costs and all expenditure incurred to bring the asset to its working condition and location, as well as for its intended use. Historical cost includes the original purchase price, specific borrowing costs incurred during the construction period, and related direct costs. Main dredging and offshore equipment

171

consists of components with different useful lives that are accounted for as separate items. Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. The wear and tear of dredging equipment is highly dependent on project-specific combinations of soil conditions, material to be processed, maritime circumstances, and the intensity of the deployment of the equipment (factors that are difficult to predict). Due to these erratic and time-independent patterns, the maintenance and repair costs for upkeep of the assets during the operation of the vessel are predominantly expensed. Dry-docking costs of the main production equipment (major repair costs) are recognized in the carrying amount of the vessel when incurred and depreciated over five years (normal period foreseen between two consequent dry dockings). Depreciation is charged to the income statement on a straight- line basis over the useful lives taking into account an estimated residual value.# Property, Plant and Equipment

Land is not depreciated as it is deemed to have an infinite life, except for landfills used for sand production that are depreciated according to the tons extracted. Buildings are depreciated over 25 years. The depreciation periods of the floating and other construction materials range from 3 years (such as for pipelines) to 25 years (principal component of transportation vessels). The principal component of trailing suction hopper dredgers and cutter suction dredgers is depreciated over a period of 18 years when in production before 2019. For new hopper dredgers, cutter suction dredgers, cable lay vessels and DP3 offshore crane vessels in production since 2019, the principal component is depreciated over a period of 20 years and a second component is amortized over a period of 10 years. For major jack-up vessels this depreciation rule was already applicable. The principal component mainly includes the hull and machinery and the second component relates to parts of a vessel for which the lifespan is shorter than the economic life cycle of the vessel. Furniture and other fixed assets are depreciated over a period between 3 and 10 years. For all equipment with a residual value, this amount has been estimated as 1% of the initial investment value from 2019 onwards. The estimated useful lives, residual values and depreciation methods are reviewed at each year end, also considering the potential impact of climate change. Any changes in estimates are accounted for prospectively. Property, plant and equipment under construction are included based on the instalments paid and the capitalized interests during the construction period. Gains and losses on disposals are determined by comparing the net disposal proceeds with the carrying amount and are recognized within other operating income or other operating expenses.

The group as lessee, right-of-use assets and lease liabilities

The group as lessee

The group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. The group applies a single recognition and measurement approach for all leases, except for short-term leases (less than one year) and leases of low-value assets.

Right-of-use assets and lease liabilities

Assets, representing the right to use the underlying leased asset, are capitalized as right-of-use assets at cost, comprising the amount of the initial measurement of lease liability, any lease payments made at or before the commencement date less any lease incentives received, any initial direct costs and restoration costs. The corresponding lease liabilities, representing the net present value of the lease payments to be made over the lease term, are recognized as long-term or current liabilities depending on the period in which they are due. The lease payments are discounted using the lessee’s incremental borrowing rate. The lease payments include fixed payments (including in-substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease liabilities are included in interest-bearing debt. Lease interest is charged to the income statement as an interest expense.

Leased assets are depreciated, using straight-line depreciation over the shorter of the lease term and the estimated useful life of the assets, including the period of renewable options, in case it is reasonably certain that the option will be exercised. When there is reasonable certainty that ownership will be obtained by the end of the lease term, the depreciation policy for the leased asset is consistent with that for depreciable assets which are owned. However, when there is no reasonable certainty that ownership will be obtained by the end of the lease term, the asset is depreciated over the shorter of the lease term and its expected useful life. The right-of-use assets are also subject to impairment.

Inventories

Inventories are measured at the lower of cost and net realizable value. The weighted average cost method is used to calculate the cost for raw materials, whereas the cost of consumables is determined using the FIFO method. Net realizable value is the estimated selling price in the ordinary course of business, less the costs of completion and estimated costs to make the sale. When inventories are sold, the carrying amount of those inventories shall be recognized as an expense in the period in which the related revenue is recognized. The amount of any write down of inventories to net realizable value and all losses of inventories shall be recognized as an expense in the period the write down or loss occurs. The amount of any reversal of any write down of inventories, arising from an increase in net realizable value, shall be recognized as a reduction in the amount of inventories recognized as an expense in the period in which the reversal occurs.

Contract assets and contract liabilities

Contract assets concern the gross amount yet to be charged which is expected to be received from customers for contractual work performed up to the reporting date (hereinafter: “work in progress”) and services rendered. Work in progress is valued as the sum of the cost price of the work performed, plus a part of the expected results upon completion of the project in proportion to the progress made and less progress billings, and less potential provisions for losses. Provisions are recognized for expected losses on work in progress as soon as they are anticipated and if applicable, any profits already recognized are reversed. As long as the project is not started and the assumptions regarding execution of the work are not final yet (hence a loss to completion provision is difficult to measure reliably), no loss to completion provision is accounted for, unless there is a certain event supporting the provision. A loss to completion provision is accounted for as a contract liability. Revenues for additional work and claims are included in the overall contract revenues if the client has accepted the sum involved. The cost price includes project costs, consisting of payroll costs, materials, costs of subcontracted work, rental charges and maintenance costs of the equipment used and other project costs. The vessel rates used are based on the expected average vessel occupation in the long run. The progress of a project is measured as the ratio of the basis of the cost of the work performed in relation to the total expected cost price of the project as a whole. Profits are not recognized unless a reliable estimate of the end of project result can be made. DEME considers that no such reliable estimate can be made as long as the percentage of completion remains below 10% of the total expected cost price of the project or if the installation vessels for offshore wind farm foundation projects has not yet been mobilized. The balance of the value of work in progress is determined per project. For projects where the progress billings and advance payments exceed the value of work in progress, the balance is recognized under contract liabilities instead of under contract assets. Advances are amounts received by the group (no significant financing component) before the related work is performed. The group presents those separately from other contract liabilities.

Trade and other operating receivables

Trade and other operating receivables are stated initially at fair value and subsequently at amortized cost less accumulated impairment losses.

Assets held for sale

The group classifies non-current assets as held for sale if their carrying amounts will be recovered principally through a sale transaction rather than through continuing use. Non-current assets classified as held for sale are measured at the lower of their carrying amount and fair value less costs to sell. Costs to sell are the incremental costs directly attributable to the disposal of an asset, excluding finance costs and income tax expense. The criteria for held for sale classification is regarded as met only when the sale is highly probable, and the asset is available for immediate sale in its present condition. Actions required to complete the sale should indicate that it is unlikely that significant changes to the sale will be made or that the decision to sell will be withdrawn. Management must be committed to the plan to sell the asset and the sale expected to be completed within one year from the date of the classification. Property, plant and equipment and intangible assets are not depreciated or amortized once classified as held for sale. Assets and liabilities classified as held for sale are presented separately as current items in the statement of financial position.

Cash and cash equivalents

Cash and cash equivalents consist of cash in hand and on bank accounts and short-term investments with an initial term of less than three months. Cash, cash equivalents and short-term deposits are carried in the balance sheet at nominal value.

Impairment tangible and intangible assets including goodwill

At the end of each reporting period, the group reviews the carrying amounts of its property, plant and equipment and right- of-use assets and intangible assets to determine whether there is any indication of impairment. If such indication exists or when it is required, the asset's recoverable amount is estimated. For intangible assets that are not yet available for use, and for goodwill, the recoverable amount is estimated at each balance sheet date. An impairment loss is recognized whenever the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount. Recoverable amount is the higher of fair value less costs of disposal and value in use.# Notes to the Consolidated Financial Statements

Significant Accounting Policies (Continued)

Impairment of Assets

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted. If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognized immediately in the income statement. When there is an indication that prior recognition impairment losses no longer exist, the carrying amount of the asset (or a cash-generating unit) is increased to the revised estimate of its recoverable amount, but in such a way that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognized for the asset (or cash-generating unit) in prior years. A reversal of an impairment loss is recognized immediately in the income statement. An impairment loss on goodwill is never reversed.

Provisions

Provisions are recognized in the balance sheet when the group has a presented obligation (legal or constructive) resulting from a past event, when it is probable (more likely than not) that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate of the amount of the obligation can be made. The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. When a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material). The unwinding of discount on provisions is recognized as a financial expense.

173 Warranty provisions

Provisions for warranties are recognized based on the best estimate of the expected cash outflows or cost of repair to settle contractually agreed warranties during the defect notification period for completed projects. The carrying amount of these provisions is estimated based on common industry practice and the group’s experience with warranty claims for relevant projects. Initial recognition of these assurance-type warranties is based on historical experience and the estimate of warranty-related costs is revised annually.

Restructuring provisions

Restructuring provisions will be recognized when the group has a constructive obligation, meaning when there is a detailed formal plan that identifies the business or part of the business concerned, the location and number of employees affected, the detailed estimate of the associated costs and the timeline. The group must also notify all the employees affected about this plan's main features.

Other provisions

Other provisions, more specifically in the Environmental segment, relate to the legal provision for the capping of the landfill when the dumping areas are full or to the provision for end of contract reinstatement of a site. Other provisions can also be provisions for legal proceedings.

Retirement benefit obligations

Defined contribution plans without interest guarantee by the employer

Contributions to defined contribution plans are recognized as an expense in the income statement when incurred.

Belgian defined contribution plans with interest guarantee by the employer

By law, defined contribution pension plans in Belgium are subject to minimum guaranteed rates of return. Consequently, these 'defined contribution' plans classify as 'defined benefit' plans.

Defined benefit plans

For defined benefit retirement benefit plans, the cost of providing benefits is determined using the projected unit credit method, with actuarial valuations being carried out at the end of each annual reporting period. Remeasurement, comprising actuarial gains and losses, the effect of the changes to the asset ceiling (if applicable) and the return on plan assets (excluding net interest), is reflected immediately in the statement of financial position with a charge or credit recognized in other comprehensive income in the period in which they occur. Remeasurement recognized in other comprehensive income is reflected as a separate reserve in equity and will not be reclassified to profit or loss. Past service cost is recognized in profit or loss in the period of a plan amendment. Net interest is calculated by applying the discount rate at the beginning of the period to the net defined benefit liability or asset. Defined benefit costs are categorised as follows:
- service cost (including current service cost, past service cost, as well as gains and losses on curtailments and settlements)
- net interest expense or income
- remeasurement

The group presents the first two components of defined benefit costs in profit or loss. Curtailment gains and losses are accounted for as past service costs. The retirement benefit obligation recognized in the consolidated statement of financial position represents the actual deficit or surplus in the group’s defined benefit plans. Any surplus resulting from this calculation is limited to the present value of any economic benefits available in the form of refunds from the plans or reductions in future contributions to the plans.

Share-based payments and treasury shares

In 2024 a stock option plan was launched by DEME Group NV as part of its incentive plan for DEME's Executive Committee and Management Team members after which a share buyback program was started. The stock option plan enables selected participants to acquire shares of DEME Group NV (equity-settled transaction). The exercise price of the options, that are granted free of charge, is equal to the lower of the average closing price of the share during the last 30 days preceding the date of the offering or the last closing price prior to the date of the offering. According to IFRS 2 share-based payments the cost of equity-settled transactions is determined by the fair value at the date when the grant is made using an appropriate valuation model, further details of which are given in note (18) share-based payments. The cost is recognized in personnel expenses with a corresponding increase in equity (share-based payments reserve) on a straight-line basis over the vesting period. To cover the company’s obligations under the implemented stock option plan, the group buys own shares (treasury shares) which can occur by means of several buybacks. Own equity instruments that are reacquired (treasury shares) are recognized at cost and deducted from equity. No gain or loss is recognized on the purchase, sale, issue or cancellation of the group’s own equity instruments. When stock options are exercised, treasury shares are derecognized but the difference between the option exercise price and the average price of the treasury shares remains in equity.

Interest-bearing loans and borrowings

Interest-bearing loans and borrowings are initially measured at fair value, net of transaction costs incurred, and are subsequently measured at amortized cost, using the effective interest rate method. Amortized cost is calculated by considering any issue costs and any discount or premium on settlement. The effective interest method is a method of calculating the amortized cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial liability, or (where appropriate) a shorter period, to the amortized cost of a financial liability. When a financial liability measured at amortized cost is modified without this resulting in derecognition, a gain or loss is recognized in the income statement. The gain or loss is calculated as the difference between the original contractual cash flows and the modified cash flows discounted at the original effective interest rate.

174 Trade and other payables

Trade and other payables are stated at amortized cost. Invoices and related payment terms depend on individual contractual terms with suppliers.

Income taxes, deferred taxes and uncertain tax positions

Income taxes are classified as either current or deferred taxes. Income tax is recognized in the income statement except to the extent that it relates to items recognized directly in other comprehensive income (OCI) or equity, in which case it is recognized in OCI or equity. Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. Current income taxes include expected tax charges based on the accounting profit for the current year and adjustments to tax charges of prior years. Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted at the reporting date in the countries where the group operates and generates taxable income. As of 2024, current income tax also includes Pillar Two income tax. Pillar Two introduces a global minimum corporate tax of 15 percent for groups with a turnover that exceeds 750 million euro. If this is the case, the group must examine whether its profits are subject to an effective tax rate of at least 15 percent on a jurisdictional level. When this is not the case, top-up taxes are imposed and included in current income taxes.Deferred taxes are calculated using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. The principal temporary differences arise from depreciation of property, plant and equipment, provisions for defined benefit plans, fair value measurement of derivatives and tax losses carried forward. Deferred taxes are measured using the tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be realized or settled, based on tax rates enacted or substantively enacted by the balance sheet date. A deferred tax asset shall be recognized for the carryforward of the unused tax losses and unused tax credits to the extent that it is probable that future taxable profit will be available against which the unused tax losses and unused tax credits can be utilized. Deferred tax assets are recognized for all deductible temporary differences to the extent that it is probable that taxable profit will be available against which the deductible temporary difference can be utilized unless the deferred tax assets arise from the initial recognition of an asset or liability in a transaction that is not a business combination and at the time of the transaction affects neither accounting profit nor taxable profit (tax loss). Deferred tax assets are also recognized for all deductible differences arising from investments in subsidiaries, joint ventures and associates to the extent that, it is probable that the temporary difference will reverse in the foreseeable future and the taxable profit will be available against which the temporary difference can be utilized. At each balance sheet date, the group reassess if all the above criteria are met. IFRIC 23, which became effective as from 1 January 2019 onwards, clarifies how to apply the recognition and measurement requirements in IAS 12 income taxes when an uncertainty over current and deferred income tax treatments exists. The acceptability of a particular tax treatment under tax law may not be known until the relevant taxation authority or a court takes a decision in the future. In assessing whether and how an uncertain tax treatment affects the determination of taxable results, the group assumes that a taxation authority will examine amounts it has a right to examine and has full knowledge of all related information when making those examinations. If the group concludes it is probable that the taxation authority will accept an uncertain tax treatment, it determines the taxable result consistently with the tax treatment used or planned to be used in its income tax filings. If the group concludes that it is not probable that a taxation authority will accept an uncertain tax treatment, it reflects the effect of uncertainty in determining its accounting tax position. If the possible outcomes are binary or concentrated to one value, the uncertain tax position is measured using the most likely amount. In case there exists a range of possible outcomes that are neither binary nor concentrated on one value, the sum of the weighted amounts in a range of possible outcomes might best predict the resolution of the uncertainty.

Investment tax credits

Investment tax credits are excluded from the scope of IAS 12 income taxes and IAS 20 accounting for government grants and disclosure of government assistance. In accordance with IAS 8 accounting policies, changes in accounting estimates and errors, the group defined an accounting policy in respect of investment tax credits by making an analogy to IAS 12 income taxes. By making this analogy and when the entity satisfies the criteria to receive the credit, this will be recognized in the income statement (deferred taxes), and the related assets in the statement of financial position (deferred tax asset).

Risks from financial instruments

The group’s financial instruments are cash and cash equivalents, trade and other receivables, interest- bearing loans, trade and other payables and derivatives. Derivatives are used exclusively as hedging instruments and not for trading or other speculative purposes. The group is exposed to the following risks from financial instruments which will be further elaborated in note (22):

credit and counterparty risk
liquidity risk
market risk consisting of currency risk, interest rate risk and price risks

Derivate financial instruments and hedging

The company uses derivative financial instruments primarily to reduce exposure to adverse fluctuations in interest rates, foreign exchange rates, commodity prices and other market risks. As already mentioned above, the group's policy prohibits the use of derivatives for speculation. The company does not hold or issue derivative financial instruments for trading purposes. However, derivatives which do not qualify as hedging instruments as defined by IFRS 9 are presented as instruments held for trading. Derivative financial instruments are recognized initially at cost. Subsequent to initial recognition, derivative financial instruments are measured at fair value. Recognition of any resulting unrealized gain or loss depends on the nature of the derivative and the effectiveness of the hedge. The fair value of interest-rate swaps is 175 the estimated amount that the company would receive or pay when exercising the swaps at the closing date, taking into account current interest rates and the solvency of the swap counterparty. The fair value of a forward-exchange contract is the quoted value at the closing date, and therefore the present value of the quoted forward price. Hedge accounting is applicable if all criteria in the IFRS 9 standard are fulfilled:

there is formal designation and documentation for the hedging relationship at the inception of this relationship
the economic relationship between the hedged item and the hedging - instrument and the potential sources of ineffectiveness must be documented
the retrospective ineffectiveness must be assessed at each closing

Variations of fair value between periods are recognized differently according to the accounting classification.

Cash flow hedges

When a derivative financial instrument hedges variations in cash flows relating to a recognized liability, a firm commitment or an expected transaction, the effective part of any gain or loss resulting from the derivative financial instrument is recognized directly in other elements of the comprehensive income and is presented in a separate reserve in equity. When the firm commitment or the expected transaction results in the recognition of an asset or liability, the cumulative gain or loss is removed from the comprehensive income and is reported under a separate reserve in the equity. Otherwise, the cumulative gain or loss is removed from equity and recognized in the income statement at the same time as the hedged transaction. The ineffective part of any gain or loss on the financial instrument is taken into result. Gains or losses resulting from the time value of derivative financial instruments are recognized in the income statement. When a hedging instrument or hedge relationship expires but the hedged transaction is still expected to occur, the cumulative unrealized gain or loss (at that point) remains in equity and is recognized in accordance with the above policy when the transaction occurs. If the hedged transaction is expected not to occur, the cumulative unrealized gain or loss recognized in equity is immediately taken to income.

Fair value hedges

When a derivative financial instrument hedges variations in the fair value of a recognized receivable or payable, any gain or loss resulting from the remeasurement of the hedging instrument is recognized in the income statement. The hedged item is also stated at the fair value attributable to the risk hedged, with any gain or loss being recognized in the income statement. The fair value of hedged items, in respect of the risk hedged, is their carrying amount at the balance sheet date translated into euro at the exchange rate on that date.

Instruments related to construction contracts

If a derivative financial instrument hedges variations in cash flows relating to a recognized liability, a firm commitment or an expected transaction in the framework of a construction contract (mainly forward purchases of raw materials, or foreign exchange purchases or sales), a documentation of the cash flow hedge relationship as described above will not be prepared. Any gain or loss resulting from the derivative financial instrument is recognized in the income statement. These instruments are, however, submitted to a test of efficiency based on the same methodology as utilized for hedge accounting. The effective part of any gain or loss on the financial instrument is considered as construction cost and is presented as an operational result based upon the percentage of completion of the contract. The fair value variation itself however is not considered for determining the percentage of completion of the contract and deferred hedge charges and income are not part of contract assets or contract liabilities as these are stated at hedge rate and not at market rate. Deferred hedge charges and income are included in other current assets and other current liabilities.

Revenues

Turnover or revenue from contracts with customers

All segments contribute to the group's turnover, with the Concessions segment, which is the group's investment and development vehicle, only generating revenues from ancillary activities as described in note (1), if applicable for a particular financial year. Consolidated revenue comprises the total of the work and services realized by DEME and its subsidiaries pursuing their main activity.# DEME’s activities encompass dredging, land reclamation, hydraulic engineering, construction and services for the offshore oil & gas and renewable energy industries, civil engineering and environmental works. These activities being construction or execution of a service are executed following a contract with the customer. The consolidated revenue is recognized in accordance with IFRS 15. Revenues don’t have any significant financing component. Most construction and service contracts with the customers involve only one performance obligation, which is fulfilled progressively over time. For a limited number of “EPCI” contracts in the renewable business (offshore wind farms), multiple performance obligations can be identified. In those contracts the EPC and T&I part for the monopiles can be separated, as well as the cable laying part and the EPC and T&I part for the offshore substations (OSS). Those parts of the contract are capable of being distinct, and are distinct in the context of the contract, and accordingly are considered as separate performance obligations. Where a contract includes several distinct performance obligations, the group allocates the overall price of the contract to each performance obligation in accordance with IFRS 15. That price corresponds to the amount of the consideration to which it expects to be entitled. The most common variable considerations such as the steel price, fuel consumption or design price modifications shall only be included in the transaction price to the extent that it is highly probable that a significant reversal in the revenue recognized will not occur. When the price includes a variable component, such as a performance bonus or a claim, the group only recognizes that consideration from the moment that agreement is reached with the client (virtually certain). There are no IFRS 15 service-type warranties. The group has concluded that revenue from construction and service contracts should be recognized over time. As such, the revenue recognition reflects the rate at which our performance obligations are fulfilled corresponding to the transfer of control of a good or service to our customers. When there is no transfer of control throughout the contract revenue is still recognized over time, based on the fact that the asset created has no alternative use, as well as the fact that an enforceable right to payment exists for performance completed to date.

176 Revenue from construction and service contracts is recognized by reference to the stage of completion of the contract activity at the end of the reporting period, measured based on the proportion of contract costs incurred for work performed to date relative to the estimated total contract costs, except where this would not be representative of the stage of completion. A correction is made for the cost of material (e.g. steel) that is purchased but not yet manufactured or utilized in the production process at the reporting date. When the outcome of a construction contract cannot be estimated reliably, contract revenue is recognized to the extent of project costs incurred that will probably be recoverable. Project costs are recognized as expenses in the period in which they are incurred. Management concluded that costs to fulfil a contract that are not incurred in respect of the satisfaction of the performance obligation have no material impact on the recognition of revenues and margin of the project. As such, these costs are also recognized when incurred and are included computing the stage of completion. When it is probable that total contract costs will exceed total contract revenue, the expected loss is recognized as an expense immediately, based upon the principles of IAS 37 provisions, contingent liabilities and contingent assets for onerous contracts at the best estimate of the expenditure required to settle the obligation. As such the expected loss to record will reflect management expectations about the costs of satisfying the obligation less the amount to be received from the customer (more probable than not). When there are major constraints on transferring cash from the working country to the head office, the profit on a contract is only recognized on a cash basis.

Other operating income

Other operating income includes the gain on sale of intangible assets, the gain on sale of property, plant and equipment as well as the gain on sale of financial assets, next to other non-recurring income. The latter includes the insurance income received with respect to damages to our vessels and equipment, as well as liquidated damages received in the context of a construction contract of new equipment only if it compensates incremental charges incurred due to late delivery of the new equipment.

Operating expenses

Raw materials, consumables, services and subcontracted work

This category in the consolidated statement of income is the OpEx of the group. All operating expenses (also SG&A expenses incurred through our normal business operations) are included except for personnel expenses, depreciation, amortization and impairment costs and other operating expenses that are disclosed in a separate note.

Research and development, advertising and promotional costs and IT systems development costs

Research, advertising and promotional costs are expensed in the year in which they are incurred. Development costs and IT systems development costs are expensed in the year in which they are incurred if they do not meet the criteria for capitalization. These costs are included in the operating expenses (OpEx) of the group.

Other operating expenses

Other operating expenses include the loss on sale of intangible assets and the loss on sale of property, plant and equipment. The non-cash movements in amounts written off inventories and trade receivables, in retirement benefit obligations and in provisions is also recorded as other operating expenses. Next to above, other costs such as various taxes, import and stamp duties are also included in other operating expenses.

Financial result

Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interest rate applicable. All interest expenses and other costs incurred in connection with borrowings, except those which were eligible to be capitalized, are expensed. The interest expense is recognized in the income statement using the effective interest rate method. Interest income and interest expense also include gains or losses resulting from the time value of derivative financial instruments. Dividend income (from non-consolidated participations) is recognized when the shareholder’s right to receive payment has been established (provided that it is probable that the economic benefits will flow to the group and the amount of income can be reliably measured). Other financial expenses, included in the other financial result, mainly relate to costs incurred for project related bank guarantees, while other financial income mainly relate to delay interest income.

177

Group structure and changes in the reporting period

Changes in the consolidation scope in the reporting period

The following subsidiary, joint ventures and associates have been established during 2024:

Subsidiary:
- Cap Infra NV (Belgium) (75%), within Concessions
Joint ventures:
- Deeprock Crewing BV (The Netherlands) (25%), within Offshore Energy
- Cargen Group BV (Belgium) (37.45%), a 50% joint venture within Environmental
- Société de Reconversion de la Cokerie d’Ougrée (SORECO) SA (Belgium) (38.20%), within Environmental
Associates:
- Asyad Container Terminals Llc (Oman) (3%), within Concessions
- GBM Works Holding BV (The Netherlands) (19.73%), within Offshore Energy
- GBM Works BV (The Netherlands) (19.73%), within Offshore Energy
- GBM Works IP BV (The Netherlands) (19.73%), within Offshore Energy

DEME has significant influence in all new associates mentioned above. Per 30 June 2024, DEME Offshore Holding NV, within Offshore Energy, acquired 24% beneficial interest in the companies GBM Works Holding BV and its 100 % subsidiaries GBM Works BV and GBM Works IP BV, all in the Netherlands. Per 31 December 2024, following two investment rounds, DEME made an additional contribution of 0.29 million euro and with the entry of new investors, DEME’s beneficial interest was diluted to 19.73%. GBM Works is an innovative group developing and commercializing silent installation methods for offshore foundations that reduce the environmental impact on marine life. The acquisition of the aforementioned associate was achieved through the conversion of a loan amounting to 0.6 million euro, which was classified under other non-current assets as of 31 December 2023. The remaining amount of 0.29 million euro was paid in cash in 2024. The difference between the cost of acquisition and DEME’s share in net assets was allocated to the intangible assets of GBM for an amount of 0.6 million euro net of taxes (DEME share) and is depreciated over 3 years.# Changes in the Consolidation Scope

2024

The following subsidiaries and associates were liquidated during 2024:

Subsidiaries:
* De Vries & van de Wiel Kust- en Oeverwerken (The Netherlands) (74.9%), within Environmental
* Dragmorstroy Llc (Russia) (100%), within Dredging & Infra
* G-tec Nederland BV (The Netherlands) (100%), within Offshore Energy
* High Wind NV (Belgium) (100%), within Offshore Energy
* Mordraga Llc (Russia) (100%), within Dredging & Infra

Associates:
* Bluepower NV (Belgium) (35%), within Concessions
* West Islay Tidal Energy Park Ltd (United Kingdom) (35%), within Concessions

The percentage of shareholding in the following subsidiaries and associates changed during 2024:

Subsidiaries:
* Global Sea Mineral Resources NV (GSR) (Belgium) and its 100% affiliate Deeptech NV (Belgium), within Concessions, from 84.30% to 84.22%
* Grond Recyclage Centrum NV (Belgium) purchased the non-controlling interests in GRC Zolder NV for 1.3 million euro, within Environmental, resulting in a shareholder percentage of 100% (compared to 70% end 2023). The difference between the consideration paid and the net book value of the non-controlling interests is recorded as a component of equity (loss of 0.6 million euro). As the change in GRC’s ownership does not imply losing control, the transaction has been accounted for as an equity transaction with non-controlling interests (NCI).
* Dredging International Saudi Arabia Co Ltd (Saudi Arabia) from 100% to 99%, within Dredging & Infra

Associates:
* C-Power NV (Belgium) from 6.46% to 6.33% as DEME Concessions Wind NV (100 % Deme share) sold its direct participation in C-Power NV to C-Power Holdco NV (10% DEME share). Next to that C-Power Holdco NV also acquired 8.34% of the shares of C-Power NV from third parties. In the end the percentage in C-Power NV decreased for the DEME group with a positive impact on the result accounted for as other operating income. Reference is made to note (2) other operating income and expenses.
* Hyport Coordination Company Llc (Oman) from 50% to 25.5% as DEME Concessions NV sold part of its share to bp. As part of its long-term growth initiatives in the green hydrogen sector, DEME and OQ, Oman’s leading integrated energy group, announced in July 2024 a strategic partnership with bp, one of the world’s foremost international energy companies. Under this partnership, bp joins as an equity partner and operator of the HYPORT Duqm project, acquiring a 49% stake, while OQ and DEME each retain a 25.5% share. The reduction in shareholding led to a gain on the disposal of financial fixed assets. Reference is made to note (2).

The following subsidiaries merged during 2024:

Apollo Shipping SA (Luxembourg) and CRiver Shipping SA (Luxembourg) have been merged with DEME Offshore Procurement & Shipping SA (Luxembourg), within Offshore Energy
Bonny River Shipping SA (Luxembourg) has been merged with DEME Luxembourg SA (Luxembourg), within Dredging & Infra
Dredging International India Pvt Ltd (India) has been merged with International Seaport Dredging Pvt Ltd (India), within Dredging & Infra

The name of the following subsidiaries and associate changed in 2024:

Subsidiaries:
* DEME Environmental NL BV (former Aannemingsmaatschappij De Vries & van de Wiel BV), DEME Environmental Zandexploitatie BV (former Zandexploitatiemaatschappij De Vries & van de Wiel BV), DEME Environmental Recycling Centra BV (former Milieutechniek De Vries & van de Wiel BV) and DEME Environmental Beheer BV (former De Vries & Van de Wiel Beheer BV), all in the Netherlands and within Environmental
* DEME Environnement SA (former Ecoterres SA) within Environmental

Associate:
* Baltic West Terminal SA (Poland) (former Dratohill Investments SA), within Concessions

The changes in consolidation scope described above have no material impact on the financial statements.

Changes in the consolidation scope in the previous reporting period

2023

The following subsidiaries, joint ventures and associates were established during 2023:

Subsidiaries:
* Vine Shipping SA (Luxembourg) (100%) within Offshore Energy
* Yellowstone Shipping SA (Luxembourg) (100%) within Offshore Energy

Joint ventures:
* D&S Contractors NV (Belgium) (49.50%), within Dredging & Infra

Associates:
* Infra Ron BV (Belgium) (25%), within Concessions
* Terranova Hydrogen NV (Belgium) (8.32%), within Environmental
* Dratohill Investments SA (Poland) (50%) within Concessions

The following 100% subsidiary was merged with another entity of the DEME group during 2023:

DEME Offshore FR SAS (France) merged with DEME Offshore BE (Belgium) within Offshore Energy

The following subsidiary and joint venture were liquidated in 2023:

Subsidiary:
* Hyport Oostende Holdco NV (Belgium) (70%) within Concessions

Joint venture:
* Guangzhou Coscocs DEME New Energy Engineering Co. Ltd (China) (50%) within Offshore Energy

The name of the following subsidiary and associates changed in 2023:

Subsidiary:
* DEME Reinsurance SA (Luxembourg) (former Safindi RE SA), within Dredging & Infra

Associates:
* Bowdun Offshore Wind Farm Ltd (UK) (former Thistle Wind Partners Cluaran Deas Ear Ltd), within Concessions
* Ayre Offshore Wind Farm Ltd (UK) (former Thistle Wind Partners Cluaran Ear Truath Ltd), within Concessions

The percentage of shareholding in the following subsidiaries changed during 2023:

Global Sea Mineral Resources NV (GSR) (Belgium) and its 100% affiliate Deeptech NV (Belgium), within Concessions, from 100% to 84.3%

The group entered into a strategic cooperation with Transocean Ltd (NYSE: RIG), a global leader in the offshore drilling industry. This cooperation brings together the leadership of GSR in ultra-deepwater mineral exploration and seafloor nodule collection technology with Transocean’s world-class offshore expertise and capabilities. As part of its investment, Transocean Ltd contributed the ultra-deepwater drilling vessel ‘Ocean Rig Olympia’, valued at 85 million USD, for GSR’s ongoing exploration work. Next to that, a cash investment of 10 million USD (9.4 million euro) as well as engineering capacity was contributed. In return, Transocean Ltd received a minority stake of 15.7%, including a board seat in GSR. To become fully operational, the entity needs to obtain a license to operate. GSR is still in the process of obtaining such license and at the moment of issuance of this report, there is still no indication that the license would not be granted. As the change in GSR’s ownership did not imply losing control, the transaction has been accounted for as an equity transaction with non-controlling interest (NCI), this resulted in the following:

	(in millions of euro)
Assets contributed in GSR	89.1
Net assets attributable to NCI	-20.4
Increase in equity attributable to the parent	68.7
Represented by Increase in retained earnings	68.7

List of the group’s subsidiaries, joint ventures and associates

The classification to one or another ‘operational segment’ of a company within the group can vary each year based upon the projects performed by that company and is not necessarily the same as the operational segment of its legal parent company. A company can also execute projects for more than one operational segment. In that case the main operational segment for the current year is disclosed in the table below. All subsidiaries, joint ventures and associates have the same year- end closing date as at 31 December, except for International Seaport Dredging Pvt Ltd (India) and Zeeboerderij Westdiep BV (Belgium) where the year-end closing date is 31 March. When the year-end closing date differs from the 31 December closing date, the figures included in the consolidation are those for the period ended 31 December calendar date. Further on, within the DEME group there are no significant restrictions to transfer funds in the form of cash and dividends.

Subsidiaries (fully consolidated)

For the year ended 31 December

DEME Group NV is the parent company of the group. DEME Group NV holds a 100% ownership stake in DEME NV, which served as the parent company until 29June 2022, when the group was publicly listed. The sole asset of DEME Group NV is its participation in DEME NV. DEME Environmental NV, the parent company of the Environmental segment, is partially owned (25.10%) by a third party. In the Dredging & Infra segment, particularly in the maritime services business, Combined Marine Terminal Operations Worldwide NV (CTOW) and its affiliates are owned for 45.62 % by third parties. In the marine aggregate business, one affiliate has non-controlling interests amounting to 30%. In the dredging business, only minor interests are held by third parties. In the Concessions segment a strategic partner invested in Global Sea Mineral Resources NV (GSR) and its affiliates in 2023, acquiring a minority shareholding of 15.78% as explained in section changes in the consolidation scope of both current and previous reporting period. As of 31 December 2024, there are no non-controlling interests in the Offshore segment. Reference is made to note (20) non-controlling interests for further details.# 2024 2023

Main Name Country % of Share- % of Share- Operational

holding holding Segment

Main Name	Country	% of Share- holding 2024	% of Share- holding 2023	Operational Segment
Dredging, Environmental & Marine Engineering NV	Belgium	100%	100%	Dredging, Environmental & Marine
Baggerwerken Decloedt en Zoon NV	Belgium	100%	100%	Dredging & Infra
Cathie Associates Holding CVBA	Belgium	100%	100%	Offshore Energy
DEME Building Materials NV (DBM)	Belgium	100%	100%	Dredging & Infra
DEME Concessions NV	Belgium	100%	100%	Concessions
DEME Concessions Wind NV	Belgium	100%	100%	Concessions
DEME Coordination Center NV	Belgium	100%	100%	Dredging & Infra
DEME Dredging NV	Belgium	100%	100%	Dredging & Infra
DEME Hyport Energy NV	Belgium	100%	100%	Concessions
DEME Infra NV	Belgium	100%	100%	Dredging & Infra
DEME Infrasea Solutions NV	Belgium	100%	100%	Dredging & Infra
DEME Offshore BE NV	Belgium	100%	100%	Offshore Energy
DEME Offshore Equipment SA	Belgium	100%	100%	Offshore Energy
DEME Offshore Holding NV	Belgium	100%	100%	Offshore Energy
Dredging International NV	Belgium	100%	100%	Dredging & Infra
Geowind NV	Belgium	100%	100%	Offshore Energy
G-tec SA	Belgium	100%	100%	Offshore Energy
Logimarine NV	Belgium	100%	100%	Dredging & Infra
Deeptech NV	Belgium	84.22%	84.30%	Concessions
Global Sea Mineral Resources NV (GSR)	Belgium	84.22%	84.30%	Concessions
Cap Infra NV	Belgium	75%	0%	Concessions
DEME Environmental NV	Belgium	74.90%	74.90%	Environmental
DEME Environnement NV	Belgium	74.90%	74.90%	Environmental
Ekosto NV	Belgium	74.90%	74.90%	Environmental
DEME Blue Energy NV	Belgium	70%	70%	Concessions
Combined Marine Terminal Operations Worldwide NV (CTOW)	Belgium	54.38%	54.38%	Dredging & Infra
Grond Recyclage Centrum NV	Belgium	52.43%	52.43%	Environmental
GRC Zolder NV	Belgium	52.43%	36.70%	Environmental
High Wind NV	Belgium	0%	100%	Offshore Energy
Soyo Dragagem Lda	Angola	100%	100%	Dredging & Infra
Dragagem Angola Serviços Lda	Angola	100%	100%	Dredging & Infra
Dredging International Argentina SA	Argentina	100%	100%	Dredging & Infra
Offshore Energy/ Dredging International Australia Pty Ltd	Australia	100%	100%	Dredging & Infra
GeoSea Australia Pty Ltd	Australia	100%	100%	Offshore Energy
Dredging International Bahrain Wll	Bahrain	49%(1)	49%(1)	Dredging & Infra
Dragabras Serviços de Dragagem Ltda	Brazil	100%	100%	Dredging & Infra

(1) The economic rights in this company are 100%

180

Main

Name	Country	% of Share- holding 2024	% of Share- holding 2023	Operational Segment
DEME Offshore CA Ltd	Canada	100%	100%	Offshore Energy
Dredging International Management Consulting Shanghai Ltd	China	100%	100%	Dredging & Infra
GSR-CI Ltd	Cook Islands	84.22%	84.30%	Concessions
Hong Kong SAR Far East Dredging Ltd	China	100%	100%	Dredging & Infra
Bellsea Ltd	Cyprus	100%	100%	Dredging & Infra
DEME Cyprus Ltd	Cyprus	100%	100%	Dredging & Infra
DEME Offshore CY Ltd	Cyprus	100%	100%	Offshore Energy
Dredging International Cyprus Ltd	Cyprus	100%	100%	Dredging & Infra
Dredging International Services Cyprus Ltd	Cyprus	100%	100%	Dredging & Infra
Novadeal Ltd	Cyprus	100%	100%	Dredging & Infra
T.C.M.C. The Channel Management Company Ltd	Cyprus	100%	100%	Dredging & Infra
DEME Offshore DK SAS	Denmark	100%	100%	Offshore Energy
G-tec SAS	France	100%	100%	Offshore Energy
Offshore Energy/ Société de Dragage International SA	France	100%	100%	Dredging & Infra
Nordsee Nassbagger- und Tiefbau GmbH	Germany	100%	100%	Dredging & Infra
Oam-DEME Mineraliën GmbH	Germany	70%	70%	Dredging & Infra
International Seaport Dredging Pvt Ltd	India	93.64%	93.64%	Dredging & Infra
Dredging International India Pvt Ltd	India	0%	99.97%	Dredging & Infra
Dredging International Indonesia PT	Indonesia	49%(3)	49%(3)	Dredging & Infra
Societa Italiana Dragaggi Spa	Italy	100%	100%	Dredging & Infra
DEME Co Japan Ltd	Japan	100%	100%	Offshore Energy
Delta River Shipping SA	Luxembourg	100%	100%	Dredging & Infra
DEME Luxembourg SA	Luxembourg	100%	100%	Dredging & Infra
DEME Offshore LU Procurement & Shipping SA	Luxembourg	100%	100%	Offshore Energy
Innovation Shipping SA	Luxembourg	100%	100%	Offshore Energy
Meuse River Shipping SA	Luxembourg	100%	100%	Dredging & Infra
DEME Reinsurance SA	Luxembourg	100%	100%	Dredging & Infra
Spartacus Shipping SA	Luxembourg	100%	100%	Dredging & Infra
Vine Shipping SA	Luxembourg	100%	100%	Offshore Energy
Yellowstone Shipping SA	Luxembourg	100%	100%	Offshore Energy
Apollo Shipping SA	Luxembourg	0%	100%	Offshore Energy
Bonny River Shipping SA	Luxembourg	0%	100%	Dredging & Infra
CRiver Shipping SA	Luxembourg	0%	100%	Dredging & Infra
SPT Offshore Sdn Bhd	Malaysia	100%	100%	Offshore Energy
Dredging International Malaysia Sdn Bhd	Malaysia	30%(1)	30%(1)	Dredging & Infra
Dredging International Mexico SA de CV	Mexico	100%	100%	Offshore Energy
Logimarine SA de CV	Mexico	100%	100%	Dredging & Infra
Dragamoz Lda	Mozambique	100%	100%	Dredging & Infra
Earth Moving International Nigeria Ltd	Nigeria	100%	100%	Dredging & Infra
Novadeal EKO FZE	Nigeria	100%	100%	Dredging & Infra
Dredging and Environmental Services Nigeria Ltd	Nigeria	39%(1)	39%(1)	Dredging & Infra
Dredging International Services (Nigeria) Ltd	Nigeria	39%(1)	39%(1)	Dredging & Infra
Combined Marine Terminal Operators Nigeria Ltd	Nigeria	21.25%(2)	21.25%(2)	Dredging & Infra
Dredging International de Panama SA	Panama	100%	100%	Dredging & Infra

(1) The economic rights in this company are 100%
(2) The economic rights in this company are 54.38%
(3) The economic rights in this company are 95%

181

Main

Name	Country	% of Share- holding 2024	% of Share- holding 2023	Operational Segment
Corporacion Arenera Marina SA	Panama	100%	100%	Dredging & Infra
Dredeco PNG Ltd	Papua New Guinea	100%	100%	Dredging & Infra
Middle East Dredging Company QSC	Qatar	49%(3)	49%(3)	Dredging & Infra
Dragmorstroy Llc	Russia	0%	100%	Dredging & Infra
Mordraga Llc	Russia	0%	100%	Dredging & Infra
Dredging InternationaI Saudi Arabia Co Ltd	Saudi Arabia	99%	100%	Dredging & Infra
Dragafi Asia Pacific Pte Ltd	Singapore	100%	100%	Dredging & Infra
Dredging International Asia Pacific Pte Ltd	Singapore	100%	100%	Dredging & Infra
Dredging International South Africa PTY Ltd	South-Africa	100%	100%	Dredging & Infra
Dredging International España SA	Spain	100%	100%	Dredging & Infra
Naviera Living Stone SLU	Spain	100%	100%	Offshore Energy
DEME Building Materials BV (DBM)	The Netherlands	100%	100%	Dredging & Infra
DEME Concessions Netherlands BV	The Netherlands	100%	100%	Concessions
DEME Infra BV	The Netherlands	100%	100%	Dredging & Infra
DEME Offshore NL BV	The Netherlands	100%	100%	Offshore Energy
DEME Offshore Shipping BV	The Netherlands	100%	100%	Offshore Energy
Dredging International Netherlands BV	The Netherlands	100%	100%	Dredging & Infra
SPT Equipment BV	The Netherlands	100%	100%	Offshore Energy
SPT Offshore Holding BV	The Netherlands	100%	100%	Offshore Energy
SPT Offshore BV	The Netherlands	100%	100%	Offshore Energy
DEME Environmental NL BV	The Netherlands	74.90%	74.90%	Environmental
DEME Environmental Beheer BV	The Netherlands	74.90%	74.90%	Environmental
DEME Environmental Zandexploitatie BV	The Netherlands	74.90%	74.90%	Environmental
DEME Environmental Recycling Centra BV	The Netherlands	74.90%	74.90%	Environmental
G-tec Nederland BV	The Netherlands	0%	100%	Offshore Energy
De Vries & van de Wiel Kust- en Oeverwerken BV	The Netherlands	0%	74.90%	Environmental
Dredging International Ukraine Llc	Ukraine	100%	100%	Dredging & Infra
United Arab Dredging International RAK FZ Llc	United Arab Emirates	100%	100%	Dredging & Infra
DEME Building Materials Ltd (DBM)	United Kingdom	100%	100%	Dredging & Infra
NewWaves Solutions Ltd	United Kingdom	100%	100%	Offshore Energy
SPT Offshore Ltd	United Kingdom	100%	100%	Offshore Energy
DEME Offshore US Inc	USA	100%	100%	Offshore Energy
DEME Offshore US Llc	USA	100%	100%	Offshore Energy
Servicios Maritimos Servimar SA	Venezuela	100%	100%	Dredging & Infra

(3) The economic rights in this company are 95%

Joint ventures (equity method in financial statements but proportionate method in segment reporting)

For the year ended 31 December

Main Name	Country	% of Share- holding 2024	% of Share- holding 2023	Operational Segment
Scaldis Salvage & Marine Contractors NV	Belgium	54.38%	54.38%	Offshore Energy
D&S Contractors NV	Belgium	50%	50%	Dredging & Infra
Société de Reconversion de la Cokerie d’Ougrée SA (SORECO)	Belgium	38.20%	0%	Environmental
Cargen Group BV	Belgium	37.45%	0%	Environmental
Sédisol SA	Belgium	37.45%	37.45%	Environmental
Blue Site SA	Belgium	37.45%	37.45%	Environmental
Wérisol SA	Belgium	37.45%	37.45%	Environmental
Silvamo NV	Belgium	37.45%	37.45%	Environmental
Top Wallonie NV	Belgium	37.45%	37.45%	Environmental
MSB Minerações Sustentáveis do Brasil SA	Brazil	51%	51%	Dredging & Infra
Earth Moving Worldwide (EMI) Ltd	Cyprus	50%	50%	Dredging & Infra
Japan Offshore Marine Co Ltd	Japan	49%	49%	Offshore Energy
Normalux Maritime SA	Luxembourg	37.50%	37.50%	Offshore Energy
Combined Marine Terminal Operations Marafi Llc	Oman	37.68%	37.68%	Dredging & Infra
Gulf Earth Moving Wll	Qatar	50%	50%	Dredging & Infra
CSBC DEME Wind Engineering Co Ltd (CDWE)	Taiwan	49.99%	49.99%	Offshore Energy
CDWE Green Jade Shipowner Co Ltd	Taiwan	49.99%	49.99%	Offshore Energy
DIAP Thailand Co Ltd	Thailand	48.90%	48.90%	Dredging & Infra
DBM-Bontrup BV	The Netherlands	50%	50%	Dredging & Infra
K3 DEME BV	The Netherlands	50%	50%	Dredging & Infra
Deeprock Beheer BV	The Netherlands	50%	50%	Offshore Energy
Deeprock CV	The Netherlands	50%	50%	Offshore Energy
Overseas Contracting & Chartering Services BV	The Netherlands	50%	50%	Offshore Energy
Deeprock Crewing BV	The Netherlands	25%	0%	Offshore Energy
United Arab Earth Moving Middle East Contracting DMCEST	Emirates	50%	50%	Dredging & Infra
BNS JV Ltd	United Kingdom	50%	50%	Dredging & Infra

183

Associates (equity method)

For the year ended 31 December

Main Name	Country	% of Share- holding 2024	% of Share- holding 2023	Operational Segment
Consortium Antwerp Port (Oman) NV	Belgium	60%	60%	Concessions
Power@Sea NV	Belgium	51.10%	51.10%	Concessions
Consortium Antwerp Port Industrial Port Land NV	Belgium	50%	50%	Concessions
Blue Open NV	Belgium	49.94%

184 Comparative financial statement analysis

This section should be read together with Chapter 01.Introduction- Group performance 2024 earlier in this Annual Report, in which the primary contributors to the result of the year are explained. Within Chapter 01.Introduction- Group performance 2024, when discussing segment performance individually, and within the segment reporting, figures from the management report are utilized. The only reconciling item between these figures and the figures as in the financial statements is the impact of the different consolidation method for joint ventures. Joint ventures are consolidated proportionally in the management report figures, whereas according to equity method in the financial statements. The result for the period (share of the group) is not affected by the difference in consolidation method, only the presentation is different. In both the explanatory notes and comparative financial statement analysis, the figures as per financial statements are disclosed.

Consolidated statement of income comparative analysis

For the year ended 31 December (in thousands of euro)

	Notes	2024	2023	Delta
REVENUES		4,143,794	3,344,091	799,703
Turnover	(1)	4,101,159	3,285,422	815,737
Other operating income	(2)	42,635	58,669	-16,034
OPERATING EXPENSES		-3,790,185	-3,102,828	-687,357
Raw materials, consumables, services and subcontracted work	(3)	-2,685,547	-2,138,962	-546,585
Personnel expenses	(4)	-587,884	-667,387	79,503
Depreciation and amortization expenses	(5)/(7)/(8)	-395,830	-342,050	-53,780
Impairment of property, plant and equipment and right-of-use assets	(7)/(8)	-14,772	-13,148	-1,624
Impairment of goodwill and intangible assets	(5)/(6)	-	-	-
Other operating expenses	(2)	-26,649	-20,784	-5,865
OPERATING RESULT		353,609	241,263	112,346
FINANCIAL RESULT	(4)	-8,674	-23,269	14,595
Interest income		13,534	8,252	5,282
Interest expense		-20,149	-3,352	-16,797
Realized/unrealized foreign currency translation effects		-9,825	8,562	-18,387
Other financial result		-1,547	-2,601	1,054
RESULT BEFORE TAXES		344,935	217,994	126,941
Current taxes and deferred taxes	(11)	-89,536	-49,618	-39,918
RESULT AFTER TAXES		255,399	168,376	87,023
Share of profit (loss) of joint ventures and associates	(9)	40,374	3,217	37,157
RESULT FOR THE PERIOD		295,773	171,593	124,180
Attributable to non-controlling interests	(20)	7,545	8,831	-1,286
SHARE OF THE GROUP		288,228	162,762	125,466
Earnings per share (basic) (in euro)	(19)	11.40	6.43	4.97
Earnings per share (diluted) (in euro)	(19)	11.40	6.43	4.97

185

In 2024, total revenues increased by 799.7 million euro. Turnover surged by 815.7 million euro, marking a 24.8% increase compared to 2023, reaching again a milestone amount of 4 billion euro only one year after the 3 billion euro was surpassed for the first time in DEME group’s history. The Offshore Energy segment grew its turnover 37% year-over-year, driven by continued solid demand, expanded fleet capacity, high utilization and effective project execution across Europe, APAC and the US. Also, the Dredging & Infra segment performed well and grew year-over-year 22%, on a range of projects including maintenance and capital dredging projects across the globe as well as major infrastructural projects in Europe. The Environmental segment delivered a turnover growth of 11%, advancing its long-term projects in Belgium, the Netherlands, UK and Norway.

Other operating income decreased by 16.0 million euro compared to the previous year. In 2024, this included a 8.9 million euro gain on the sale of property, plant, and equipment, compared to a 18.6 million euro gain in 2023, which included the sale of ‘Groenewind’.

Depreciation and amortization expenses increased to 395.8 million euro from 342.1 million euro in 2023, due to investments in upgrading ‘Sea Installer’ and converting ‘Yellowstone’, DEME’s fallpipe vessel that joined the fleet in the second quarter of 2024. Also the depreciation of the year for IFRS 16 leases increased by 21.5 million euro.

Impairment losses for the year totaled 14.8 million euro, encompassing the crane of ‘Sea Challenger’ and ‘Samson’, a backhoe dredger, compared to 13.1 million euro last year, attributed to ‘Al Jarraf’, one of DEME’s cutter suction dredger vessels. The increase in other operating expenses by 5.8 million euro compared to 2023, is related to the movement in amounts written off trade receivables and the movement in retirement benefit obligations.

Operating result or EBIT increased by 112.3 million euro primarily due to the significant increase in turnover and an improvement in the EBIT margin, which rose to 8.6% from 7.3% last year.

Financial result improved to -8.7 million euro from -23.3 million euro last year. This positive impact of 14.6 million euro was equally divided between a decrease in net foreign currency translation losses and net interest costs, following the evolution of net financial debt from -512.2 million euro last year to a net cash position of 91.1 million euro at the end of 2024.

Result before taxes increased by 126.9 million euro compared to last year. The effective tax rate rose from 22.76% to 25.96%. The increase of the effective tax rate is partly attributable to the implementation of Pillar Two, ensuring that multinational enterprises pay a minimum level of tax in each jurisdiction they operate in.

Result after taxes amounts to 255.4 million euro which is an increase of 87.0 million euro compared to last year.

The share of profit of joint ventures and associates increased by 37.2 million euro. Associates contributed 12.4 million euro to the result (a decrease of 25.4 million euro compared to last year) while joint ventures’ results improved to 28.0 million euro from a loss of 34.6 million euro last year, which was then impacted by DEME’s Taiwanese offshore joint venture absorbing project losses on the Zhong Neng project in Taiwan.

Amounts attributable to non-controlling interests decreased by 1.3 million euro.

The result for the period (share of the group) amounted to 288 million euro, an increase of 125.5 million euro or 77% compared to the 163 million euro last year, driven by the increase in turnover, stronger profitability, good results from both joint ventures and associates and more favorable net financial results.

As a result, earnings per share (basic and diluted) were 11.40 euro per share, compared to 6.43 euro for 2023.

186 Consolidated statement of financial position comparative analysis

For the year ended 31 December (in thousands of euro)

ASSETS	Notes	2024	2023	Delta
NON-CURRENT ASSETS		3,082,487	3,106,348	-23,861
Intangible assets	(5)	15,022	22,840	-7,818
Goodwill	(6)	13,028	13,028	-
Property, plant and equipment	(7)	2,467,784	2,582,220	-114,436
Right-of-use assets	(8)	169,754	111,093	58,661
Investments in joint ventures and associates	(9)	181,865	170,295	11,570
Other non-current financial assets	(10)	68,365	48,324	20,041
Non-current financial derivatives	(22)	9,342	22,073	-12,731
Interest rate swaps		9,342	19,862	-10,520
Forex/fuel hedges		-	2,211	-2,211
Other non-current assets	(10)	22,754	10,526	12,228
Deferred tax assets	(11)	134,573	125,949	8,624
CURRENT ASSETS		2,393,124	1,653,710	739,414
Inventories	(12)	20,440	32,015	-11,575
Contract assets	(13)	651,459	633,027	18,432
Trade and other operating receivables	(14)	704,791	488,106	216,685
Current financial derivatives	(22)	8,294	13,503	-5,209
Interest rate swaps		6,292	10,938	-4,646
Forex/fuel hedges		2,002	2,565	-563
Assets held for sale	(15)	33,535	1,630	31,905
Income tax receivables	(11)	26,061	25,937	124
Other current assets	(16)	95,138	70,408	24,730
Cash and cash equivalents	(21)	853,406	389,084	464,322
TOTAL ASSETS		5,475,611	4,760,058	715,553

In 2024, total non-current assets decreased by 23.9 million euro.While the net book value of right-of-use assets increased by 58.7 million euro (reference is made to note (8)), the net book value of property, plant, and equipment declined by 114.4 million euro as the total depreciation, amortization expenses, and impairment losses for the year surpassed new investments. Although joint ventures and associates contributed 40.4 million euro to the year’s results, the increase in investments in these entities was only 11.6 million euro. The discrepancy is mainly due to the 32.9 million in dividends distributed by joint ventures and associates in 2024. Conversely, loans provided to joint ventures and associates, which are included in other non-current assets, increased by 18.5 million euro (see note (10)). Current assets increased significantly by 739.4 million euro. This substantial growth is primarily attributed to the rise in cash and cash equivalents (+464.3 million euro). The increase in operating working capital within current assets, specifically in trade and other operating receivables (+ 216.7 million euro), other current assets (+24.7 million euro) and contract assets (+18.4 million euro), is explained by the higher operational activity in the prior consecutive years. The decrease in the marked-to-market value of interest rate swaps, both in non-current and current financial derivatives, is related to the decline in interest rates as of 31 December 2024 compared to the hedged interest rates. This decrease is mirrored in the hedging reserve within group equity. Assets held for sale increased by 31.9 million euro. The amount included in assets held for sale in 2023 was related to the net book value of the workshop in Zeebrugge that was sold meanwhile. Since 30 June 2024, the net book value of ‘Sea Challenger’ and her crane were transferred to assets held for sale.

GROUP EQUITY AND LIABILITIES

	Notes	2024	2023	Delta
SHAREHOLDERS' EQUITY	(17)	2,117,827	1,910,473	207,354
Issued capital		33,194	33,194	-
Share premium		475,989	475,989	-
Retained earnings and other reserves		1,640,060	1,411,751	228,309
Hedging reserve		20,010	38,115	-18,105
Remeasurement on retirement benefit obligations	(24)	-38,405	-35,784	-2,621
Cumulative translation adjustment		-13,021	-12,792	-229
NON-CONTROLLING INTERESTS	(20)	56,243	50,337	5,906
GROUP EQUITY		2,174,070	1,960,810	213,260
NON-CURRENT LIABILITIES		712,063	835,687	-123,624
Retirement benefit obligations	(24)	58,083	54,810	3,273
Provisions	(26)	46,672	46,957	-285
Interest-bearing debt	(21)	530,603	652,523	-121,920
Non-current financial derivatives	(22)	10,960	22,953	-11,993
Interest rate swaps		-	-	-
Forex/fuel hedges		10,960	22,953	-11,993
Other non-current financial liabilities	(9)	5,526	332	5,194
Deferred tax liabilities	(11)	60,219	58,112	2,107
CURRENT LIABILITIES		2,589,478	1,963,561	625,917
Interest-bearing debt	(21)	231,722	248,743	-17,021
Current financial derivatives	(22)	45,550	20,324	25,226
Interest rate swaps		-	-	-
Forex/fuel hedges		45,550	20,324	25,226
Provisions	(26)	15,794	14,045	1,749
Contract liabilities	(13)	661,057	447,363	213,694
Advances received	(13)	181,041	84,486	96,555
Trade payables		1,195,229	897,610	297,619
Remuneration and social debt		113,922	94,791	19,131
Income tax payables	(11)	71,144	64,024	7,120
Other current liabilities	(25)	74,019	92,175	-18,156
TOTAL LIABILITIES		3,301,541	2,799,248	502,293
TOTAL GROUP EQUITY AND LIABILITIES		5,475,611	4,760,058	715,553

Shareholders' equity increased by 207.4 million euro. The group’s share of the year’s result amounted to 288.2 million euro but was negatively impacted by other comprehensive income of -21.0 million euro, primarily due to the negative evolution of the hedging reserve (-18.1 million euro). The dividend paid in 2024 amounted to 53.1 million euro. In 2024, a first stock option plan was launched for DEME's Executive Committee and Management Team members, followed by a share buyback program. The corresponding treasury shares and share-based payments reserve resulted in a net negative impact of -6.2 million euro on shareholders’ equity with individual impacts of -7.2 million euro and +1.0 million euro respectively.

Non-current liabilities, with interest-bearing debt being the largest component, decreased by 123.6 million euro. Although new interest-bearing debt for the year (presented as non-current and current debt) amounted to 26.9 million euro on top of the increase in non-current lease debt of 31.4 million euro, the repayments of long-term debt were higher, resulting in a total net decrease of interest-bearing debt. The increase in operating working capital is particularly noticeable this year in both current assets and current liabilities, reflecting higher activity in 2024 and in 2023. The larger rise in working capital liabilities is primarily due to the increase in advance payments and the growth in trade payables and contract liabilities.

Consolidated statement of cash flows comparative analysis

For the year ended 31 December

	Notes	2024	2023	Delta
CASH AND CASH EQUIVALENTS, OPENING BALANCE		389,084	522,261	-133,177
CASH FLOW FROM OPERATING ACTIVITIES
BEFORE CHANGES IN WORKING CAPITAL		707,104	520,146	186,958
CHANGES IN WORKING CAPITAL		370,313	-66,488	436,801
CASH FLOW FROM OPERATING ACTIVITIES		1,077,417	453,658	623,759
Investments		-324,092	-427,125	103,033
Divestments		30,466	67,443	-36,977
CASH FLOW (USED IN) / FROM INVESTING ACTIVITIES		-293,626	-359,682	66,056
New interest-bearing debt	(21)	26,935	74,486	-47,551
Repayment of interest-bearing debt	(21)	-225,679	-228,557	2,878
Payment of lease liabilities	(21)	-55,285	-32,337	-22,948
(scope Acquisition of non-controlling interests		-1,300	-	-1,300
changes)
Purchase of treasury shares	(18)	-7,211	-	-7,211
Gross dividend paid to the shareholders	(17)	-53,145	-37,972	-15,173
Gross dividend paid to non-controlling interests	(20)	-1,997	-874	-1,123
CASH FLOW (USED IN) / FROM FINANCIAL ACTIVITIES		-317,682	-225,254	-92,428
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS		466,109	-131,278	597,387
Impact of exchange rate changes on cash and cash equivalents		-1,787	-1,899	112
CASH AND CASH EQUIVALENTS, ENDING BALANCE		853,406	389,084	464,322
FREE CASH FLOW		728,506	61,639	666,867

Cash flow from operating activities

The increase in turnover combined with an improved EBITDA margin and more favorable net financial result led to a cash flow from operating activities before changes in working capital of 707.1 million euro, compared to 520.1 million euro last year (+187.0 million euro). This high level of cash flow generation, supported by +370.3 million euro change in working capital, marked a first-time event in DEME’s history, achieving a cash flow from operating activities of more than 1 billion euro.

Cash flow (used in) / from investing activities

Cash flow from investing activities amounted to -293.6 million euro, a decrease of 66.1 million euro compared to last year. The free cash flow, which is the sum of operating and investing activities decreased with the payment of lease liabilities (considered operational), is 728.5 million euro this year, compared to 61.6 million euro last year.

Cash flow (used in) / from financial activities

Cash flow used in financial activities decreased by 92.4 million euro. While the repayment of interest-bearing debt remained consistent with last year, there was an increase in the payment of lease liabilities and dividends, along with a decline in new interest- bearing debt.

Explanatory notes to the consolidated financial statements

Note 1 – Turnover and orderbook

For the year ended 31 December

Turnover

A breakdown of the DEME turnover by nature, segment and geographical market can be found below.

Turnover by nature (in thousands of euro)

	2024	2023
Revenue from contracts with customers	4,083,957	3,268,156
Revenue from ancillary activities	17,202	17,266
Total turnover as per financial statements	4,101,159	3,285,422

Revenue from contracts with customers comprises the net revenue from operational activities of the segments and is recognized by reference to the stage of completion of the contract activity at the end of each reporting period. For most contracting activities the contract is based on a fixed or lump sum price, or based on quantities. The group can act both as contractor and principal of an engagement. Revenue from ancillary activities is revenue that can be very divers such as sale of equipment or fees. It is turnover that is not followed up as a separate contracting project in the management reporting system. The group has determined that the disaggregation of revenue by product line is best reflected by the revenue information that is disclosed for each reportable segment under IFRS 8, as this information is regularly reviewed by the chief decision makers (see also separate section on segment reporting) and best depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors.

Turnover of segments (in thousands of euro)

	2024	2023
Offshore Energy	2,055,040	1,501,551
Dredging & Infra	1,962,558	1,604,610
Environmental	336,774	304,314
Concessions	7,828	4,972
Total turnover of segments	4,362,200	3,415,447
Reconciliation (*)	-261,041	-130,025
Total turnover as per financial statements	4,101,159	3,285,422

(*) The reconciliation between the segment turnover and the turnover in the consolidated statement of income refers to the turnover of joint ventures. They are consolidated according to the proportionate method in the segment reporting but according to the equity consolidation method (application of IAS 28) in the financial statements.

The group's turnover increased sequentially each quarter, reaching a record high of more than 4.1 billion euro. The growth was driven by double- digit increases in all contracting segments, reflecting high activity levels and effective project execution throughout 2024. Offshore Energy delivered an exceptional performance in 2024, with turnover growing two-fold since 2022.# Turnover

Turnover exceeded 2 billion euro, reflecting a 37% growth for the year, following a remarkable 57% growth in 2023. Dredging & Infra reported a turnover of almost 2 billion euro, marking a 22% increase from the previous year. The topline growth within the Environmental segment was driven by ongoing work on long-term and complex remediation and high-water protection projects across Belgium, the Netherlands, UK and Norway. The main projects for the Offshore Energy segment included Dogger Bank and Moray West in the UK, Coastal Virginia in the US, Île d’Yeu and Noirmoutier in France, and Zhong Neng and Hai Long in Taiwan. The Dredging & Infra segment made good progress in maintenance and capital dredging projects across Europe, Africa, Asia, and the Middle East, and advanced its marine infrastructure works, including the installation of immersed tunnels in continental Europe.

Turnover by geographical market (*) (in thousands of euro)

	2024	2023
Belgium	729,294	476,773
Europe (excl. Belgium)	1,715,719	1,576,956
Africa	306,655	256,951
America	751,447	597,431
Asia	382,317	275,745
Middle East	215,727	101,565
Total turnover as per financial statements	4,101,159	3,285,422

(*) A geographical market is determined as the area (location) where projects are realized. The Asian region covers both Asia and Oceania.

The geographical breakdown highlights DEME’s continued strong position in Europe, with double-digit year-over-year growth in 2024. For the second consecutive year, America was DEME’s second-largest market, showing marked growth fueled by solid progress on its ongoing offshore projects. Africa, Asia, and the Middle East each contributed between 5% and 10% of the group's total turnover, with significant year-over-year growth, supported by a healthy project intake in recent years. Similar to last year, there are no clients contributing more than 10% in the group’s turnover. Moreover, as a result of the occasional nature and spread of the contracts, none of the DEME clients will ever structurally qualify as a material client in relation to the total turnover of the group.

DEME's taxonomy-eligible and aligned activities continued to expand in 2024, with 45% of the group’s turnover now classified as eligible and 42% as aligned, compared to 42% and 33% in 2023, respectively. This growth is primarily driven by the group’s involvement in additional offshore wind projects. Additionally, as from 2024 the EU Taxonomy requires companies to report alignment with all six environmental objectives, resulting in the inclusion of DEME’s environmental activities in the taxonomy-aligned turnover. All these DEME’s activities are making a substantial contribution to either pollution prevention and control, circular economy and climate change mitigation. The significant contribution of Offshore Energy to the group’s turnover of 47.1% and an orderbook contribution of 51.9% (see below) continues to create opportunities for energy transition. A more comprehensive explanation will be available in Chapter 07.Sustainability Statements, included in this Annual Report.

Orderbook

The group’s orderbook is the contract value of assignments acquired as of 31 December but that is not yet accounted for as turnover because of non-completion. The orderbook also includes the group’s share in the orderbook of joint ventures, but not of associates. Contracts are not included in the orderbook until the agreement with the client is signed. A letter of award is not sufficient to include the contract in the orderbook according to the group’s policy. In addition, financial close must be reached when projects will be executed in ‘uncertain’ countries before including them in the orderbook. ‘Uncertain countries’ are identified at the discretion of the Executive Committee. Furthermore, experience shows that, once an agreement has been reached, cancellations or significant reductions in the scope or size of contracts are relatively rare, but may occur, particularly when markets come under severe pressure. In the event of such cancellations, the group is usually entitled to receive contractual cancellation fees.

Orderbook by segments (in thousands of euro)

Segment	2024	2023
Offshore Energy	4,259,185	3,754,649
Dredging & Infra	3,588,880	3,472,387
Environmental	352,084	354,724
Concessions	-	-
Total orderbook	8,200,149	7,581,760

The orderbook of Offshore Energy reached a record high of 4.3 billion euro, up from 3.8 billion euro at the end of last year, driven by strong demand, the recent expansion of fleet capacity, add-ons to existing projects and the addition of new contracts in the APAC region and Europe. Notable additions include the foundation installation contract for the Nordlicht 1 and 2 wind farms in Germany, the foundation and offshore substation installation contract for the Fengmiao 1 offshore wind farm in Taiwan and four cable installation contracts - three in the Netherlands and one in Belgium.

The orderbook of Dredging & Infra grew by 3% year-over-year, reaching 3.6 billion euro, and remains at a solid level with a healthy intake of diverse new projects across the globe.

As of 31 December 2024, the Environmental orderbook stand at a steady 352 million euro, a small decrease of 1% compared to 355 million euro a year earlier. Environmental is working on some selected initial environmental study efforts in the UK and Italy, actively exploring new, targeted opportunities.

Orderbook by geographical market (in thousands of euro)

Market	2024	2023
Europe	5,792,521	4,391,552
Africa	339,160	394,161
America	1,016,617	1,329,957
Asia	819,118	918,976
Middle East	232,733	547,114
Total orderbook	8,200,149	7,581,760

Orderbook run-off (in thousands of euro)

	Year N+1	Year N+2	Year N+3 and beyond	Total
Orderbook 2023	3,692,355	2,650,172	1,239,233	7,581,760
Orderbook 2024	3,639,194	2,290,125	2,270,830	8,200,149

The group estimates that 44.4% of the orderbook will be executed in the next year (2023: 48.7%). The current orderbook run-off includes a volume for 2025 in line with a year ago and volumes exceeding 4.6 billion euro spread across 2026 and beyond. The execution of the orderbook depends on several factors, such as weather circumstances, soil and technical conditions, vessel availability and a lot of other factors.

Note 2 – Other operating income and expenses

For the year ended 31 December

Other operating income (in thousands of euro/ (-) is expense)

	2024	2023
Gain on sale of property, plant and equipment	8,924	18,615
Gain on disposal of financial fixed assets	1,430	-
Other operating income	32,281	40,054
Total other operating income	42,635	58,669

Total other operating income for 2024 relates among others to the sale of the workshop in Zeebrugge (see note (15) assets held for sale) and miscellaneous equipment within the Dredging & Infra segment. In addition to various insurance claim income related to equipment and included in other operating income, a gain on the sale of shares of Hyport Coordination Company Llc and a gain on the sale of shares of C-Power NV, together 1.4 million euro is included. Reference is made to section changes in the consolidation scope. In 2023, the sale of ‘Groenewind’ (Offshore Energy segment) and a damage claim income for ‘Ambiorix’ for an amount of 7 million euro were included within total other operating income. The net of gain and loss on sale of property, plant and equipment amounts to 8.9 million euro. This amount is included in the cash flow from divestments.

Other operating expenses (in thousands of euro/ (-) is income)

	2024	2023
Loss on sale of property, plant and equipment	11	71
Movement in amounts written off inventories and trade receivables	141	-2,431
Movement in retirement benefit obligations	-231	-3,767
Movement in provisions	1,466	2,541
Other operating expenses	25,262	24,370
Total other operating expenses	26,649	20,784

Movement in amounts written off inventories and trade receivables for 2024 mainly relates to a project within Concessions that’s temporarily put on hold. Reference is made to note (14) trade and other operating receivables. For prior year the movement was caused by a final write-off of a customer receivable that was neutralized within the income instatement by the release of the corresponding bad debt allowance (which was booked as a service cost), both elements resulting in a zero impact on the result of 2023.

Movement in retirement benefit obligations is the non-paid net defined benefit cost (related to the retirement benefit obligations) that is recorded in the statement of income. The defined benefit cost that is paid (contributions from employer) is recorded as pension expenses in the statement of income. Reference is made to note (24) retirement benefit obligations and to note (3) personnel expenses and employment.

Movement in provisions mainly relates to the movement in warranty provisions. Reference is made to note (26) provisions.

Other operating expenses mainly include various taxes, import and stamp duties.# Note 3 – Personnel expenses and employment

For the year ended 31 December

Average number of persons employed during the year (in FTE)

	2024	2023
White-collars	3,451	3,201
Blue-collars	2,255	2,133
Total	5,706	5,334

The average headcount reported in this note is based upon the consolidation scope whereby only the average headcount (in FTE) of entities controlled by the group is included. In CSRD (Chapter 07.Sustainability Statements) and in the Non-financial key figures (Chapter 01.Introduction) the number of employees (headcount) at the end of the year is reported.

193

Personnel expenses (in thousands of euro)

	2024	2023
Remuneration	576,035	505,674
Social charges	72,554	68,054
Share-based payments	1,062	-
Pension expenses	17,736	14,156
Total	667,387	587,884

The increase in payroll expenses compared to the previous year is attributed to a rise in the average headcount by 372 FTEs, along with salary increases across the entire group in 2024, partly due to the (automatic) indexation of salaries and wages (particularly in Belgium). DEME’s employees receive various forms of compensation, including salaries and wages and retirement benefits (see note (24)). In 2024, a stock option plan was introduced for the benefit of DEME's Executive Committee and Management Team members. The cost of share-based payments is determined by the fair value at the date when the grant is made on a straight-line basis over the vesting period. The cost as of 31 December 2024 amounts to 1.1 million euro and was booked as a personnel expense against equity (share-based payments reserve). Reference is made to note (18).

Note 4 – Financial result

For the year ended 31 December

(in thousands of euro / (-) is cost)

	2024	2023
Interest income from other non-current financial assets	2,521	1,585
Time value of financial derivatives	-14	-274
Other interest income	11,027	6,941
Total interest income	13,534	8,252
Interest expenses related to borrowings	-15,163	-19,398
Capitalized borrowing cost	2,244	1,601
Time value of financial derivatives	167	-414
Interest expenses related to lease liabilities (note (23))	-4,045	-1,938
Total interest expenses	-16,797	-20,149
Realized/unrealized foreign currency translation effects	-1,263	-9,825
Total realized/unrealized foreign currency translation effects	-1,263	-9,825
Other financial income	4,775	5,207
Other financial expenses	-8,923	-6,754
Total other financial result	-4,148	-1,547
Total financial result	-8,674	-23,269

The total financial result improved to -8.7 million euro from -23.3 million euro last year. Net financial debt including IFRS 16 leases evolved from -512.2 million euro last year to a net cash position of + 91.1 million euro at the end of 2024. Total interest-bearing debt including IFRS 16 leases decreased by 139 million euro, from 901 million euro last year to 762 million euro at the end of 2024. Although interest expenses related to lease liabilities are higher than last year due to an increase in lease liabilities, the reduction in interest expenses related to borrowings was greater, resulting in overall lower interest expenses. Cash and cash equivalents increased by 464 million euro leading to a rise in other interest income. From the total interest expenses of 16.8 million euro, an amount of 13.2 million euro is interest paid versus 17.5 million euro last year. Interest received amounts to 13.5 million euro versus 8.5 million euro in 2023. Reference is made to note (21) interest-bearing debt and net financial debt, note (23) lease liabilities and to the consolidated statement of cash flows. Last year, the total financial result of -23.3 million euro was significantly impacted by negative foreign currency translation effects amounting to -9.8 million euro. This net exchange rate loss was primarily due to the group’s operational activities in Egypt (both USD and EGP exchange rate exposure). In 2024 the impact of the foreign currency translation effects was reduced to -1.3 million euro, representing only 0.03% of the group’s turnover and mainly linked to translation impact of currencies as USD, TWD, NGN.

194

The other financial income for both 2024 and 2023 was impacted by the recognition of delay interest on claim income received. Other financial expenses, included in the other financial result, primarily relate to costs incurred for project-related bank guarantees and are correlated to the increased operational activity of the group in 2024.

Note 5 – Intangible assets

2024

	Concessions, patents and licenses	Other intangible assets	Development costs	Total (in thousands of euro)
Acquisition cost at 1 January 2024	8,392	34,405	13,630	56,427
Additions, including fixed assets, own production	890	9	397	1,296
Sales and disposals	-4,885	-224	-	-5,109
Movements
Transfers from one heading to another	1,045	-	-	1,045
during the year
Translation differences	-	-3	-	-3
Additions through business combinations	-	-	-	-
Changes in consolidation scope or method	-	-20	-	-20
At 31 December 2024	5,442	34,167	14,027	53,636

Cumulative amortization and impairment at 1 January 2024	4,325	18,330	10,932	33,587
Amortization of the year	1,117	3,071	1,019	5,207
Written down after sales and disposals	-	-157	-	-157
Movements
Transfers from one heading to another	-	-	-	-
during the year
Translation differences	-	-3	-	-3
Additions through business combinations	-	-	-	-
Changes in consolidation scope or method	-	-20	-	-20
At 31 December 2024	5,442	21,221	11,951	38,614

Net book value at the end of prior year	4,067	16,075	2,698	22,840
Net book value at the end of the year	-	12,946	2,076	15,022

‘Concessions, patents and licenses’ do not include indefinite useful lives intangible assets. The ‘additions of the year’ mainly relate to the capitalization of development costs in the Concessions segment. Research and development costs that are not eligible for capitalization have been expensed within the OpEx of DEME’s subsidiaries involved in deep sea harvesting for an amount of 4.54 million euro. This amount is included in the EU Taxonomy OpEx calculation (see Chapter 07.Sustainability Statements – section 2.1.2.4). The ‘sales and disposal’ of the development costs are part of the strategic partnership deal between DEME, OQ and bp, in which bp joined as an equity partner (49% stake) and operator of the HYPORT Duqm project, resulting in a zero net book value at the end of 2024. Reference is made to section group structure and changes in the reporting period. Within the line ‘transfers from one heading to another’, also transfers from assets under construction originally booked within property, plant and equipment were included (see note (7)).

195

‘Amortization of the year’ is recognized under ‘depreciation and amortization expenses’ in the consolidated statement of income for an amount of 5.2 million euro. The total net book value of 15.0 million euro at the end of the year 2024, includes the intangible assets of the SPT Offshore group (10.7 million euro) that are amortized over the economic lifetime of 10 years. SPT Offshore Holding BV and affiliates within the Offshore Energy segment was acquired by the group at the end of 2020.

2023

	Concessions, patents and licenses	Other intangible assets	Development costs	Total (in thousands of euro)
Acquisition cost at 1 January 2023	5,840	34,408	13,588	53,836
Additions, including fixed assets, own production	2,552	229	74	2,855
Sales and disposals	-	-222	-32	-254
Movements
Transfers from one heading to another	-	-	-	-
during the year
Translation differences	-	-1	-	-1
Additions through business combinations	-	-	-	-
Changes in consolidation scope or method	-	-9	-	-9
At 31 December 2023	8,392	34,405	13,630	56,427

Cumulative amortization and impairment at 1 January 2023	4,096	15,481	9,944	29,521
Amortization of the year	229	3,048	988	4,265
Written down after sales and disposals	-	-189	-	-189
Movements
Transfers from one heading to another	-	-	-	-
during the year
Translation differences	-	-1	-	-1
Additions through business combinations	-	-	-	-
Changes in consolidation scope or method	-	-9	-	-9
At 31 December 2023	4,325	18,330	10,932	33,587

Net book value at the end of prior year	1,744	18,927	3,644	24,315
Net book value at the end of the year	4,067	16,075	2,698	22,840

‘Concessions, patents and licenses’ did not include indefinite useful lives intangible assets. The ‘additions of the year’ mainly related to the capitalization of development costs in the Concessions segment. ‘Amortization of the year’ was recognized under ‘depreciation and amortization expenses’ in the consolidated income statement for an amount of 4.3 million euro. The total net book value of 22.8 million euro at the end of the year 2023, included the intangible assets of the SPT Offshore group for an amount of 12.6 million euro.

196

Note 6 – Goodwill

(in thousands of euro)

	2024	2023
Balance at 1 January	13,028	13,028
Acquisitions through business combinations	-	-
Movements during the
Disposals	-	-
year
Impairment losses	-	-
Balance at 31 December	13,028	13,028

Impairment testing of goodwill

In accordance with IAS 36 impairment of assets, goodwill was tested for impairment at 31 December 2024 and 2023. No impairment losses were recognized. Within the DEME group, goodwill is tested for impairment annually. The impairment tests are based on figures and insights of the third quarter of the reporting year. If there is an indication that the cash generating unit to which the goodwill is allocated could have suffered a loss of value, impairment testing is done more frequently than once a year. In 2024, there were no such indicators and no additional impairment tests have been prepared. Significant judgment by management is required to estimate the impact of macroeconomic and other factors on future cash flows, including those related to climate related matters (more detailed in section disclosures related to specific topics).Management does not foresee activities negatively being impacted by climate related business requirements leading to an impairment loss (climate change risk). The group believes the estimates and assumptions used in the impairment testing are reasonable and are comparable to those that would be used by competitors.

Carrying amount of goodwill

Goodwill is allocated to the cash generating unit that is expected to benefit the most of the acquisition. Management has identified the lowest level of cash generating units based on the most appropriate and most detailed level of information about operations available for internal reporting purposes. The current outstanding goodwill of the DEME group is allocated as follows:

Carrying amount of goodwill (in thousands of euro)	2024	2023
CGU Infra	3,536	3,536
CGU Dredging – Asia Pacific	3,024	3,024
CGU Environmental – Environnement	2,496	2,496
CGU Offshore	1,943	1,943
CGU Offshore – Foundations	1,256	1,256
CGU Concessions	605	605
CGU Dredging – DBM	168	168
Total	13,028	13,028

The comparison of the carrying amount of each mentioned cash generating unit with the recoverable amount of the respective cash generating unit did not result in an impairment need for the annual reporting year 2024.

The recoverable amount of each cash generating unit is based on a discounted cash flow model that represents the fair value minus the cost of disposal. The projected cash flows used are obtained from the budgets, prepared by management, of the respective cash generating unit and approved by the Board of Directors. These budgets cover a three-year period. Cash flows beyond the three-year period are extrapolated using a cautious growth rate of 1%. The discount rate used equals the weighted average cost of capital (WACC) calculated on the consolidated DEME group figures, as per third quarter of 2024, amounting to 8.11% compared to 7.83% in 2023.

Sensitivity analysis

A sensitivity analysis has been performed by adjusting important assumptions used in the calculation of the recoverable amount.

Gross margin

The gross margin used in the discounted cash flow model is based upon the estimates of management and has been approved by the Board of Directors for a period of three years to come. Sensitivity is tested by reducing the estimated gross margins to 95% of their initial value. Adjusting the gross margin downwards did not result in impairment for any of the mentioned cash generating units.

197

Discount rate

The discount rate used is the weighted average cost of capital, calculated on DEME group figures. Future cash flows will negatively be impacted if the discount rate rises. Sensitivity is tested by increasing the weighted average cost of capital with 1%. Adjusting the weighted average cost of capital to a higher value did not result in an impairment for any of the mentioned cash generating units.

Growth rate

The DEME group assumes a careful growth of 1% of its gross margin in the years to come. Should the growth percentage be lower, the recoverable amount of each cash generating unit will drop. Sensitivity is tested by reducing the growth rate to 0%. Adjusting the growth rate did not result in an impairment for any of the mentioned cash generating units.

Note 7 – Property, plant and equipment

Floating	Total	2024	Assets and other	Furniture and	Land and buildings	Other tangible assets
(in thousands of euro)			property, plant and equipment	construction equipment
Acquisition cost at 1 January 2024	131,798	5,019,071	23,316	7,183	306,333	5,487,701
Additions, including fixed assets, own production	3,633	147,532	2,274	467	118,949	272,855
Sales and disposals	-998	-41,140	-1,578	-	-7	-43,723
Transfer to 'assets held for sale'	-	-143,740	-	-	-	-143,740
Movements during the year
Transfers from one heading to another	9,335	294,498	139	-	-304,762	-790
Translation differences	-123	4,070	-358	-	-	3,589
Acquisitions through business combinations	-	-	-	-	-	-
Changes in consolidation scope or method	-	-	-	-	-	-
At 31 December 2024	143,645	5,280,291	23,793	7,650	120,513	5,575,892
Cumulative depreciation and impairment at 1 January 2024	55,063	2,830,268	16,558	3,592	-	2,905,481
Depreciation charge of the year	5,172	330,110	2,597	387	-	338,266
Impairment cost of the year	-	14,772	-	-	-	14,772
Written down after sales and disposals	-974	-40,915	-1,577	-	-	-43,466
Movements during the year
Transfer to 'assets held for sale'	-	-110,205	-	-	-	-110,205
Transfers from one heading to another	-	255	-	-	-	255
Translation differences	-96	3,217	-116	-	-	3,005
Acquisitions through business combinations	-	-	-	-	-	-
Changes in consolidation scope or method	-	-	-	-	-	-
At 31 December 2024	59,165	3,027,502	17,462	3,979	-	3,108,108
Net book value at the end of prior year	76,735	2,188,803	6,758	3,591	306,333	2,582,220
Net book value at the end of the year	84,480	2,252,789	6,331	3,671	120,513	2,467,784

At 31 December 2024, the net book value of ‘floating equipment’ as part of floating and other construction equipment contributes 96% to the total of this category. ‘Other construction equipment’ within floating and other construction equipment consists amongst other of dry earth moving equipment, pipelines and equipment of DEME Infra. The ‘additions’ within floating and other construction equipment mainly include recurring investments and the capitalization of major repair costs of the main production equipment, whereas the ‘additions’ within assets under construction mainly relate to the amounts invested in the new DP2 fallpipe vessel ‘Yellowstone’, the construction of pontoons for the Fehmarnbelt project (construction of the world’s largest immersed tunnel between Germany and Denmark), a life time extension investment for the fallpipe vessel ‘Rollingstone’, a new offshore survey vessel named ‘Karina’ and the DEME campus for which reference is made to note (29) related party disclosures. In 2024, ‘Yellowstone’ that joined the fleet in the second quarter of the year, the pontoons, the survey vessel and the building were all transferred to respectively floating and other construction equipment and land and buildings. There was also a transfer of development costs in the segment Concessions from assets under construction to intangible assets (see note (5)).

198

Since 30 June 2024, the net book value of the DP2 jack-up installation vessel ‘Sea Challenger’ and her crane, included within floating and other construction equipment was transferred to ‘assets held for sale’ (note (15)) as a sale within 12 months to a Japanese joint venture between DEME (49%) and partner Penta-Ocean Construction is considered as highly probable. After this sale, ‘Sea Challenger’ will receive an extensive upgrade, positioning the vessel for offshore wind farm projects in Japan. The crane’s lifting capacity will increase from 900 tons to 1,600 tons. Additionally, enhancements such as a wider beam and longer legs will enable the vessel to handle the next generation of mega wind turbines. The joint venture will further upgrade and take ownership of ‘Sea Challenger’ and reflag the vessel to the Japanese flag. In accordance with shareholder’s agreement and under certain conditions, DEME retains a buy-back right for ‘Sea Challenger’. As the joint venture is integrated according to the equity method, the investment will not be included in property, plant and equipment of the consolidated statement of financial position. DEME is however financing the upgrade of the vessel through capital and shareholders loan, booked as financial asset.

In 2023, Transocean Ltd, a global leader in the offshore drilling industry, made a non-controlling investment for 15.7% in GSR (deep sea mining) through the contribution of the ultra-deepwater drilling vessel ‘Ocean Rig Olympia’, which is still included within the net book value of assets under construction at end of 2024. In 2024, specific borrowing costs amounting to 2.2 million euro, related to assets under construction, were capitalized (note (4) financial result). At 31 December 2024, the commitments made for investments in coming years amount to 5 million euro, mainly relating to the upgrade of vessels ‘Yellowstone’ and ‘Karina’. The investments aimed at transitioning the DEME campus into a sustainable and energy-neutral office have been incorporated into the net book value of land and buildings.

‘Depreciation charge and impairment cost of the year’ increased to 353 million euro in total compared to 320 million euro in 2023. The higher level of depreciation charges in 2024 is primarily attributed to ‘Yellowstone’ that joined the fleet on the second quarter of 2024 and to the investments in upgrading ‘Sea installer’ (depreciated as from July 2023). The amount of the year also includes a 14.8 million euro impairment cost. In H1 2024 an ‘impairment cost’ of 4.4 million euro was booked for the crane of ‘Sea Challenger’, whereas at the end of 2024, an additional ‘impairment cost’ of 10.4 million euro was booked for ‘Samson’, a backhoe dredger.

The investments in property, plant and equipment by joint ventures such as those in ‘Green Jade’ and ‘Sea Challenger’ are not reflected in property, plant and equipment of the consolidated statement of financial position. However, reference is made to the segment reporting for 31 December 2024 and 31 December 2023 where the amounts included in the ‘reconciliation’ column under the lines net book value property, plant and equipment and right-of-use assets and acquisition of property, plant and equipment and right-of-use assets relate to joint ventures.

In 2023, 49% of DEME's capital expenditure was considered as taxonomy-eligible and aligned CapEx, while in the current period, this figure stands at 47% for the taxonomy-eligible and 46% for the taxonomy aligned CapEx.This percentage is directly tied to DEME's fleet engaged in projects aimed at mitigating climate change, such as constructing and installing foundations and wind turbines, along with their shore connections. Additionally, as of now, climate risks are not affecting the useful life of the group's assets. Reference is made to Chapter 07.Sustainability Statements.

199

Floating Assets and other construction equipment

(in thousands of euro)	Other tangible assets	Land and buildings	Property, plant and equipment	Floating vehicles	Furniture and equipment	Assets under construction	Total
Acquisition cost at 1 January 2023	119,923	4,694,682	20,564	7,257	223,042	5,065,468	-
Additions, including fixed assets, own production	3,623	203,174	5,928	-	273,966	486,691	-
Sales and disposals	-664	-51,409	-2,502	-3	-	-54,578	-
Transfer to 'assets held for sale'	-4,312	-	-	-	-	-4,312	-
Movements during the year
Transfers from one heading to another	13,572	176,837	336	-70	-190,675	-	-
Translation differences	-344	-4,213	-1,010	-1	-	-5,568	-
Acquisitions through business combinations	-	-	-	-	-	-	-
Changes in consolidation scope or method	-	-	-	-	-	-	-
At 31 December 2023	131,798	5,019,071	23,316	7,183	306,333	5,487,702	-
Cumulative depreciation and impairment at 1 January 2023	53,635	2,569,518	17,093	3,174	-	2,643,420	-
Depreciation charge of the year	4,981	299,198	2,319	422	-	306,920	-
Impairment cost of the year	-	13,148	-	-	-	13,148	-
Written down after sales and disposals	-641	-48,410	-2,408	-3	-	-51,462	-
Movements during the year
Transfer to 'assets held for sale'	-2,682	-	-	-	-	-2,682	-
Transfers from one heading to another	-	-81	81	-	-	-	-
Translation differences	-230	-3,105	-527	-1	-	-3,863	-
Acquisitions through business combinations	-	-	-	-	-	-	-
Changes in consolidation scope or method	-	-	-	-	-	-	-
At 31 December 2023	55,063	2,830,268	16,558	3,592	-	2,905,481	-
Net book value at the end of prior year	66,288	2,125,164	3,471	4,083	223,042	2,422,048	-
Net book value at the end of the year	76,735	2,188,803	6,758	3,591	306,333	2,582,220	-

At 31 December 2023, the net book value of ‘floating equipment’ as part of floating and other construction equipment contributed 96% to the total of this category. In 2023, the DP2 jack-up installation vessel ‘Sea Installer’ received an extensive upgrade, positioning the vessel for offshore wind farm projects in the US. The amount invested in ‘Sea Installer’ was included in the additions in floating and other construction equipment. DEME also upgraded ‘Viking Neptun’ into a cable laying vessel and since the first quarter of 2023, the vessel has been actively engaged in project deployments. The reclassification of the vessel occurred from assets under construction to floating and other construction equipment. The offshore wind installation vessel ‘Green Jade’, ordered by CDWE, the Taiwanese joint venture between DEME (49.99%) and partner CSBC in Taiwan, joined the fleet in July 2023 and was actively deployed in the thriving local offshore wind market. As the joint venture is integrated according to equity method, this vessel is not included in property, plant and equipment. DEME itself injected approximately 30 million euro in CDWE in 2020 and 13.3 million euro in 2021 as capital for the joint venture. There were no additional capital injections done by DEME in 2022 and 2023. The joint venture itself secured a long-term bank loan in the third quarter of 2023 to facilitate the further payment of ‘Green Jade’. As part of its efforts to enhance its fallpipe vessel fleet, DEME made an investment in a new DP2 fallpipe vessel by purchasing and converting a bulk carrier. This vessel named ‘Yellowstone’ joined the DEME fleet in the first half of 2024 whereas it was included within assets under construction at the end of 2023. The ultra-deepwater drilling vessel ‘Ocean Rig Olympia’ was also included within the additions and net book value of assets under construction, as in the beginning of 2023, Transocean Ltd, a global leader in the offshore drilling industry, made a non- controlling investment for 15.7% in GSR (deep sea mining) through the contribution of this vessel, and a cash investment. This addition of the year was considered as a non-cash item. The other additions within assets under construction mainly included the amounts invested in 2023 in ‘Yellowstone’, ‘Viking Neptun’, some additional modifications for ‘Orion’, the new offshore survey vessel ‘Karina’ and a new office building. As of 31 December 2023, ‘Viking Neptun’, ‘Orion’, and the new office building were transferred to floating and other construction equipment and land and buildings.

200

In 2023, specific borrowing costs amounting to 1.6 million euro, related to assets under construction, were capitalized. At 31 December 2023, the commitments made for investments in coming years amounted to 37.5 million euro, mainly relating to upgrades of vessels ‘Yellowstone’, ‘Viking Neptun’ and for ‘Karina’. ‘Depreciation charge and impairment cost of the year’ increased to 320 million euro in total compared to 286 million euro in 2022. The higher level of depreciation charges in 2023 was attributed primarily to the investments in ‘Orion’, DEME’s largest offshore installation vessel, that was added to the fleet mid 2022, and in ‘Viking Neptun’, the cable laying vessel that was integrated into the fleet in the first half of 2023. The amount also included a 13 million euro impairment for ‘Al Jarraf’, one of DEME’s cutter suction dredger vessels. In 2023, the workshop in Zeebrugge, included within land and buildings and with a net book value of 1.6 million euro, was transferred to assets held for sale (note (15)). The vessel ‘Groenewind’, with a net book value of 32 million euro that was transferred in 2022 to assets held for sale, was sold in 2023.

Note 8 – Right-of-use assets

Floating 2024	Total	Furniture and vehicles	Land and buildings	Right-of-use assets	Other construction equipment
(in thousands of euro)
Acquisition cost at 1 January 2024	119,451	23,314	44,758	187,523	-
Additions	37,506	46,817	26,780	111,103	-
Sales and disposals	-23,381	-6,499	-14,135	-44,015	-
Movements
Transfers from one heading to another	-	-	-255	-255	-
Translation differences	1,148	1,828	28	3,004	-
Acquisitions through business combinations	-	-	-	-	-
Changes in consolidation scope or method	-	-	-	-	-
At 31 December 2024	134,724	65,460	57,176	257,360	-
Cumulative depreciation and impairment at 1 January 2024	39,597	13,644	23,189	76,430	-
Depreciation charge of the year	15,731	24,304	12,322	52,357	-
Written down after sales and disposals	-21,808	-6,499	-13,704	-42,011	-
Movements
Transfers from one heading to another	-	-	-255	-255	-
Translation differences	407	672	6	1,085	-
Acquisitions through business combinations	-	-	-	-	-
Changes in consolidation scope or method	-	-	-	-	-
At 31 December 2024	33,927	32,121	21,558	87,606	-
Net book value at the end of prior year	79,854	9,670	21,569	111,093	-
Net book value at the end of the year	100,797	33,339	35,618	169,754	-

The net carrying amount of right-of-use assets amounts to 169.8 million euro at 31 December 2024, compared to 111.1 million euro at the end of 2023. At 31 December 2024, the net book value of land and buildings can be split into 83.6 million euro ‘land’ and 17.2 million euro ‘buildings’. The significant increase in land and buildings in 2024 is primarily attributed, among other factors, to the renewal of a concession of a dredge area and the hire of additional land in Flushing. The category floating and other construction equipment encompasses various items, including support vessels and dry earth equipment. The significant increase in this category in 2024 is due to the mid-term hire of support vessels, which also explains the rise in depreciation charges from 30.9 million euro in 2023 to 52.4 million euro in 2024. The increase in additions in furniture and vehicles is mainly related to the accelerated electrification of DEME’s car fleet, an increase in fleet size (due to a higher number of cars) and the elevated lease cost associated with electric vehicles. Lease liabilities corresponding to the right-of-use assets are detailed in note (23).

201

Floating 2023

Total	Furniture and vehicles	Land and buildings	Right-of-use assets	Other construction equipment
(in thousands of euro)
Acquisition cost at 1 January 2023	99,303	21,410	38,147	158,860
Additions	25,759	5,599	13,893	45,251
Sales and disposals	-5,485	-3,569	-7,255	-16,309
Movements
Transfers from one heading to another	-	-	-	-
Translation differences	-126	-126	-27	-279
Acquisitions through business combinations	-	-	-	-
Changes in consolidation scope or method	-	-	-	-
At 31 December 2023	119,451	23,314	44,758	187,523
Cumulative depreciation and impairment at 1 January 2023	29,639	9,759	20,468	59,866
Depreciation charge of the year	14,923	7,437	8,505	30,865
Written down after sales and disposals	-4,843	-3,488	-5,762	-14,093
Movements
Transfers from one heading to another	-	4	-4	-
Translation differences	-122	-68	-18	-208
Acquisitions through business combinations	-	-	-	-
Changes in consolidation scope or method	-	-	-	-
At 31 December 2023	39,597	13,644	23,189	76,430
Net book value at the end of prior year	69,664	11,651	17,679	98,994
Net book value at the end of the year	79,854	9,670	21,569	111,093

The net carrying amount of right-of-use assets amounted to 111.1 million euro at 31 December 2023, compared to 99.0 million euro at the end of 2022. At 31 December 2023, the net book value of land and buildings was split in 63.7 million euro ‘land’ and 16.1 million euro ‘buildings’.

Note 9 – Investments in joint ventures and associates

Earlier in this report, a comprehensive list can be found detailing the companies contributing to DEME's investments in joint ventures and associates. This list also includes the percentage of shareholding held by the DEME group, the main segment in which these companies operate, and their country of incorporation.None of these companies are publicly traded on any stock market. The joint ventures and associates have also commitments for an amount of 71.1 million euro, calculated at DEME’s group share. About 63.2 million euro is related to Offshore Energy, 4.8 million euro to Dredging & Infra and 3.1 million euro for Environmental. In 2023 these commitments amounted to 136.5 million euro (about 77.6 million euro related to Offshore Energy, 55.5 million euro to Dredging & Infra and 3.5 million euro for Environmental). In the financial statements, all investments in joint ventures and associates are accounted for using the equity method. Only in the segment reporting, a separate section in this report, joint ventures are accounted for using the proportionate consolidation method. The changes over the period are explained below. The amount of goodwill included in the carrying amount of the group’s interest in joint ventures is 0.3 million euro with no change in that amount in 2024 nor in 2023. There is no goodwill included in the carrying amount of associates.

202 Changes over the period

Investments in joint ventures and associates

(in thousands of euro)

	Investments in associates			Investments in joint ventures
	2024	2023	2024	2023	2024	2023
Balance at 1 January	49,094	120,869	169,963	94,619	106,891	201,510
Additions	2,532	11,263	13,795	891	7,671	8,562
Disposals (-)	-	-10,439	-10,439	-1,143	-	-1,143
Share in the result of participations accounted for using the equity method	27,974	12,400	40,374	-34,545	37,762	3,217
Movements during the year
Dividends distributed by participations	-14,603	-18,312	-32,915	-9,873	-17,879	-27,752
Other comprehensive income	-306	-4,456	-4,762	-3,164	-11,089	-14,253
Other movements	796	-3,064	-2,268	393	-1,641	-1,248
Translation differences	110	2,481	2,591	1,916	-846	1,070
Balance at 31 December	65,597	110,742	176,339	49,094	120,869	169,963
Booked as a non-current financial asset	67,179	114,686	181,865	49,353	120,942	170,295
Booked as a non-current financial liability	-1,582	-3,944	-5,526	-259	-73	-332

(- is credit)

The majority of the ‘share in the result of participations accounted for using the equity method’ related to investments in associates is linked to the Concessions segment. The Concessions segment associates delivered a net result of 12.4 million euro, down from 37.8 million euro a year ago. The second half of 2024 experienced softer wind production compared to both the first half of the year and 2023, which had benefitted from higher electricity prices and new legislation in Belgium. Consequently, the financial performance of Rentel NV, C-Power NV, and Seamade NV, which operate wind farms in Belgium, was adversely affected. The decrease in the result from associates was more than compensated by the result of the joint ventures that amounted to 28.0 million euro at the end of 2024 compared to a loss of 34.5 million euro in the previous year. Last year CDWE Taiwan Ltd, DEME’s Taiwanese joint venture company in the Offshore segment absorbed project losses on the Zhong Neng project in Taiwan, whereas this year CDWE Taiwan Ltd is contributing very positively to the result of the year. The Offshore segment contributes for 29 million euro to the ‘share in the result of participations accounted for using the equity method’ related to investments in joint ventures compared to -35 million euro in 2023.

As for ‘dividends distributed by participations’ in 2024, the amount received from associates mainly comes from Rentel NV, Seamade NV and C-Power NV, whereas the dividend received from joint ventures mainly comes from Deeprock CV. In 2023, the amount received from associates came from Rentel NV, Seamade NV and C-Power NV, whereas the dividend received from joint ventures mainly came from Earth Moving Worldwide Cyprus Ltd (EMW).

Some joint ventures and associates finance substantial assets such as infrastructure works, offshore wind farms or vessels and can therefore hold interest rate swaps (IRS). As per 31 December 2024, the ‘other comprehensive income (OCI)’ includes a positive amount of 9.3 million euro compared to a positive amount of 14.0 million euro at the end of 2023 (as such indicating a year-over-year movement of -4.7 million euro). This figure reflects DEME’s share in the fair value of the IRSs of Rentel NV, C-Power NV, Seamade NV, Normalux SA, BAAK Blankenburg-Verbinding BV, Port-La Nouvelle SEMOP and CDWE Green Jade Co Ltd, net of deferred tax assets. This fair value (DEME share) is indirectly reflected in the consolidated statement of financial position in the net assets of the investees for the same amount. Similar like last year the negative movement of the year in the hedging reserve of joint ventures and associates (-4.7 million euro) is related to the decline in market interest rates compared to the hedged interest rates (prior year impact however was larger -14.2 million euro). A minor amount of -0.049 million euro in the OCI movement is attributable to the remeasurement of net liabilities relating to defined benefit and contribution plans.

There are in 2024 and in 2023 no equity accounted for investees where DEME has not recorded the share in the negative equity of the joint venture or associate. The equity accounted for investees for whom the share in the net assets is negative, are reallocated to other components of the investor’s interest in the equity accounted investee such as shareholder loans on equity accounted investees. This reallocation is presented in the line ‘other movements’. The amount can be positive or negative as the transfer from receivable to investment in joint ventures and associates is reversed once the net assets of the equity accounted investees are positive again. If after allocation the negative net asset exceeds the investor’s interest, a corresponding liability (non-current financial liability) is recorded instead of a negative investment within non-current financial assets.

In 2024, the ‘additions’ include investments totaling 11.3 million euro in associates and 2.5 million euro in joint ventures. The current year investments in associates mainly relate to the Concessions segment and more specifically to the capital increase in Hyport Coordination Company Llc. In the Offshore Energy segment there is an addition of the year for 0.9 million euro in GBM Works Holding BV. Reference is made to section changes in the consolidation scope. Last year the investments in associates mainly related to the Concessions segment and more specifically to the investment in Hyport Coordination Company Llc, Ayre Offshore Wind Farm Ltd and Bowdun Offshore Wind Farm Ltd. The investments in joint ventures for 2024 are related to an investment in Cargen Group NV and in Société de Reconversion de la Cokerie d’Ougrée (SORECO) SA, both within the Environmental segment. The investments in joint ventures for 2023 related to an investment in D&S Contractors NV, within the Dredging & Infra segment.

203 2024 summarized financial information and reconciliation to the carrying amount

Summarized financial information of the group’s associates and joint ventures by segments is set out below. This information represents 100% amounts in associates and joint ventures financial statements prepared in accordance with IFRS Standards. Intercompany transactions are not eliminated.

Balance at 31 December

Summarized financial information of associates

	Dredging & Infra	Offshore Energy	Environmental	Concessions	Total
(in thousands of euro)
(100% standalone amounts)
Financial position
Non-current assets	5,475	1	27,641	2,797,399	2,830,516
Current assets	42,668	42,184	49,511	1,081,596	1,215,959
Equity	839	11,406	13,973	1,034,113	1,060,331
Non-current liabilities	34,658	107	19,701	2,585,438	2,639,904
Current liabilities	15,687	34,522	56,811	499,972	606,992
Cash and cash equivalents	3,041	3,851	13,332	240,528	260,752
Net financial debt (+ is net debt)	44,905	-3,851	9,613	2,371,735	2,422,402
Statement of income
Turnover	781	54,572	51,905	624,655	731,913
Operating result	10,057	722	6,430	164,067	181,276
Financial result	22	-148	-1,164	-45,170	-46,460
Result for the period	-5,241	394	4,499	88,659	88,311
Other comprehensive income	-	306	-	-20,634	-20,328
Changes in fair value related to hedging instruments	-	-	-	-27,685	-27,685
Changes in cumulative translation adjustment reserve	-	306	-	7,030	7,336
Remeasurement of net liabilities relating to defined benefit plans	-	-	-	21	21
Total comprehensive income	-5,241	700	4,499	68,025	67,983
Group's share of profit (loss)	-1,054	107	851	12,496	12,400
Group's share in other comprehensive income	-	156	-	-2,131	-1,975
Group's share in total comprehensive income	-1,054	263	851	10,365	10,425

Associates of the group are mainly situated within the Concessions segment. The non-current assets and liabilities of those associates are mainly related to the assets and financing of offshore wind farms C-Power, Rentel and Seamade as well as to the building and financing of the roadway and tunnel of Blankenburg in the Netherlands (BAAK). Since 2024, DEME Offshore Holding NV, within Offshore Energy, holds a 19.73% interest in GBM Works Holding BV and subsidiaries, which reported a loss for the year.# 204 Summarized financial information of main associates

	BAAK Blankenburg-Total	2024 Verbinding BV	C-Power NV	Rentel NV	Seamade NV
(100% standalone amounts)
Financial position
Non-current assets	471,848	659,818	931,217	-	2,062,883
Current assets	39,663	64,607	66,306	817,967	988,543
Equity	269,514	130,148	155,469	60,022	615,153
Non-current liabilities	238,079	540,550	793,822	756,153	2,328,604
Current liabilities	72,797	74,182	105,752	14,903	267,634
Cash and cash equivalents	68,878	20,455	57,520	13,110	159,963
Net financial debt (+ is net debt)	195,286	518,443	772,150	722,175	2,208,054
Statement of income
Turnover	146,391	142,180	185,885	62,999	537,455
Operating result	39,661	59,878	86,511	-5,320	180,730
Financial result	-13,892	-15,217	-27,536	9,748	-46,897
Result for the period	19,852	33,748	44,260	3,293	101,153
Other comprehensive income	112	-9,148	-11,585	-5,317	-25,938
Changes in fair value related to hedging instruments	111	-9,148	-11,585	-5,317	-25,939
Changes in cumulative translation adjustment reserve	-	-	-	-	-
Remeasurement of net liabilities relating to defined benefit plans	1	-	-	-	1
Total comprehensive income	19,964	24,600	32,675	-2,024	75,215
Group's share of profit (loss)	1,256	6,374	5,852	494	13,976
Group's share in other comprehensive income	7	-1,728	-1,532	-797	-4,050
Group's share in total comprehensive income	1,263	4,646	4,320	-303	9,926

205 Summarized financial information of joint ventures

	Dredging & Infra	Offshore Energy	Environmental	Concessions	Total (in thousands of euro)
2024
(100% standalone amounts)
Financial position
Non-current assets	463,387	6,587	11,983	-	481,957
Current assets	160,729	9,301	23,240	-	193,270
Equity	212,919	-354	12,846	-	225,411
Non-current liabilities	207,396	6,585	2,160	-	216,141
Current liabilities	276,010	14,203	27,522	-	317,735
Cash and cash equivalents	72,209	4,546	7,304	-	84,059
Net financial debt (+ is net debt)	159,609	3,285	-3,001	-	159,893
Statement of income
Turnover	619,528	26,146	13,773	-	659,447
Operating result	85,388	-3,498	2,183	-	84,073
Financial result	-12,814	-265	-125	-	-13,204
Result for the period	59,596	-3,524	1,483	-	57,555
Other comprehensive income	-721	180	-	-	-541
Changes in fair value related to hedging instruments	-661	-	-	-	-661
Changes in cumulative translation adjustment reserve	37	180	-	-	217
Remeasurement of net liabilities relating to defined benefit plans	-97	-	-	-	-97
Total comprehensive income	58,875	-3,344	1,483	-	57,014
Group's share of profit (loss)	29,092	-1,673	555	-	27,974
Group's share in other comprehensive income	-289	93	-	-	-196
Group's share in total comprehensive income	28,803	-1,580	555	-	27,778

Within the Offshore Energy segment, the group's joint venture activities primarily involve offshore projects in CSBC DEME Wind Engineering Co Ltd (CDWE) and in Deeprock Beheer BV, as well as salvage operations conducted by Scaldis Salvage & Marine Contractors NV. In the Dredging & Infra segment, significant activity is noted in the joint venture K3 DEME BV, a joint venture in which DEME Building Materials BV takes part. Silvamo NV and Wérisol SA are contributing to the results of 2024 within the Environmental segment.

The reconciliation of the total net assets to the carrying amount of the group’s interests in the associates and joint ventures is as follows:

Reconciliation to the carrying amount of associates

	Dredging & Infra	Offshore Energy	Environmental	Concessions	Total (in thousands of euro)
2024
Net assets of associates: 100% standalone amounts	839	11,406	13,973	1,034,113	1,060,331
Proportion of the group's ownership interests in the standalone amounts	-135	5,610	2,532	174,690	182,697
Reconciliation items	-	-	173	-72,128	-71,955
Carrying amount of the group's interest in associates	-135	5,610	2,705	102,562	110,742
Booked as a non-current financial asset	30	5,610	2,714	106,332	114,686
Booked as a non-current financial liability	-165	-	-9	-3,770	-3,944
(- is credit)

Reconciliation to the carrying amount of joint ventures

	Dredging & Infra	Offshore Energy	Environmental	Concessions	Total (in thousands of euro)
2024
Net assets of joint ventures: 100% standalone amounts	212,919	-354	12,846	-	225,411
Proportion of the group's ownership interests in the standalone amounts	99,983	-115	4,811	-	104,679
Reconciliation items	-40,071	-195	1,184	-	-39,082
Carrying amount of the group's interest in joint ventures	59,912	-310	5,995	-	65,597
Booked as a non-current financial asset	59,912	1,272	5,995	-	67,179
Booked as a non-current financial liability	-	-1,582	-	-	-1,582
(- is credit)

The reconciliation items are related to the recognition of the income in accordance with the DEME group accounting policies and to the intercompany eliminations.

2023 summarized financial information and reconciliation to the carrying amount

Summarized financial information of associates

	Dredging & Infra	Offshore Energy	Environmental	Concessions	Total (in thousands of euro)
2023
(100% standalone amounts)
Financial position
Non-current assets	-	21	30,031	2,755,053	2,785,105
Current assets	25,517	76,954	50,988	1,666,906	1,820,365
Equity	1,569	10,706	12,919	1,108,019	1,133,213
Non-current liabilities	17,817	89	19,066	2,752,111	2,789,083
Current liabilities	6,131	66,180	49,034	561,828	683,173
Cash and cash equivalents	-	525	867	97,122	98,514
Net financial debt (+ is net debt)	23,805	-3,331	12,232	2,395,043	2,427,749
Statement of income
Turnover	-	89,186	32,112	965,141	1,086,439
Operating result	10,864	356	5,296	385,174	401,690
Financial result	50	-354	-924	-51,531	-52,759
Result for the period	63	-3	2,785	253,484	256,329
Other comprehensive income	-	-240	-	-73,482	-73,722
Changes in fair value related to hedging instruments	-	-	-	-71,126	-71,126
Changes in cumulative translation adjustment reserve	-	-240	-	-2,223	-2,463
Remeasurement of net liabilities relating to defined benefit plans	-	-	-	-133	-133
Total comprehensive income	63	-243	2,785	180,002	182,607
Group's share of profit (loss)	1	-2	377	37,386	37,762
Group's share in other comprehensive income	-	-122	-	-11,813	-11,935
Group's share in total comprehensive income	1	-124	377	25,573	25,827

Summarized financial information of joint ventures

	Dredging & Infra	Offshore Energy	Environmental	Concessions	Total (in thousands of euro)
2023
(100% standalone amounts)
Financial position
Non-current assets	455,510	2,754	5,374	-	463,638
Current assets	339,511	15,593	13,877	-	368,981
Equity	181,759	2,991	8,291	-	193,041
Non-current liabilities	206,579	1,869	3,083	-	211,531
Current liabilities	406,683	13,487	7,876	-	428,046
Cash and cash equivalents	5,819	285	1,908	-	8,012
Net financial debt (+ is net debt)	178,698	-2,076	-1,985	-	174,637
Statement of income
Turnover	350,100	24,376	10,296	-	384,772
Operating result	-77,546	-213	1,918	-	-75,841
Financial result	-9,077	389	-30	-	-8,718
Result for the period	-68,787	179	1,259	-	-67,349
Other comprehensive income	-1,854	-68	-801	-	-2,723
Changes in fair value related to hedging instruments	-6,512	-	-	-	-6,512
Changes in cumulative translation adjustment reserve	4,654	-68	-801	-	3,785
Remeasurement of net liabilities relating to defined benefit plans	4	-	-	-	4
Total comprehensive income	-70,641	111	458	-	-70,072
Group's share of profit (loss)	-35,032	15	472	-	-34,545
Group's share in other comprehensive income	-914	-34	-300	-	-1,248
Group's share in total comprehensive income	-35,946	-19	172	-	-35,793

208 The reconciliation of the total net assets to the carrying amount of the group's interests in the associated and joint ventures is as follows:

Reconciliation to the carrying amount of associates

	Dredging & Infra	Offshore Energy	Environmental	Concessions	Total (in thousands of euro)
2023
Net assets of associates: 100% standalone amounts	1,569	10,706	12,919	1,108,019	1,133,213
Proportion of the group's ownership interests in the standalone amounts	28	5,347	2,332	178,669	186,376
Reconciliation items	-	-	173	-65,680	-65,507
Carrying amount of the group's interest in associates	28	5,347	2,505	112,989	120,869
Booked as a non-current financial asset	28	5,347	2,521	113,046	120,942
Booked as a non-current financial liability	-	-	-16	-57	-73
(- is credit)

Reconciliation to the carrying amount of joint ventures

	Dredging & Infra	Offshore Energy	Environmental	Concessions	Total (in thousands of euro)
2023
Net assets of joint ventures: 100% standalone amounts	181,759	2,991	8,291	-	193,041
Proportion of the group's ownership interests in the standalone amounts	85,035	1,466	3,105	-	89,606
Reconciliation items	-40,985	-75	548	-	-40,512
Carrying amount of the group's interest in joint ventures	44,050	1,391	3,653	-	49,094
Booked as a non-current financial asset	44,050	1,650	3,653	-	49,353
Booked as a non-current financial liability	-	-259	-	-	-259
(- is credit)

Note 10 – Other non-current assets

	2024 (in thousands of euro)	2023 (in thousands of euro)
Balance at 1 January	48,324	32,540
Additions	24,463	19,617
Disposals (-)	-2,845	-3,203
Movements during the year
Transfer to (from) other items	-1,519	-661
Other movements	-	-
Translation differences	-58	31
Balance at 31 December	68,365	48,324
Loans to joint ventures and associates	58,853	40,300
Of which Other non-current financial assets	9,512	8,024

The ‘additions’ totaling 24.5 million euro primarily consist of loans granted to Bowdun Offshore Wind Farm Ltd (8.2 million euro), Ayre Offshore Wind Farm Ltd (5.6 million euro), both for the ScotWind OWF-project, and Japan Offshore Marine Ltd (5.6 million euro). ‘Disposals’ in 2024 are mainly related to the repayment of loans granted to companies involved in the development and subsequent operation of the Rentel and Seamade offshore wind farms (2.6 million euro). In 2023 an amount of 1.2 million euro was related to the repayment of the loans granted to Thistle Wind Partners Ltd and 1.1 million euro was related to the repayment of loans granted to Bowdun Offshore Wind Farm Ltd and Ayre Offshore Wind Farm Ltd.# Other non-current assets

No expected credit losses are recorded on other non-current financial assets as the repayment of the loans follows a solid business plan. The equity accounted investees for whom the share in the net assets is negative, are allocated to other components of the investor’s interest in the equity accounted investee such as shareholder loans on equity accounted investees. This allocation is presented in the line ‘transfer (to) from other items’. The amount can be positive or negative as the transfer from receivable to investment in joint ventures and associates is reversed once the net assets of the equity accounted investees are positive again. The non-current financial assets, other than loans to joint ventures and associates, mainly include long-term deposits and guarantees.

Other non-current assets (in thousands of euro)

	2024	2023
Balance at 1 January	10,526	11,892
Additions	14,249	108
Disposals (-)	-171	-224
Movements during the year
Transfer to other operating receivables	-1,250	-1,250
Transfer to investments in associates	-600	-
Other movements	-	-
Translation differences	-	-
Balance at 31 December	22,754	10,526

Other non-current assets are non-current operating receivables and loans. The ‘additions’ of 14.2 million euro are related to the project Fehmarnbelt (construction of the world’s largest immersed tunnel between Germany and Denmark). ‘Transfer to other operating receivables’ represents the short-term portion of the long-term loan of 10 million euro that was granted to the buyer of the ‘Thor’ vessel in 2022. ‘Transfer to investments in associates’ represents the loan that was granted to GBM Works Holding BV and transferred to capital in 2024.

Note 11 – Current taxes and deferred taxes

For the year ended 31 December

Current taxes and deferred taxes recognized in comprehensive income (in thousands of euro)

	2024	2023
Current tax expense	86,903	52,672
Adjustments in respect of current income tax of previous years	4,134	2,248
Total current tax expense / (income)	91,037	54,920
Deferred taxes relating to origination and reversal of temporary differences	-3,549	387
Movement of recognized tax losses carried forward	2,048	-5,689
Total deferred tax expense / (income)	-1,501	-5,302
Current and deferred taxes recognized in the income statement	89,536	49,618
Taxes on remeasurement of retirement benefit obligations	-855	485
Taxes on changes in fair value related to hedging instruments	-4,202	-6,012
Current and deferred taxes recognized in other elements of the comprehensive income	-5,057	-5,527
( - is income)
Current and deferred taxes recognized in comprehensive income	84,479	44,091

Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the tax amount are those that are enacted or substantively enacted at the reporting date in the countries where the group operates and generates taxable income. As of 2024, current income tax also includes Pillar Two income tax. See further on in this note.

Current income tax relating to items recognized directly in other comprehensive income (OCI) is recognized in OCI and not in the statement of income. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate. Deferred tax is provided using the liability method on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date. The operational activities of the group are subject to various tax regimes with tax rates ranging from 0% to 48% (without Pillar Two impact). Reference is made to the reconciliation of the effective tax rate below.

Current income tax receivables and payables (in thousands of euro)

	2024	2023
Income tax receivables (+ is debet)	26,061	25,937
Income tax payables (+ is credit)	71,144	64,024

Reconciliation of the effective tax rate

Below a reconciliation between the effective tax rate and the tax rate applicable in Belgium is made.

(in thousands of euro)

	2024	2023
Result before taxes	344,935	217,994
Tax expense at nominal tax rate in Belgium which is 25% in 2024 and 2023	86,234	54,499
Increase (decrease) in tax rate resulting from:
Tax effect of non-deductible expenses	5,490	3,635
Tax effect of non-taxable revenue (1)	-4,392	-23,124
Tax impact of changes in tax rates	-2,280	1,051
Effects of different tax rates applicable to subsidiaries operating in other jurisdictions or income	-9,568	-12,802
taxable under special tax regimes such as tonnage tax (2)
Tax impact of (de)recognition of provisions for uncertain tax positions	1,475	-1,446
Pillar Two minimum top-up tax	490	-
Tax impact of adjustments to current and deferred taxes relating to previous periods	2,491	2,248
Tax impact of losses for which no deferred tax assets were recognized (3)	9,596	25,557
Tax expense	89,536	49,618
Effective tax rate for the period	25.96%	22.76%

(1) The main components of the tax effect on non-taxable revenue are claw back of previously deferred depreciations and exempt capital gains on sale of assets as well as tax deductible losses on capital.
(2) In several countries where the group operated in 2024 the nominal tax rate is relatively lower than the nominal tax rate in Belgium. In some countries the tonnage tax regime also resulting in a relatively lower tax rate.
(3) The difference between 2024 and 2023 is caused by on the one hand the (re-)assessment of unrecognized deferred tax assets relating to tax losses during 2024 (increasing the effective tax rate) and on the other hand the usage of unrecognized tax losses in 2024, decreasing the effective tax rate.

The effective tax rate (2024: 25.96%) is higher than the nominal tax rate in Belgium (25%). In 2023, the effective tax rate was 22.76%.

Deferred tax assets and liabilities split by origin

The changes of the period of deferred tax assets and liabilities split by their origin is set out below. Deferred taxes (both assets and liabilities) related to fixed assets are presented separately. These deferred tax positions relate to temporary differences between the statutory carrying amount and the carrying amount under the DEME group depreciation policy. Deferred taxes regarding retirement benefit obligations (only deferred tax assets) are related to the provisions booked for retirement benefit obligations according to IAS 19 employee benefits . The column reversal statutory provision is mainly related to the reversal of the statutory provisions for repair and maintenance which are not allowed under IFRSs. Deferred taxes on other timing differences mainly relate to consolidation adjustments on running projects.

DEME operates in multiple jurisdictions with often complex legal and tax regulatory environments. The group engages constructively with the tax authorities and where needed asks support from local advisors and counsels to obtain the most correct position on tax legislation and principles. However, it is acknowledged that some of the positions are uncertain and include interpretation of complex tax laws as well as transfer pricing considerations. A deferred tax liability is recorded for each item that is not probable of being sustained on examination by the tax authorities. The estimates are based on an approach which provides the best prediction of the resolution of the uncertainties with the tax authorities and is calculated using the most likely single amount or expected value method following IFRIC 23 uncertainty over income tax treatments . The estimates are based on facts and circumstances existing at the end of the reporting period. Currently, the major outstanding uncertain tax positions (UTP) relate to ongoing potential tax litigations in Belgium and India. Additionally, also UTP’s are recorded in 2024 for potential top-up taxes in two jurisdictions in the context of Pillar Two, see the specific paragraph about Pillar Two.

Deferred tax assets are recognized for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses. Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilized. The impact of climate related matters was considered for this assessment. The deferred tax assets for tax losses and tax credits are booked separately. For a breakdown of the (un)recognized tax losses, see further section in this note. Deferred tax assets and liabilities regarding financial derivatives and retirement obligations only concern fully consolidated entities. See also the section regarding other comprehensive income.

2024

	Retirement benefit obligations	Reversal statutory provision	Tangible fixed assets	Financial derivatives	Tax accruals (UTP)	Other timing differences	Netting	Total
Deferred tax liabilities related to
Balance at 1 January	34,937	-	7,863	3,710	22,632	6,937	-17,967	58,112
Recognized in income statement	-3,190	-	-3,565	-2,956	1,475	5,991	-	-2,245
Charged to equity	-	-	-	-	-	-	-	-
Changes in consolidation scope or method	-	-	-	-	-	-	-	-
Exchange differences	-	-	-	-	-	42	-	42
Netting (*)	-	-	-	-	-	-	4,310	4,310
Transfer	-	-	-	-	-	-	-	-
Balance at 31 December	31,747	-	4,298	754	24,107	12,970	-13,657	60,219

2023

	Retirement benefit obligations	Reversal statutory provision	Tangible fixed assets	Financial derivatives	Income tax losses and other tax attributes	Deferred tax assets	Other timing differences	Netting	Total
Deferred tax assets related to
Balance at 1 January	23,207	13,084	28	6,243	56,009	12,483	32,862	-17,967	125,949
Recognized in income statement	3,737	-619	-3,604	2,720	-2,048	-8,301	7,372	-	-743
Charged to equity	-	855	4,202	-	-	-	-	-	5,057
Changes in consolidation

Deferred tax liabilities related to

	2023
Balance at 1 January	34,242
Recognized in income statement	695
Charged to equity	-
Changes in consolidation scope or method	-
Exchange differences	231
Netting (*)	965
Transfer	-
Balance at 31 December	34,937

(*) The tax netting item reflects the netting of deferred tax assets and liabilities per entity

Retirement benefit statutory	Tax accruals	Other timing differences	Financial obligations	Tangible fixed assets	Total
Balance at 1 January	14,415	464	24,078	12,882	-18,932
Recognized in income statement	-6,552	3,246	-1,446	-6,176	-
Charged to equity	-	-	-	-	-
Changes in consolidation scope or method	-	-	-	-	-
Exchange differences	-	-	231	-	-
Netting (*)	-	-	965	-	-
Transfer	-	-	-	-	-
Balance at 31 December	7,863	3,710	22,632	6,937	-17,967

Deferred tax assets

	Retirement benefit statutory	Tax credits	Deferred tax assets and other tax attributes	Tangible fixed assets	Financial derivatives	Income tax losses	Other timing differences	Total
Balance at 1 January	22,495	14,211	364	-	50,320	17,184	38,746	-18,932
Recognized in income statement	712	-760	-6,348	6,243	5,689	-4,701	-5,766	-
Charged to equity	-	-485	6,012	-	-	-	-	-
Changes in consolidation scope or method	-	-	-	-	-	-	-	-
Exchange differences	-	-	-	-	-	-	-	-
Netting (*)	-	-	-	-	-	-	965	965
Transfer	-	118	-	-	-	-	-	-118
Balance at 31 December	23,207	13,084	28	6,243	56,009	12,483	32,862	-17,967

(*) The tax netting item reflects the netting of deferred tax assets and liabilities per entity

Deferred tax assets and liabilities recorded in other comprehensive income

The following movements in deferred tax assets and liabilities of fully consolidated entities, as well as the items they relate to, were recorded in other comprehensive income:

2024

	Before income tax	Income tax	Net of income tax
Changes in fair value related to hedging instruments	-17,657	4,202	-13,455
Remeasurement of retirement benefit obligations	-3,506	855	-2,651
Total	-21,163	5,057	-16,106

2023

	Before income tax	Income tax	Net of income tax
Changes in fair value related to hedging instruments	-23,667	6,012	-17,655
Remeasurement of retirement benefit obligations	1,951	-485	1,466
Total	-21,716	5,527	-16,189

Income tax losses carried forward

Subsidiaries: Maturity date of income tax losses

	2024	2023
Within 1 year	102	-
Between 1 and 5 years	47,217	58,324
More than 5 years and indefinite	191,424	191,379
Total recognized income tax losses	238,743	249,703
Within 1 year	5,526	1,104
Between 1 and 5 years	40,166	44,320
More than 5 years and indefinite	385,167	391,854
Total unrecognized income tax losses	430,859	437,278
Total (un)recognized income tax losses carried forward of subsidiaries	669,602	686,981

In 2024, income tax losses carried forward of subsidiaries amount to 669.6 million euro. For 238.7 million euro of these tax losses, deferred tax assets have been recognized. For an amount of 430.9 million euro of tax losses of subsidiaries, no deferred tax assets are recognized. In 2023, income tax losses carried forward of subsidiaries for which no deferred tax assets were recognized amounted to 437.3 million euro. The total unrecognized income tax losses include eight thousand euro tax losses that are to be considered transition year tax losses for Pillar Two purposes. All other losses are considered as pre-transition year losses. Transition year, for a jurisdiction, means the first fiscal year that the multinational enterprise (MNE) group comes within the scope of the Global Anti-Base Erosion (GloBE) rules of Pillar Two in respect of that jurisdiction (meaning that the Transitional Safe Harbour criteria were not met). The tax losses also include the dividend received deductions for a total amount of 291.6 million euro of which 242.7 million euro is unrecognized and 48.9 million euro is recognized. The dividend received deductions have no expiry date and are recorded in the category ‘more than 5 years and indefinite’.

Maturity date of deferred taxes on income tax losses

	2024	2023
Within 1 year	25	-
Between 1 and 5 years	5,823	8,014
More than 5 years and indefinite	48,113	47,995
Total recognized deferred tax assets on income tax losses	53,961	56,009
Within 1 year	1,727	337
Between 1 and 5 years	8,607	9,584
More than 5 years and indefinite	96,555	96,983
Total unrecognized deferred tax assets on income tax losses	106,889	106,904
Total (un)recognized deferred tax assets on income tax losses from subsidiaries	160,850	162,913

As of 31 December 2024 the amount of recognized deferred tax assets on income tax losses amounted to 54.0 million euro whereas the amount of unrecognized deferred tax assets on income tax losses amounted to 106.9 million euro.

Joint ventures and associates (share of the group):

	2024	2023
Recognized income tax losses	12,028	39,287
Deferred tax assets on recognized income tax losses	2,452	7,884
Unrecognized income tax losses	46,357	33,219
Deferred tax assets on unrecognized income tax losses	9,149	6,297
Total (un)recognized income tax losses from joint ventures and associates	58,384	72,506
Total (un)recognized deferred tax assets on income tax losses from joint ventures and associates	11,601	14,181

The unrecognized tax losses also include unrecognized dividend received deductions for a total amount of 2.4 million euro.

Tax attributes

Unrecognized deferred tax assets on tax attributes

	2024	2023
Tax credits	7,581	7,443
Pre-transition year	7,456	-
Transition year	125	-
Deferred depreciations	1,861	5,474
Pre-transition year	1,861	-
Transition year	-	-
Investment deduction	2,787	2,787
Pre-transition year	2,787	-
Transition year	-	-

Deferred tax assets have not been recognized in view of the uncertain character of the recovery.

Pillar Two

The Pillar Two legislation is effective as from the current financial year beginning 1 January 2024. Pillar Two legislation has been enacted or substantively enacted in certain jurisdictions in which DEME operates (e.g. Belgium). Ackermans & van Haaren NV (AvH NV) is the Ultimate Parent Entity (‘UPE’) for Pillar Two purposes of DEME group’s constituent entities. These constituent entities are therefore in scope of the Pillar Two consequences applicable to the AvH group. Because of the fact that DEME group is part of the AvH group, the outcome of Pillar Two impact has to be assessed at the level of the AvH group. Based on the assessment made by the AvH group, the AvH group has identified an exposure to Pillar Two top-up taxes in certain jurisdictions. Under the legislation that was implemented, the AvH group is in principle required to pay, in Belgium or in the jurisdiction concerned, top-up tax on profits of its constituent entities that are taxed at an effective tax rate of less than 15 per cent. For 2024, the total impact of these taxes on the AvH group net consolidated income is 0.5 million euro. This assessment is based on the most recent information available regarding the financial performance of the constituent entities in the AvH group, being the 2024 Country-by-Country Reporting and 2024 consolidated financial statements data. The jurisdictions, for which Pillar Two top-up taxes are provisioned, are Mexico, United Arab Emirates, Saudi Arabia and Spain. As DEME group has, in these jurisdictions, the majority of AvH group’s constituent entities in scope the total tax of 0.5 million euro is to be borne at DEME group level and is recorded in the figures of DEME group per end December 2024. The amount due is still dependent on the expected additional OECD Administrative Guidance to be published in 2025. Given the current uncertainty, an additional UTP has been recorded relating to potential top-up tax in two jurisdictions. DEME group has applied the mandatory temporary exception to the accounting and disclosing for deferred taxes arising from the jurisdictional implementation of the Pillar Two model rules.

Note 12 – Inventories

For the year ended 31 December

	2024	2023
Raw materials	3,851	9,163
Consumables	16,589	22,852
Total inventories	20,440	32,015

Movement of the year recorded in statement of income (+ is credit) -11,575 6,319

Inventories can be split into raw materials and consumables. Raw materials are mainly related to ballast & dredged material and sand from the marine aggregate business within the segment Dredging & Infra. Consumables mainly consist out of fuel and auxiliary materials. The movement of the year of consumables is impacted by the moment of refueling of the vessels and the fuel usage up till closing date. Also the start-up of projects and preparation of the fleet can impact this movement. No inventories are pledged as security for liabilities.

Note 13 – Contract assets and contract liabilities

For the year ended 31 December

Contract assets and contract liabilities, in accordance with IFRS 15 revenue from contracts with customers , relate to the work in progress of construction projects executed by the group and services rendered. Work in progress shows the balance of revenue recognized on those contracts less progress billings, advance payments and provisions for expected losses. Advances received are amounts received by the group before the related work is performed. The group presents those separately from other contract liabilities. The group carries out a diversity of projects, all with different aspects regarding e.g. nature and scope, type of clients, type of contract and payment conditions and geographical location. Most of the revenue is paid with an advance received at the beginning of the project followed by milestone payments after execution of the work and approval by the client.## Contract assets and liabilities

(in thousands of euro / (-) is credit)

	2024	2023
Contract assets	651,459	633,027
Contract liabilities	-661,057	-447,363
Advances received	-181,041	-84,486
Net balance	-190,639	101,178

Contract assets are the group’s right to consideration in exchange for goods or services that the entity has transferred to a customer when that right is conditioned on something other than the passage of time. A contract asset arises when the group performed works for a customer that are recognized as revenue to date but are not yet invoiced or paid. As such the revenue recognition reflects the rate at which the group’s performance obligations are fulfilled corresponding to the transfer of control of a good or service to the customers. When there is no transfer of control throughout the contract, revenue is still recognized over time, based on the fact that the asset created has no alternative use, as well as the fact that the group has an enforceable right to the payment for performance completed to date. Contract assets turn into receivables when those works are accepted by the client.

Contract liabilities are the group’s obligation to transfer goods or services to a customer for which the entity has received consideration from the customer. A contract liability arises when the group has invoiced the customer or received payment from them while the work was not done yet and the invoices and/or payments exceed the revenue recognized to date.

Provisions are recognized for expected losses on work in progress as soon as they are foreseen and if necessary, any profit already recognized is reversed. Those provisions are also recognized as contract liabilities for an amount of 36.8 million euro as of 31 December 2024, compared to 54.2 million euro at the end of 2023. The determination of estimated profit (or loss) is based on estimated costs and revenues of the related projects and for profitable projects only, in proportion to the stage of completion. These estimates and judgments may contain some uncertainties.

2024 contract assets and contract liabilities by segments

(in thousands of euro / (-) is credit)

Contract assets

	Balance at 1 January	Business-related changes (*)	Changes in consolidation scope	Balance at 31 December
Offshore Energy	234,542	-48,090	-	186,452
Dredging & Infra	352,195	64,146	-	416,341
Environmental	46,290	2,376	-	48,666
Concessions	-	-	-	-
Total	633,027	18,432	-	651,459

Contract liabilities

	Balance at 1 January	Business-related changes (*)	Changes in consolidation scope	Balance at 31 December
Offshore Energy	-306,829	-177,552	-	-484,381
Dredging & Infra	-124,738	-44,918	-	-169,656
Environmental	-15,796	8,776	-	-7,020
Concessions	-	-	-	-
Total	-447,363	-213,694	-	-661,057

Advances received

	Balance at 1 January	Business-related changes (*)	Changes in consolidation scope	Balance at 31 December
Offshore Energy	-51,168	8,618	-	-42,550
Dredging & Infra	-12,266	-105,572	-	-117,838
Environmental	-21,052	399	-	-20,653
Concessions	-	-	-	-
Total	-84,486	-96,555	-	-181,041

Net balance

	Balance at 1 January	Business-related changes (*)	Changes in consolidation scope	Balance at 31 December
Offshore Energy	-123,455	-217,024	-	-340,479
Dredging & Infra	215,191	-86,344	-	128,847
Environmental	9,442	11,551	-	20,993
Concessions	-	-	-	-
Total	101,178	-291,817	-	-190,639

(*) “Business-related changes” relate to cumulative catch-up adjustments arising from a change in the measure of progress, a change in an estimate of the transaction price (including any changes in the assessment of whether an estimate of variable consideration is constrained) or a contract modification.

Given the high level of operating activity during the year, contract assets remain at a very high level, while contract liabilities continue to show a strong increase (especially within Offshore Energy) due to more pre-invoicing compared to work in progress and an increase in advance payments received from customers (among others for the Fehmarnbelt project in Denmark). As a result of the high number of individual projects (with all different aspects regarding nature, type of clients, contract and payment conditions) a more in-depth description of changes in contract assets and contract liabilities compared to prior year is not deemed relevant. Around 52% of the performance obligations, meaning the turnover to be executed in the upcoming years regarding the current ongoing construction contracts for which contract assets and contract liabilities are booked, is expected to be fulfilled by the group next year, followed by 21% in 2026, 27% in 2027 and beyond. The related contract assets and contract liabilities as of 31 December 2024 are expected to follow a similar timing for run-off.

2023 contract assets and contract liabilities by segments

(in thousands of euro / (-) is credit)

Contract assets

	Balance at 1 January	Business-related changes	Changes in consolidation scope	Balance at 31 December
Offshore Energy	102,561	131,981	-	234,542
Dredging & Infra	202,297	149,898	-	352,195
Environmental	39,893	6,397	-	46,290
Concessions	-	-	-	-
Total	344,751	288,276	-	633,027

Contract liabilities

	Balance at 1 January	Business-related changes	Changes in consolidation scope	Balance at 31 December
Offshore Energy	-231,791	-75,038	-	-306,829
Dredging & Infra	-83,567	-41,171	-	-124,738
Environmental	-7,942	-7,854	-	-15,796
Concessions	-	-	-	-
Total	-323,300	-124,063	-	-447,363

Advances received

	Balance at 1 January	Business-related changes	Changes in consolidation scope	Balance at 31 December
Offshore Energy	-53,098	1,930	-	-51,168
Dredging & Infra	-18,968	6,702	-	-12,266
Environmental	-473	-20,579	-	-21,052
Concessions	-	-	-	-
Total	-72,539	-11,947	-	-84,486

Net balance

	Balance at 1 January	Business-related changes	Changes in consolidation scope	Balance at 31 December
Offshore Energy	-182,328	58,873	-	-123,455
Dredging & Infra	99,762	115,429	-	215,191
Environmental	31,478	-22,036	-	9,442
Concessions	-	-	-	-
Total	-51,088	152,266	-	101,178

Note 14 – Trade and other operating receivables

For the year ended 31 December

(in thousands of euro)

	2024	2023
Trade receivables gross amount	679,944	458,784
Amounts written off	-11,031	-10,864
Trade receivables net amount	668,913	447,920
Value added tax (VAT)	19,395	27,344
Other operating receivables	16,483	12,842
Total trade and other operating receivables	704,791	488,106

At 31 December 2024, trade and other operating receivables amounts to 704.8 million euro, compared to 488.1 million euro at year-end 2023. The increase of the year is primarily attributed to heightened activity levels, the advancement of major projects, and the timing of invoicing, as most contract assets are only converted to receivables upon client acceptance. It is important to note that the rise in trade receivables is not due to an increase in overdue amounts (see maturity analysis below).

Other operating receivables mainly comprise amounts due from joint ventures, current accounts with consortium partners and personnel advances. The increase in other operating receivables in 2024 is mainly related to higher current accounts with several consortium partners at balance sheet date. Other operating receivables also include the current portion of the long-term loan granted to the buyer of the vessel 'Thor' in 2022. Reference is also made to note (10) other non-current assets. Note (29) related party disclosures summarizes among others all receivables and payables towards joint ventures and associates.

Credit and counterparty risk

A credit risk may arise in the event a customer or counterparty fails to perform its contractual obligations in respect of DEME in accordance with the provisions of the contract concerned. Non-payment by a customer may be the consequence of a lack of liquidity, bankruptcy or fraud on the part of the customer or be attributable to the general political or economic situation in the customer’s country. The level of counterparty risk is limited by examining client’s solvency prior to finalizing contracts and by putting the required payment guarantees in place (including credit insurance policies with public service credit insurers such as Credendo and private credit insurers, bank guarantees and through letters of credit). A part of the consolidated turnover is also realized through public or semi-public sector customers (as such less risk for insolvency) and turnover is spread out over a large number of clients within its project-oriented business. The group carries out a diversity of projects, all with different aspects regarding e.g. nature and scope, type of clients, type of contract, payment conditions and geographical location. No clients are classified as material clients within the turnover of the group for 2024. Though to contain the risk, DEME constantly monitors its outstanding trade receivables and adjusts its position if necessary.

The aging of trade receivables (gross amount and excluding other operating receivables) is as follows:

2024

	Total	Not expired	Expired <1 month	Expired <2 months	Expired <3 months	Expired <6 months	Expired <1 year	Expired > 1 year
(in thousands of euro)
Trade receivables	679,944	504,455	14,887	35,941	7,318	37,524	56,800	23,019

2023

	Total	Not expired	Expired <1 month	Expired <2 months	Expired <3 months	Expired <6 months	Expired <1 year	Expired > 1 year
(in thousands of euro)
Trade receivables	458,784	285,063	56,656	37,392	3,869	33,468	13,567	28,769

Overdue receivables in the different buckets above, generally relate to pending settlements, additional works and subsequent contract modifications accepted by the customers but to be recovered by an overall agreement with the client and that are all part of a broader negotiation process. Revenues and earnings are only recognized in the accounts when it's probable that they will be realized.# Note 15 – Assets held for sale

For the year ended 31 December (in thousands of euro)

	2024	2023
Balance at 1 January	1,630	31,997
Movements
Additions	33,535	1,630
during the year
Disposals	-1,630	-31,997
Balance at 31 December	33,535	1,630

According to IFRS 5 non-current assets held for sale and discontinued operations the following conditions must be met for an asset (or 'disposal group') to be classified as held for sale:
- management is committed to a plan to sell
- the asset is available for immediate sale
- an active program to locate a buyer is initiated
- the sale is highly probable, within 12 months of classification as held for sale
- the asset is being actively marketed for sale at a sales price reasonable in relation to its fair value
- actions required to complete the plan indicate that it is unlikely that the plan will be significantly changed or withdrawn

In 2023, the workshop in Zeebrugge with a net book value of 1.6 million euro was classified as an asset held for sale as a sale within the next 12 months was highly probable. In June 2024, this workshop was effectively sold, resulting in a gain on sale which is included in other operating income in 2024. Reference is made to note (2) other operating income and expenses. Since 30 June 2024, DEME management decided that all of the above conditions regarding IFRS 5 were fulfilled for the DP2 jack-up installation vessel ‘Sea Challenger’ and her crane within the Offshore Energy segment and that a sale within the next 12 months is highly probable to a joint venture within the DEME group (see note (29) related party disclosures) for the vessel and to third parties for the crane. The lower of the net book value or net realizable value of the vessel and the crane amounts to 33.5 million euro and is presented as an asset held for sale.

Note 16 – Other current assets

For the year ended 31 December (in thousands of euro)

	2024	2023
Deferred charges and accrued income	80,473	63,767
Environmental landfill volume reservation fee	39	1,059
Advance payments on purchases and cost of material regarding construction contracts	14,626	5,582
Other current assets	95,138	70,408

Deferred charges and accrued income include among others deferred hedge charges for construction contracts, for their percentage not completed. The hedge charges of construction contracts are recorded as construction cost for the percentage completed. The increase in 2024 compared to 2023 is mainly related to the increase in deferred hedge costs for the offshore contracts in the US. The increase in advance payments on purchases and cost of material regarding construction contracts for costs not yet incurred is mainly related to the cable installation projects for the IJmuiden Ver Alpha and Nederwiek 1 offshore grid systems in the Netherlands and the Fehmarnbelt project, the construction of the world's longest immersed tunnel in Denmark.

Note 17 – Share capital, dividends and other reserves

Shareholder structure and share capital

At 31 December 2024, the shareholder structure of DEME Group NV is as follows: Per 31 December 2024, the share capital of DEME Group NV amounts to 33,193,861 euro and is represented by 25,314,482 ordinary shares without nominal value, of which 45,000 are treasury shares, resulting in a total amount shares outstanding of 25,269,482 (see note (18) share- based payments and note (19) earnings by share). The owners of ordinary shares (treasury shares excluded) have the right to receive dividends, and all shares are of the same class and are entitled to one vote per share in Shareholders’ General Meetings. DEME Group NV (XBRU BE 0974413453) is 100 % shareholder of DEME NV. Until 29 June 2022, DEME NV’s 100 % shareholder was the Brussels-based civil engineering contractor CFE NV (XBRU BE 0003883031), which is controlled (62.12%) by the Belgian investment group Ackermans & van Haaren NV (XBRU BE 0003764785) and for 12.11% in hands of Vinci Construction SAS (FR0000125486). Both CFE NV and Ackermans & van Haaren NV are publicly listed companies on Euronext Brussels and Vinci Construction SAS is listed on Euronext’s Paris stock exchange. On 29 June 2022, CFE NV, transferred its 100 % stake in DEME NV to a new established company, DEME Group NV, by means of a partial demerger and as such the DEME group became listed as well. DEME Group NV shares are listed on Euronext Brussels under the symbol ‘DEME’ (Euronext product name DEME GROUP) with ISIN code BE 0974413453. The first day of trading was 30 June 2022. DEME Group’s securities are only admitted to trading in Belgium. At 31 December 2024, the shareholders of DEME Group NV holding 5% or more of total voting rights for the shares they hold are:

Ackermans & van Haaren NV	VINCI Construction SAS
15,725,684 shares (or 62.12%)	3,066,460 shares (or 12.11%)
Begijnenvest 113	Boulevard de la Défense
B-2000 Antwerp (Belgium)	F-92757 Nanterre Cedex (France)

Dividends

All of the ordinary shares (excluding treasury shares) will entitle a holder thereof to an equal right to participate in dividends. All of the ordinary outstanding shares participate equally in the company’s profits (if any). Subject to the company’s earnings, financial condition, capital requirements and other factors considered important by the Board of Directors, the availability of distributable reserves and the approval by the Shareholders’ meeting, the company intends to declare and distribute an annual non-cumulative dividend to its shareholders based on a target pay-out ratio of 33% of the group’s net profit. There can be no assurance as to whether dividends or similar payments will be paid out in the future nor, if they are paid, as to their amount. For 2024, the Board of Directors will propose to the General Assembly, on 21 May 2025, to distribute a gross dividend of 3.8 euro (2.66 euro net) per share, an increase of 81% compared to last year. Subject to the approval of the General assembly, the payment date is proposed to be set on 30 May 2025. The dividend for 2023 (a gross dividend of 2.1 euro per share) was paid for a total amount of 53.1 million euro on 27 May 2024 and considered that no dividend was paid on the treasury shares that DEME Group NV owned on that date. The company recognizes a liability to pay a dividend once the distribution is authorized. A corresponding amount is recognized directly in equity.

DEME GROUP NV shareholder structure

Retained earnings and other reserves

The consolidated statement of changes in equity is presented earlier in this report. In the table below, further detail is given about the movement of the period in retained earnings and other reserves.

	Parent company reserves before profit distribution	Stock option plan (*)	Untaxed reserves	Share-based payments	Retained earnings	Revaluation reserves and surplus	Treasury shares reserve	Consolidation reserve	Total
Balance at 1 January 2024	487,400	3,319	3,630	108,313	-	-	809,089	1,411,751	1,411,751
Parent company result 2023	39,685				-39,685
Dividends paid	-53,160			15	-53,145
Purchase of treasury shares	-7,211				-7,211
Share-based payments				1,062
Result share of the group					288,228
Other	-625				-625
Balance at 31 December 2024	487,400	3,319	3,630	94,838	-7,211	1,062	1,057,022	1,640,060	1,640,060

(*) For DEME Group NV, the treasury shares reserve is entirely related to the stock option plan. Reference is made to note (18) share-based payments.# Note 18 – Share-based payments

On 23 February 2024, on the advice of the Remuneration Committee, the Board of Directors approved a first stock option plan providing for the free grant of purchase options in respect of existing shares of DEME Group NV. The aim of the plan is to promote the commitment and long-term motivation of DEME's Executive Committee and Management Team members. The exercise price of the options, that are granted free of charge, is 118.14 euro and is the average closing price of the share during the last 30 days preceding the date of the offering. The options offered are gradually (1/3rd, 2/3rd, 3/3rd) vested as of the first, second and third year following the date of the offer, 1 March 2024. The options are not exercisable before the expiration of the third calendar year following the year in which the options offering took place. The vesting of the options is subject to service conditions, requiring beneficiaries to remain employed for three years following the grant date. Stock options will lapse upon departure except for particular cases as defined in the stock option contract. The contractual life of each option granted is eight years. The fair value at grant date being 92.61 euro per option is estimated using a binomial pricing model, taking into account the terms and conditions upon which the options were granted and using following assumptions:


Dividend yield (%)	1.285 %
Expected volatility (%)	49.425 %
Risk-free interest rate (%)	2.829 %

The cost of share-based payments is determined by the fair value at the date when the grant is made on a straight-line basis over the vesting period. The cost as of 31 December 2024 amounts to 1.1 million euro and was booked as a personnel expense against equity (share-based payments reserve). Reference is made to note (3) personnel expenses and employment. The number of options granted is 41,272. DEME Group NV acquired 45,000 shares to cover the company’s obligations under the stock option plan for a total amount of 7.2 million euro. DEME Group NV has mandated an independent broker to execute the program on its behalf on the regulated market of Euronext Brussels. The share buyback program was effective as of 29 April 2024 and was completed per 4 September 2024. The average purchase price was 160.24 euro per share. Treasury shares are booked as a deduction from equity (treasury shares reserve). Reference is made to Chapter 05.Corporate governance and risk management - Remuneration report and note (29) related party disclosure.

Note 19 – Earnings per share

For the year ended 31 December
(in thousands of euro)

	2024	2023
Income attributable to DEME share
Result for the period - share of the group	288,228	162,762
Comprehensive income - share of the group	267,273	125,808

There were no discontinued operations per end of December 2024 nor in 2023.

(in units)

	2024	2023
Number of shares
Total shares issued as at 31 December 2024	25,314,482	25,314,482
of which treasury shares	45,000	-
of which shares outstanding	25,269,482	25,314,482
Weighted average number of outstanding shares	25,291,730	25,314,482

(in euro)

	2024	2023
Earnings and comprehensive income per share
Earnings per share (basic)	11.40	6.43
Comprehensive income per share (basic)	10.57	4.97
Earnings per share (diluted)	11.40	6.43
Comprehensive income per share (diluted)	10.57	4.97

Basic EPS is calculated as the result for the period (or comprehensive income) attributable to the shareholders of the group divided by the weighted average number of ordinary shares outstanding during the year. The weighted average number of outstanding shares is calculated taking into account the weighted average effect of changes in treasury shares during the year. Treasury shares are not considered as outstanding for public shareholders. The goal of basic EPS is to measure the interest of the share in the performance of the entity. Treasury shares do not have voting rights, cannot receive dividends, and do not participate in the earnings of the company. Diluted EPS reflects any commitments of the group to issue shares in the future which comprise shares to be issued for equity-settled share- based payment plans. Share-based payment arrangements are only dilutive when the average market price of ordinary shares over the period exceeds the exercise price of the options (stock options are in the money). For share options and other share-based payment arrangements to which IFRS 2 share-based payments applies, the exercise price shall include the fair value (measured in accordance with IFRS 2) of any goods or services to be supplied to the entity in the future under the share option or other share-based payments arrangement. Per end December 2024, there is no dilutive effect. Reference is made to Chapter 05.Corporate governance and risk management- share performance.

Note 20 – Non-controlling interests

For the year ended 31 December

Financial information of subsidiaries that have material non-controlling interests is provided below:

Proportion at year-end of equity interest held by non-controlling interests:

Reference is made to the section group structure and changes in the reporting period.

Country of incorporation of the parent company	Name	2024	2023
Belgium	DEME Environmental NV and affiliates	25.10%	25.10%
Belgium	CTOW NV and affiliates	45.62%	45.62%
Belgium	GSR NV and affiliates	15.78%	15.70%

Equity attributable to non-controlling interests:
(in thousands of euro)

	2024	2023
DEME Environmental NV and affiliates	30,469	26,040
CTOW NV and affiliates	4,290	3,003
GSR NV and affiliates	19,055	19,513
Other	2,429	1,781
Total non-controlling interests at 31 December	56,243	50,337

Result attributable to non-controlling interests:
(in thousands of euro)

	2024	2023
DEME Environmental NV and affiliates	6,148	8,302
CTOW NV and affiliates	1,360	286
GSR NV and affiliates	-982	-880
Other	1,019	1,123
Total result attributable to non-controlling interests	7,545	8,831

Other comprehensive income attributable to non-controlling interests | 41 | -316 |
Total comprehensive income attributable to non-controlling interests | 7,586 | 8,515 |

DEME Environmental NV and affiliates again demonstrate a healthy profitability. The financial performance in 2023 was partially driven by a favorable settlement on a completed project, which explains the decrease in result attributable to non-controlling interests in 2024. In 2024 an amount of 2.0 million euro was paid to non-controlling interests as a gross dividend, compared to 0.9 million euro in 2023. The summarized financial information of these subsidiaries that have material non-controlling interests is provided below. This information is based on amounts before intercompany eliminations.

DEME Environmental CTOW NV and GSR NV and
2024 NV and affiliates affiliates (100% standalone amounts) affiliates
(in thousands of euro)

Financial position
Non-current assets	93,347	28,314	106,141
Current assets	324,492	9,615	16,896
Equity	121,834	9,492	113,905
Non-current liabilities	24,912	18,089	-3,724
Current liabilities	269,759	10,349	8,349
Statement of income
Turnover	391,891	9,972	2,717
Result for the period	22,936	2,981	-6,223
Share of the group	16,788	1,621	-5,241
Non-controlling interests	6,148	1,360	-982
Other comprehensive income	-1,225	-38	-64
Share of the group	-910	-21	-54
Non-controlling interests	-315	-17	-10
Total comprehensive income	21,711	2,943	-6,287
Share of the group	15,878	1,601	-5,295
Non-controlling interests	5,833	1,342	-992

DEME Environmental CTOW NV and GSR NV and
2023 NV and affiliates affiliates (100% standalone amounts) affiliates
(in thousands of euro)

Financial position
Non-current assets	88,466	31,129	107,075
Current assets	274,911	6,930	21,192
Equity	103,983	6,670	124,162
Non-current liabilities	25,081	20,641	-3,563
Current liabilities	234,313	10,748	7,668
Statement of income
Turnover	335,563	9,380	3,520
Result for the period	32,295	626	-5,604
Share of the group	23,993	340	-4,724
Non-controlling interests	8,302	286	-880
Other comprehensive income	-996	87	-2
Share of the group	-748	48	-2
Non-controlling interests	-248	39	-
Total comprehensive income	31,299	713	-5,606
Share of the group	23,245	388	-4,726
Non-controlling interests	8,054	325	-880

Note 21 – Interest-bearing debt and net financial debt

For the year ended 31 December

	Non-current	Current	Total	Non-current	Current	Total
Net financial debt as defined by the group
(in thousands of euro / (-) is debit)
Subordinated loans	677	-	677	677	-	677
Lease liabilities (note (23))	117,649	56,013	173,662	86,208	27,650	113,858
Credit institutions	410,452	175,709	586,161	564,634	191,093	755,727
Long-term loan facility 1	-	-	-	-	6,286	6,286
Long-term loan facility 2	-	5,295	5,295	5,295	14,181	19,476
Long-term loan facility 3	46,875	31,250	78,125	78,125	31,250	109,375
Long-term loan facility 4	68,661	44,197	112,858	112,858	44,196	157,054
Long-term loan facility 5	247,500	55,000	302,500	302,500	55,000	357,500
Asset-based loan 1	-	-	-	100	3,566	3,666
Asset-based loan 2	-	-	-	1,230	4,192	5,422
Asset-based loan 3	100	12,560	12,660	12,660	12,560	25,220
Asset-based loan 4	2,600	7,675	10,275	10,275	8,500	18,775
Asset-based loan 5	15,050	7,475	22,525	22,525	7,475
Other long-term bank loans	4,254	2,132	6,386	6,386	2,081	8,467
Other long-term loans	1,825	-	1,825	1,004	-	1,004
Short-term credit facilities	-	-	-	-	30,000	30,000
Short-term bank loans	-	-	-	-	-	-
Short-term commercial paper	-	-	-	-	30,000	30,000
Total interest-bearing debt	530,603	231,722	762,325	652,523	248,743	901,266
Short-term deposits	-	-345,632	-345,632	-	-109,576	-109,576
Cash at bank and in hand	-	-507,774	-507,774	-	-279,508	-279,508
Total cash and cash equivalents	-	-853,406	-853,406	-	-389,084	-389,084
Total net financial debt	530,603	-621,684	-91,081	652,523	-140,341	512,182

(*) In 2024 the underlying amount of the asset-based loan has been increased with 26.1 million euro.

227

A detailed overview of initial amounts, starting and maturity date of long-term credit facilities and asset-based loans is given below.

(in thousands of euro)

	Initial amount	Dating from	Maturity till
Long-term loan facilities
Long-term loan facility 1	435,000	2015-2017	2024
Long-term loan facility 2	240,000	2018	2025
Long-term loan facility 3	250,000	2019	2027
Long-term loan facility 4	350,000	2019	2027
Long-term loan facility 5	440,000	2022	2030
Total	1,715,000
Asset-based loans
Asset-based loan 1	14,364	2020	2024
Asset-based loan 2	18,000	2020	2024
Asset-based loan 3	50,340	2021	2029
Asset-based loan 4	25,000	2022	2030
Asset-based loan 5	30,000	2023	2031
Asset-based loan 6 (*)	40,600	2023-2024	2031
Total	178,304

(*) In 2024 the underlying amount of the asset-based loan has been increased with 26.1 million euro.

To finance the DEME group capital expenditure (vessels and other equipment), equity participations (e.g. by DEME Concessions) and acquisitions, DEME sources its funding mainly through term loan facilities, which are available for general corporate purposes as well as through asset-based loans.

Currently, DEME Coordination Center NV, which serves as in-house bank financing the DEME-entities, has term loan facilities with several commercial banks. Same as for the revolving credit facilities, the documentation is signed bilaterally (no club deal), catering for optimal financing conditions and maximum flexibility.

The term loan facility documentation is identical for all banks, apart from the amount, tenor and commercial conditions. The interest rate of long-term loan facilities is based on EURIBOR plus a margin which is updated each semester based on DEME’s leverage ratio, whereas the interest rate of the asset-based loans is fixed.

The interest rate risk of long-term loan facilities resulting from the floating interest rate base, is hedged through interest rate swaps (note (22) financial risk management and financial derivatives). Next to long-term loan facilities and asset-based loans, DEME has also lease liabilities (note (23)) and other long-term loans as included in the tables above.

Fueled by the positive profitability of the year, lower investment levels and the positive impact of operating working capital, the free cash flow for the year as said before was a positive 729 million euro up from 278 million euro end of June 2024 and 62 million euro at the end of last year. The net financial debt of -512 million euro as of 31 December 2023 was reversed to a net cash position of +91 million euro.

Net financial debt over EBITDA stood at -0.12 on 31 December 2024, compared with 0.49 on 30 June 2024 and 0.86 at year-end 2023.

In 2024, no new long-term loan facilities were added. In 2024, for one asset-based loan from 2023 the underlying amount has been increased with 26.1 million euro. No other new asset-based loans were added.

The total subordinated loan is contracted by Combined Marine Terminal Operations Worldwide NV (CTOW) and includes the part due to the shareholders of the company. According to the terms of the contract, no fixed instalments are due, therefore the loan is classified as a long-term liability and will only be classified as a short-term liability in the year before the maturity date. The same applies to the other unsubordinated loans to the shareholders of this company, which are shown as other long-term loans, and for which a new loan of 0.82 million euro (DEME share) was added in 2024.

In 2022, to realize DEME’s ambitious sustainability goals in all aspects of its activities, the group converted its long-term financing into sustainability-linked loans (SLLs). This commitment underlines DEME’s vision of achieving a sustainable future and at 31 December 2024 the outstanding sustainability-linked loans amount to 498.8 million euro.

The commercial terms of those loans are directly linked to DEME’s sustainability performance in two areas: (1) safety at work (calculation of worldwide LTIFR) (target of 0.20 agreed upon till 2026) and (2) use of low-carbon fuel (target agreed upon 5% for 2022, 8% for 2023, 11% for 2024, 14% for 2025 and 17% for 2026), which are in line with two material topics of its current ESG materiality matrix.

Meeting or not meeting the targets that are set for the key performance indicators (KPIs) has an impact on the interest margins applied to the sustainability-linked loans. Unlike last year, this year DEME only met the target for ‘Safety at work’, resulting in an unchanged interest margin on the loans (no bonus, no penalty).

DEME is actively working to increase the use of low carbon fuels over conventional fuels across its operations. In 2024, higher vessel utilization and an increased voluntary low-carbon fuel target (11%) required significantly more low-carbon fuel than in previous years. However, the use of

228

low-carbon fuels fell to 5.8% of total fuel consumption in 2024, down from 10.3% in 2023.This setback was primarily due to the non-generalized adoption of such alternative fuels in the industry and the limited availability of low-carbon fuels in the main regions of operations and unfortunately resulted in DEME failing to meet its target for the SLLs (Chapter 07.Sustainability Statements – section 2.4.6).

Whereas for ‘Safety at work’, the primary metric being the Worldwide Lost Time Injury Frequency Rate (LTIFR ) well remained below 0.20 at 0.10 in 2024, as DEME is continuously committed to safety, focusing on Key Safety Performance Indicators (KPIs) and consistently meeting or exceeding targets for toolbox meeting participation, incident reporting, action item closure, inspections, and investigations. (Chapter 07.Sustainability Statements – section 3.2.3).

Debt maturity schedule of total long-term interest-bearing debt

2024

	More than 5 years	Between 1 and 5 years	Less than one year	Total
(in thousands of euro)
Subordinated loans	-	677	-	677
Lease liabilities	54,528	63,121	56,013	173,662
Credit institutions	27,800	382,652	175,709	586,161
Other long-term loans	-	1,825	-	1,825
Total long-term interest-bearing debt	82,328	448,275	231,722	762,325

2023

	More than 5 years	Between 1 and 5 years	Less than one year	Total
(in thousands of euro)
Subordinated loans	-	677	-	677
Lease liabilities	42,526	43,682	27,650	113,858
Credit institutions	83,136	481,498	191,093	755,727
Other long-term loans	-	1,004	-	1,004
Total long-term interest-bearing debt	125,662	526,861	218,743	871,266

Borrowings from credit institutions, including interests due, are due for payment as follows:

2024

	More than 5 years	Between 1 and 5 years	Less than one year	Total
(in thousands of euro)
Credit institutions: amount outstanding according to the consolidated statement of financial position	27,800	382,652	175,709	586,161
Credit institutions: gross amount (cash out to be paid)	28,081	398,743	186,224	613,048

2023

	More than 5 years	Between 1 and 5 years	Less than one year	Total
(in thousands of euro)
Credit institutions: amount outstanding according to the consolidated statement of financial position	83,136	481,498	191,093	755,727
Credit institutions: gross amount (cash out to be paid)	84,915	505,779	204,114	794,808

For lease liabilities reference is made to note (23).

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In addition, the below table summarizes the long-term debt, including the current portion of long-term debt and excluding the lease liabilities, per currency:

	2024	2023
(in thousands of euro)
EUR	588,663	757,408
USD	-	-
Other currencies	-	-
Total long-term debt	588,663	757,408

Bank debt securities

	2024		2023
(in thousands of euro)	Non-current	Current	Total	Non-current
Guaranteed debt	410,452	175,709	586,161	564,634
Secured debt	-	-	-	-
Unguaranteed-unsecured debt	120,151	56,013	176,164	87,889
Total interest-bearing debt	530,603	231,722	762,325	652,523

The long-term loan facilities and asset-based loans listed above do not require any securities other than the guarantee provided by DEME NV. This provides maximum flexibility concerning the underlying assets, enabling intragroup sales and reflagging as per project requirements.

Cash flow related to interest-bearing debt

	2024	2023
(in thousands of euro)
Balance at 1 January	901,266	1,042,774
Cash movements as per cash flow from financial activities	-254,029	-186,408
New interest-bearing debt	26,935	74,486
Movements during the year
Repayment of interest-bearing debt	-225,679	-228,557
Payment of lease liabilities	-55,285	-32,337
Non-cash movements	115,088	44,900
Movements Assumed in business combinations	-	-
during the year IFRS 16 leases	115,088	44,900
Balance at 31 December	762,325	901,266

The non-cash movement related to IFRS 16 leases is the net of new lease contracts and disposal of lease contracts that has no cash impact but that is included in the movement of the year of interest-bearing debt. The cash impact of IFRS 16 leases is the payment of the lease liability or lease cost of the year.

Cash and cash equivalents

Cash and cash equivalents relate to cash at bank and in hand and short-term deposits (< three months) centralized at DEME’s internal bank, DEME Coordination Center NV, but also at operational subsidiaries and joint operations.# Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations

A portion of the consolidated cash and cash equivalents is not always immediately available as a result of transfer restrictions, joint control (in joint operations) or other legal restrictions. The significant increase in DEME's turnover, profitability, a positive impact on working capital and a lower level of investment all contributed positively to the cash position of 853.4 million euro at 31 December 2024. 230 At year-end 2024, the amount of cash available at DEME’s internal bank ready for use by the group amounts to 522.4 million euro out of 853.4 million euro cash and cash equivalents. As such an amount of 331.0 million euro is ‘not immediately’ available for use. At the end of 2023 the cash that was ‘immediately’ available at DEME’s internal bank amounted to 101 million euro out of 389 million euro cash and cash equivalents, resulting in 288 million euro cash ‘not immediately’ available for use. DEME is exposed to counterparty risks (credit risk) when investing its available assets and when subscribing to financial derivatives (note (22) financial risk management and financial derivatives). DEME has a policy to minimize counterparty risk by avoiding concentrations and in such matters working only with banks with which it has a long-standing relationship, but it is not possible to entirely exclude credit risks of financial counterparties. Though the cash and cash equivalents are always held with reputable bank and financial institution counterparties that have good investment grade credit ratings.

Credit facilities and bank term loans

Revolving credit facilities are contracted by DEME Coordination Center NV with four different commercial banks, all being relationship banks for DEME. At 31 December 2024, the group has 205 million euro available but undrawn bank credit facilities (2023: 110 million euro). In addition, DEME has also the possibility to issue commercial paper for amounts up to 250 million euro in total (nothing issued at 31 December 2024, compared to 30 million euro at year-end 2023). The commercial paper program is accommodated by three agents (banks) that place DEME debt with external investors in tranches of different sizes and for tenors ranging from a few weeks up to maximum one year.

Financial covenants

Bilateral loans are subject to specific covenants. The same set of financial covenants as for the revolving credit facilities is applicable for the long-term loan facilities. At both 31 December 2024 and 2023 the group complies with the solvency ratio (>25%), the debt/EBITDA ratio (<3), and the interest cover ratio (>3), that were agreed upon within the contractual terms of the loans received. The solvency ratio that should be higher than 25% is computed as shareholders’ equity less intangible assets and goodwill divided by the balance sheet total. The solvency ratio at 31 December 2024 equals 38.2% (2023: 39.4%). The debt/EBITDA ratio computed as total net financial debt (without subordinated and other loans) divided by EBITDA, should be lower than 3. The debt/EBITDA ratio at 31 December 2024 amounts to -0.12 (2023: 0.86). The interest cover ratio computed as EBITDA divided by net financial interest charges (interest charges less interest income), should be higher than 3. The interest cover ratio at 31 December 2024 is 234.2 (2023: 50.2).

Liquidity risk & capital management

DEME aims to maintain a healthy balance between the consolidated group equity (2024: 2,174 million euro) and the consolidated net financial debt (2024: + 91.1 million euro) and uses equity to finance the operations described in the corporate purposes of the subsidiaries. As noted above, DEME has significant cash and cash equivalents, of which a small portion is restricted due to transfer restrictions, joint control or other legal restrictions. DEME has significant credit and guarantee facilities with various international banks and it also has a commercial paper program to cover its short-term borrowing requirements if necessary. On its bilateral loans, DEME is always required to comply with a number of covenants and the risk on its current long-term bank loans at variable interest rates has been fully hedged through the use of interest rate swaps (note (22) financial risk management and financial derivatives). Note (27) on working capital elaborates on how DEME manages its cash and liquidity. The liquidity risk at DEME in general is among others limited by spreading borrowing among several banks and by agreeing on a variety of repayment terms. Although DEME applies strict financial policies, has the necessary payment guarantees (including credit insurance policies with public credit insurers such as Credendo and private credit insurers, bank guarantees and letters of credit) and ensures a diversity of financing sources and repayment terms, it cannot be entirely ruled out that the non-payment of significant payment obligations by customers or the inability to obtain adequate external financing on acceptable terms could have a negative impact on DEME's cash flow and liquidity and thus adversely affect DEME's activities, financial position and results of operations. 231

Note 22 – Financial risk management and financial derivatives

For the year ended 31 December

The group’s financial instruments are cash and cash equivalents, trade and other receivables, interest-bearing debt, trade and other payables and derivatives. The group uses derivative financial instruments primarily to reduce fluctuations in interest rates, foreign exchange rates, prices of commodities and other market risks. Derivatives are designated exclusively as hedging instruments and not for trading or other speculative purposes and are measured at their fair value. The group is exposed to the following risks associated with financial instruments: ‘market risk’, ‘credit and counterparty risk’ (note (14) and note (21)) and ‘liquidity risk’ (note (21)).

Market risk

To finance its investments and activities, DEME frequently makes use of external finance, both on short and long-term. The extent of leverage may expose the group to various risks, including increasing its vulnerability to downturns or adverse changes in general economic, industry or competitive conditions and government regulations and requiring a substantial portion of its cash flows from operations to be dedicated to the payment of principal and interest on the group’s indebtedness, therefore reducing its ability to use its cash flows to fund its operations, capital expenditures and future business opportunities. Market risk is defined to be the risk that captures changes in market price variations (interest rates, foreign exchange rates, fuel prices,…) that could affect the group's income statement or the value of its assets and liabilities. Market risk consists out of interest rate risk, currency risk and price/commodity risk. The objective of market risk management is to manage and control market risk exposures and to keep the market risk position within acceptable boundaries while achieving the best possible return.

Overview of derivative financial instruments

(+ is asset / - is liability)

	Total net balance 2024 fair value	Non-current asset	Non-current liability	Current asset	Current liability
(in thousands of euro)
Interest rate swaps	9,342	-	6,292	-	15,634
Forex hedges	-	-10,960	1,806	-45,189	-54,343
Fuel hedges	-	-	196	-361	-165
Balance at 31 December	9,342	-10,960	8,294	-45,550	-38,874

	Total net balance 2023 fair value	Non-current asset	Non-current liability	Current asset	Current liability
(in thousands of euro)
Interest rate swaps	19,862	-	10,938	-	30,800
Forex hedges	2,198	-22,953	2,198	-20,324	-38,881
Fuel hedges	13	-	367	-	-380
Balance at 31 December	22,073	-22,953	13,503	-20,324	-7,701

Interest rate risk

Interest rate risk can be defined as the extent to which the results or value of a financial transaction are affected by a change in market interest rates. DEME contracts considerable financing for the acquisition of its fleet and related capital expenditure (note (21)) and interest rate risk management is centrally performed within the group. In order to achieve the best possible balance between the cost of financing and the volatility of the financial results of its long-term borrowings, DEME hedges the vast majority of its exposure to changes in the underlying floating interest rates using derivative financial instruments, mainly interest rate swaps. With regard to the unhedged portion of the interest rate risk (which, where applicable, relates mainly to short-term borrowings), adverse changes in floating interest rates may result in an increase in the interest cost borne by DEME. These hedging instruments generally have the same notional amounts and generally the same maturities as the hedged borrowings. As such, the swaps are designated as effective hedges of outstanding or anticipated borrowings and qualify for hedge accounting under IFRS 9. The fair value of the effective portion of the hedging instruments are therefore recognized directly in other comprehensive income under hedge accounting. The ineffective portion of any gain or loss on the financial instrument is recognized in the income statement.232 At closing date, the instruments qualified as cash flow hedges have the following characteristics:

	2024 Total net balance	Non-current asset	Non-current liability	Current asset	Current liability
(in thousands of euro)	fair value
Interest rate swaps	9,342	-	6,292	-	15,634

	<1 year	Between 1 and 2 years	Between 2 and 5 years	> 5 years	Notional amount

2024
Total net balance
Non-current asset
Non-current liability
Current asset
Current liability
(in thousands of euro)	fair value
Interest rate swaps	9,342				135,742
		136,473	199,063	27,500	498,778
2023
Total net balance
Non-current asset
Non-current liability
Current asset
Current liability
(in thousands of euro)	fair value
Interest rate swaps	19,862				150,913
		135,742	280,536	82,500	649,691

Some of DEME's joint ventures and associates also finance significant assets such as infrastructure, offshore wind farms or vessels and can therefore hold interest rate swaps (IRSs). Per 31 December 2024, the other comprehensive income (OCI) of the current period includes an amount of +9.3 million euro compared to +14.0 million euro at the end of 2023 for DEME’s share in the fair value of the IRSs of Rentel NV, C- Power NV, Seamade NV, Normalux SA, BAAK Blankenburg-Verbinding BV, SEMOP Port-La Nouvelle and CDWE Green Jade Shipowner Co Ltd, net of deferred tax assets. The amount for 2024 is lower compared to 2023 due to the decline in long-term interest rates and a reduction in underlying volumes. At DEME, asset-based loans, other long-term (bank) loans and subordinated loans are already considered at fixed rates, while other credit facilities are hedged by swapping the floating rate into a fixed rate. After IRSs, the ones having a variable interest rate are added to the same category as those already at fixed rates, as shown in the tables below. The group has no interest rate hedges for its floating rate short-term borrowings (if any in a given year), which are raised through the issuance of commercial paper and the use of its revolving credit facilities. Consequently, the amount and interest rate of the short-term credit facilities, if any, will remain unchanged, both before and after consideration of derivatives. After applying hedge accounting, the average fixed interest rate on the group's outstanding debt can be found in the tables below. Lease liabilities are not included in these tables. Reference is made to note (21) interest-bearing debt and net financial debt for the outstanding amounts of borrowings included in the tables.

2024

(in thousands of euro)

Type of debts	Amounts	Quota	Rate	Amounts	Quota	Rate	Amounts	Quota	Rate
	Fixed Rate			Floating Rate			Total
Credit institutions, subordinated loans & other loans	89,885	100.00%	3.69%	498,778	100.00%	3.72%	588,663	100.00%	3.72%
Short-term credit facilities	-	0.00%	0.00%	-	0.00%	0.00%	-	0.00%	0.00%
Total	89,885	100.00%	3.69%	498,778	100.00%	3.72%	588,663	100.00%	3.72%

Effective average interest rate after considering derivatives

Type of debts	Amounts	Quota	Rate	Amounts	Quota	Amounts	Quota	Rate
	Fixed Rate			Floating Rate		Total
Credit institutions, subordinated loans & other loans	588,663	100.00%	1.87%	-	0.00%	588,663	100.00%	1.87%
Short-term credit facilities	-	0.00%	0.00%	-	0.00%	-	0.00%	0.00%
Total	588,663	100.00%	1.87%	-	0.00%	588,663	100.00%	1.87%

233

2023

(in thousands of euro)

Type of debts	Amounts	Quota	Rate	Amounts	Quota	Rate	Amounts	Quota	Rate
	Fixed Rate			Floating Rate			Total
Credit institutions, subordinated loans & other loans	107,717	78.22%	3.13%	649,691	100.00%	4.90%	757,408	96.19%	4.64%
Short-term credit facilities	30,000	21.78%	4.47%	-	0.00%		30,000	3.81%	4.47%
Total	137,717	100.00%	3.42%	649,691	100.00%	4.90%	787,408	100.00%	4.64%

Effective average interest rate after considering derivatives

Type of debts	Amounts	Quota	Rate	Amounts	Quota	Amounts	Quota	Rate
	Fixed Rate			Floating Rate		Total
Credit institutions, subordinated loans & other loans	757,408	96.19%	1.81%	-	0.00%	757,408	96.19%	1.81%
Short-term credit facilities	30,000	3.81%	4.47%	-	0.00%	30,000	3.81%	4.47%
Total	787,408	100.00%	1.91%	-	0.00%	787,408	100.00%	1.91%

Similar to 2023, the group's entire outstanding long-term interest-bearing debt portfolio has a fixed interest rate character, which reduces the group's exposure to interest rate fluctuations. The overall average effective interest rate after hedging has decreased from 1.91% at the end of 2023 to 1.87% at 31 December 2024. The absence of short-term commercial paper funding reduces the average interest rate after hedging. For long-term interest-bearing debt, the fixed interest rate increases slightly compared to last year as older IRSs are phased out, which may now reflect the weight of the latest 'higher cost' loans. In 2024, a new additional asset-based loan was drawn, while in 2023, a one-off basis swap was added to several ongoing IRSs on DEME Coordination NV loans in order to optimize and pursue a market opportunity at the time. The underlying loans themselves were renegotiated from a 6-monthly to a 3-monthly interest payment.

Sensitivity to the interest rate risk

The group could be subject to the risk of fluctuating interest rates for cash flows relating to financial instruments at floating rate that are not hedged. Though because of the fact that the entire group’s outstanding debt portfolio (short and long-term) after hedging, has a fixed interest rate character both at year-end 2024 as well as at 2023, the exposure of the group to interest rate fluctuations is eliminated. As such an increase or decrease of EURIBOR with 50 base points at closing date (assumed that underlying figures remain constant over the year), will not have any impact on the current interest charges in the income statement. The group does not maintain a hedging ratio as an instruction as such, although the hedge ratio is kept as high as possible. As shown above, for the interest rate risk the ratio between fixed and floating interest rates even amounts to 100%. The funding activity with respect to the fully owned subsidiaries is fully centralized at DEME Coordination Center NV that has taken out long-term loans from various banks at floating rates, that are hedged accordingly. The cash flow schemes that are hedged by means of IRSs are one on one identical to the cashflow schemes representing each individual loan contract. When in-effectiveness occurs, the hedge is being amended accordingly. When loans are taken out on an associate or joint venture level, the hedging decisions are taken on that level.

Currency risk

DEME is also exposed to risks associated with fluctuations in currency exchange rates. The group’s currency risk can be split into two categories: translational and transactional currency risk.

Translational currency risk

DEME's reporting currency is euro, however, given the group's global operations, a significant portion of the group's assets, liabilities, expenses and revenue are denominated in currencies other than euro. Such assets, liabilities, expenses and revenue are translated to euro at the applicable exchange rates to prepare the group's consolidated financial statements. Therefore, fluctuations in exchange rates between euro and such other currencies affect the value of those items expressed in euro terms in the group's consolidated financial statements. A change of one or more of the foreign currencies in which DEME's local subsidiaries operate against euro impacts its revenue and profitability expressed in euro terms accordingly.

234

Changes in the euro values of the group's consolidated assets and liabilities resulting from exchange rate movements may cause the group to record foreign currency gains and losses through profit or loss, or through its cumulative translation adjustment reserve recognized in other comprehensive income and accumulated in equity. In 2024 the change in cumulative translation adjustment reserve amounts to -0.2 million euro compared to -6.8 million euro last year. The main foreign currency companies contributing to the group’s turnover have USD, TWD, GBP, SAR, MXN, AUD, INR and SGD as their currency. For 2024 foreign currency entities, especially in USD and TWD, contributed 38.97% to the group’s turnover, while in 2023 it was as high as 42%. The group does not hedge against translational currency risk.

Some of the main exchange rates that have been used to convert the financial statements:

Currency rates from foreign currency to EUR	31 December 2024 Closing rate	31 December 2024 Average rate	31 December 2023 Closing rate	31 December 2023 Average rate
AED	0.2630	0.2521	0.2467	0.2520
AOA	0.0011	0.0011	0.0011	0.0014
AUD	0.5976	0.6098	0.6171	0.6153
BRL	0.1562	0.1716	0.1867	0.1852
CAD	0.6717	0.6761	0.6841	0.6863
CNY	0.1323	0.1288	0.1277	0.1309
EGP	0.0190	0.0216	0.0293	0.0307
GBP	1.2084	1.1819	1.1534	1.1508
HKD	0.1243	0.1186	0.1160	0.1182
INR	0.0113	0.0111	0.0109	0.0112
JPY	0.0061	0.0061	0.0064	0.0066
MXN	0.0464	0.0506	0.0534	0.0522
MYR	0.2162	0.2033	0.1974	0.2036
NGN	0.0006	0.0007	0.0010	0.0016
OMR	2.5096	2.4053	2.3539	2.4053
PGK	0.2337	0.2331	0.2363	0.2499
PHP	0.0166	0.0162	0.0164	0.0166
PLN	0.2340	0.2324	0.2304	0.2208
QAR	0.2650	0.2541	0.2489	0.2539
RUB	0.0085	0.0099	0.0102	0.0111
SAR	0.2571	0.2467	0.2416	0.2467
SGD	0.7075	0.6926	0.6869	0.6898
TWD	0.0295	0.0289	0.0295	0.0298
UAH	0.0230	0.0231	0.0238	0.0251
USD	0.9659	0.9257	0.9061	0.9255
UYU	0.0221	0.0231	0.0232	0.0239

Transactional currency risk

The global nature of DEME's activities means that contract payments may be made in a variety of currencies, exposing DEME to exchange rate risks. Similarly, purchases and expenses denominated in foreign currencies also give rise to exchange rate risks. The majority of the group's purchases are typically transacted in EUR or USD. This means that the group is exposed to exchange rate risk when sales are denominated in a currency other than the currency of purchase. DEME may not be able to pass on increased costs to its customers.# Financing and Investing:

DEME’s transactional currency risk regarding financing and investing activities could arise from financial loans denominated in currencies other than the euro.

The financing transactional currency risk can be considered to be nil for the outstanding long-term debt as all in euro (note (21)), lease liabilities are also mainly denominated in euro.
Long-term loans given to joint ventures & associates (recorded as other non-current financial assets note (10)) are in euro, except for ScotWind OWF-project (in GBP), minimizing the exposure on transactional currency risk.
Capital funding in euro in joint ventures and associates denominated in other currencies is subject to the translational currency risk as described above.

Operational activities:

Given the international character of its business operations and the execution of contracts in foreign currency, DEME is exposed to currency risks. DEME’s transactional foreign currency risk arises from commercial flows denominated in currencies other than euro.

In 2024, 66.6% of the group's turnover was contracted in EUR followed by USD, GBP, SAR, INR, AUD, TWD, SGD and PGK. In 2023 this was 64.6% in EUR, followed by USD, GBP, DKK, INR, SGD, MXN and PGK.
The group's expenses are mainly in euro. To a lesser extent costs are charged in a currency not equal to the euro or in the currency of a country in which our activities are performed.
The residual foreign currency risk is assessed on a case-by-case basis and, if necessary, DEME uses forward exchange contracts to hedge its residual foreign currency risk on projected net commercial flows denominated in currencies other than the euro. The fair value variation of exchange rate instruments is considered as construction costs. This variation is presented as an operating result. Exchange rate risk for large projects and large investments are hedged as much as possible, also for smaller volumes hedging is taken out in most cases. When in-effectiveness occurs due to timing mismatches, the FX-trades are being rolled to the future. In-effectiveness in terms of volumes is in most cases an underhedge. When overhedge occurs due to underlying flow being cancelled or being paid in other currency than the hedged currency, the hedge will be amended accordingly. The following tables disclose the fair value and the notional amount of exchange rate instruments (forex hedges) issued (forward sales/purchase agreements) (+ is asset / - is liability):

Fair value (in thousands of euro)		2024
		Total net balance	Non-current asset	Non-current liability	Current asset
Forex hedges		-54,343	-10,960	1,806	-45,189

Fair value (in thousands of euro)		2023
		Total net balance	Non-current asset	Non-current liability	Current asset
Forex hedges		-38,881	2,198	-22,953	2,198

Market value and Notional amount 2024 (in thousands of euro) (in thousands of foreign currency)

Currency	Forward purchase	Forward sale	Total amount	Forward purchase	Forward sale	Total amount
USD	3,655	-57,775	-54,120	-143,699	628,122	484,423
GBP	563	-292	271	-23,728	36,373	12,645
AED	-	-242	-242	-	54,140	54,140
CAD	-	-	-	-10	-	-10
AUD	-4	-	-4	-1,286	338	-948
DKK	-	-1	-1	-4,266	42,713	38,447
SGD	40	-6	34	-23,855	4,428	-19,427
IDR	-	-262	-262	-	54,314,651	54,314,651
NOK	-	-	-	-8	-	-8
MYR	-	-19	-19	-	11,682	11,682
Balance at 31 December	4,254	-58,597	-54,343

Market value and Notional amount 2023 (in thousands of euro) (in thousands of foreign currency)

Currency	Forward purchase	Forward sale	Total amount	Forward purchase	Forward sale	Total amount
USD	-334	-38,480	-38,814	-115,591	1,076,271	960,680
GBP	-30	-	-30	-9,406	1,183	-8,223
AED	-	49	49	-	29,437	29,437
AUD	11	-	11	-10,602	300	-10,302
DKK	-	-1	-1	-	10,641	10,641
SGD	72	-62	10	-63,301	19,202	-44,099
INR	-	-93	-93	-	2,058,750	2,058,750
MYR	-	-13	-13	-4,614	4,614	-
Balance at 31 December	-281	-38,600	-38,881

Sensitivity

The fair value of monetary items denominated in foreign currencies is affected by exchange rate fluctuations. In order to eliminate most of these foreign currency effects, the group uses derivative financial instruments as described above, which are designed to largely offset the effects of such fluctuations. Currency sensitivity is mainly related to the performance of a portfolio of foreign currencies against the euro. The following sensitivity analysis is performed supposing that the amount of financial assets/liabilities and derivatives as at 31 December 2024 and 2023 would remain constant over the year. A variation of 5% (appreciation of the EUR) at closing date would give an increase or a decrease in the balance sheet items as follows (mainly USD, GBP, AED):

Balance sheet impact 2024 (+ is debit/- is credit)

	Impact of the sensitivity calculation- depreciation of 5% of the EUR	Impact of the sensitivity calculation- appreciation of 5% of the EUR
(in thousands of euro)
Non-current interest-bearing debt (+ current portion due in the year)	-	-
Net of short-term credit facilities and cash and cash equivalents	+8,345	-7,550
Translational currency risk on outstanding trade receivables & payables	+4,704	-4,704

Balance sheet impact 2023 (+ is debit/- is credit)

	Impact of the sensitivity calculation- depreciation of 5% of the EUR	Impact of the sensitivity calculation- appreciation of 5% of the EUR
(in thousands of euro)
Non-current interest-bearing debt (+ current portion due in the year)	-	-
Net of short-term credit facilities and cash and cash equivalents	+4,526	-4,095
Translational currency risk on outstanding trade receivables & payables	+10,534	-10,534

Price risk/ commodity risk

As a final example of market risk, DEME is also exposed to commodity risks and hedges against oil price fluctuations by entering into swap contracts. The fair value variations of these instruments are considered as construction costs. Those variations are presented as operating result. The fair value and notional amount of these instruments can be found below (+ is asset / - is liability):

Notional amount (in thousands of euro)	fair value	2024
		Total net balance	Non-current asset	Non-current liability	Current asset	Current liability
Fuel hedges		-165	-	196	-361	-165

Notional amount (in thousands of euro)	fair value	2023
		Total net balance	Non-current asset	Non-current liability	Current asset	Current liability
Fuel hedges		380	13	-	367	-

Fair values & hierarchy

The fair values are classified in three levels according to the valuation hierarchy of IFRS 13, depending on the type of input used for the valuation of financial instruments.

Level 1 instruments are unadjusted quoted prices in active markets for identical assets and liabilities. No valuation model is used. In level 1, we find all financial assets (valued at fair value) with a public listing in an active market
Level 2 instruments are prices quoted for similar assets and liabilities in active markets, or data based on or supported by observable market data. A valuation based on observable parameters such as discounted cash flow model, the comparison with another similar instrument, the determination of prices by third parties
Level 3 instruments are non-observable data for determining the fair value of an asset or liability, e.g. some financial assets for which no public listing is available, loans and advances to customers, valued at amortized cost etc.

Set out below is an overview of the carrying amounts of the group’s financial instruments that are shown in the financial statements. All fair values mentioned in the table below relate to Level 2. During the reporting periods, there were no transfers between Level 1 and Level 2 fair value measurements, and no transfers into and out of Level 3 fair value measurements.

2024

	Assets & liabilities at Fair value	Fair value measurement by level	Book value	Fair value (in thousands of euro)
Non-current assets
Other non-current financial assets		Level 2	68,365	82,806
Financial derivatives	9,342	Level 2	-	9,342
Other non-current assets		Level 2	22,754	22,229
Current assets
Trade receivables and other operating receivables		Level 2	685,396	685,498
Financial derivatives	8,294	Level 2	-	8,294
Cash and cash equivalents		Level 2	853,406	853,406
Non-current liabilities
Interest-bearing debt		Level 2	530,603	520,647
Financial derivatives	10,960	Level 2	-	10,960
Other non-current financial liabilities		Level 2	5,526	5,526
Current liabilities
Interest-bearing debt		Level 2	231,722	239,419
Financial derivatives	45,550	Level 2	-	45,550
Trade payables		Level 2	1,195,229	1,195,229
Other amounts payable		Level 2	28,129	28,129

2023

	Assets & liabilities at Fair value	Fair value measurement by level	Book value	Fair value (in thousands of euro)
Non-current assets
Other non-current financial assets		Level 2	48,324	57,295
Financial derivatives	22,073	Level 2	-	22,073
Other non-current assets		Level 2	10,526	9,808
Current assets
Trade receivables and other operating receivables		Level 2	460,762	460,880
Financial derivatives	13,503	Level 2	-	13,503
Cash and cash equivalents		Level 2	389,084	389,084
Non-current liabilities
Interest-bearing debt		Level 2	652,523	632,244
Financial derivatives	22,953	Level 2	-	22,953
Other non-current financial liabilities		Level 2	332	332
Current liabilities
Interest-bearing debt		Level 2	248,743	257,315
Financial derivatives	20,324	Level 2	-	20,324
Trade payables		Level 2	897,610	897,610
Other amounts payable		Level 2

For the year ended 31 December 2024

	More than 5 years	Between 1 and 5 years	Less than 1 year	Total	Total
(in thousands of euro)				2024	2023
Gross lease payments	78,858	67,860	56,970	203,688	135,249
Interest payments	-24,330	-4,739	-957	-30,026	-21,391
Lease liabilities present value	54,528	63,121	56,013	173,662	113,858
				2024	2023
Land and buildings				103,830	82,241
Floating and other construction equipment				33,579	9,688
Furniture and vehicles				36,253	21,929
Total lease payments per class of property, plant and equipment				173,662	113,858

Reference is also made to note (21) interest-bearing debt and net financial debt. There are no material leases concluded at reporting date that didn't commence as of 31 December 2024. The amount of renewal options and termination options not reflected in the lease liabilities is immaterial. As mentioned in note (8) right-of-use assets, there is a significant increase in 'land and buildings' in 2024, mainly due to the renewal of a dredging concession and the lease of additional land in Flushing. The significant increase in 'floating and other construction equipment' in 2024 is related to the lease of support vessels, mainly in the US, while the electrification of DEME's car fleet, included in ‘furniture and vehicles’ is still ongoing, all resulting in higher lease liabilities.

The amounts related to leasing recognized in the consolidated statement of income are included in the table below:

	2024	2023
(in thousands of euro)
Land and buildings	15,731	14,923
Floating and other construction equipment	24,304	7,437
Furniture and vehicles	12,322	8,505
Total depreciation charge of right-of-use assets (note (8))	52,357	30,865
Interest expense (note (4) financial result)	4,045	1,938
Expense relating to short-term leases	43,173	5,554
Expense relating to leases of low-value assets that are not short-term leases	203	202
Total expense related to leases	99,778	38,559

The increase in right-of-use assets, and as such lease liabilities, resulted in higher depreciation and interest expenses for 2024. The increase in short-term rental expenses in the income statement in 2024 is mainly due to expensive specialized short-term project equipment required for US offshore projects and more short-term rental cars. This amount is included in the EU Taxonomy OpEx calculation (see Chapter 07.Sustainability Statements – section 2.1.2.4).

Note 24 – Retirement benefit obligations

The DEME group contributes to retirement plans in several of the countries in which it operates. These benefits are recognized in accordance with IAS 19 employee benefits. These retirement benefit obligations relate mainly to Belgian employees. The DEME group currently foresees several occupational pension plans in favor of these employees:

The pension schemes of the type defined benefit are funded either through a group insurance branch 21 either through a company pension fund. Assets of the pension fund “KBC Pension Fund Service separate assets Decloedt” have been estimated starting from the market value as at 30 November 2024, reported by the investment manager, taking into account the planned cash flows for the rest of the year and assuming a 0% financial return for the month of December 2024. Assets of the insured plans are calculated per person as the present value at the discount rate of the accrued benefits according to IAS 19 paragraph 115, with the application of a correction on the discount rate on the part of the present value that exceeds the mathematical reserves, to take into account the default risk of the insurance company. Total assets are then increased with the value of the financing funds.
The DEME group also sponsors pension schemes of the type defined contributions for Belgian employees, which are entirely employer funded through a group insurance branch 21. In accordance with Belgian social legislation, the employer has to guarantee an interest rate on the employer contributions paid in defined contributions plans of 3.25% for contributions paid until 1 October 2016. For contributions paid as from 2016 the Belgian legislation decided to use a yearly variable interest rate based on a Belgian state bond of 10 year, with an absolute minimum return of 1.75% and an absolute maximum return of 3.75% (0% as from the termination date of the labor contract). All contributions paid before a change in return rate will be held at the original interest rate in the future (legal horizontal guarantee). This horizontal guarantee is not fully covered by the rates provided by the insurance companies towards the employers regarding the effectuation of the group insurance contracts. The employer liabilities as at 31 December 2024, resulting from this legal guarantee, were valued with respect to the contributions attributed in the past and assuming that the interest rate with respect to the legal minimum guarantee increased from 1.75% to 2.50% for the future. Assets are calculated per person as the present value at the discount rate of the accrued benefits according to IAS 19 paragraph 115, with the application of a correction on the discount rate on the part of the present value that exceeds the mathematical reserves, to take into account the default risk of the insurance company. Total assets are then increased with the value of the financing funds.

DEME’s subsidiaries in the Netherlands operate a number of defined benefit pension schemes. Without exception, these plans are insured with an authorized insurance company in the Netherlands and are closed for new entries and accruals. The schemes net liabilities arise from the obligation for the entities to index accrued pension benefits and benefits in payment and/or the obligation to pay guarantee costs to the insurance company.

	2024	2023
(in thousands of euro)
Retirement benefit obligations in Belgium	45,574	43,579
Retirement benefit obligations in the Netherlands	7,664	8,357
Total retirement benefit obligations	53,238	51,936
Other retirement benefit obligations	4,845	2,874
Balance at 31 December	58,083	54,810

The movement in retirement benefit obligations in Belgium and the Netherlands is related to the evolution in the macroeconomic environment and more specifically to the evolution of the interest rates and the inflation. Per 31 December 2024, the discount rate decreased to 3.42% compared to 3.44% at the end of 2023. This resulted in a loss in the remeasurement of retirement benefit plan obligations that was partly offset by a decrease of the long-term inflation rate from 2.16% to 2.0%.

Retirement benefit obligations in Belgium and the Netherlands

	2024	2023
(in thousands of euro)
Present value of wholly or partially funded obligations	208,352	192,534
Fair value of plan assets	-155,884	-141,045
Impact of asset ceiling	770	447
Net funded benefit obligation as recorded in the balance sheet at 31 December	53,238	51,936

Movement of retirement benefit obligations

	2024	2023
(in thousands of euro)
Balance at 1 January	51,936	56,902
Charges recognized in income (1)	15,766	14,904
Charges recognized in other comprehensive income (2)	3,505	-1,951
Contributions from employer	-17,969	-17,919
Other movements	-	-
Balance at 31 December	53,238	51,936

(1) Charges recognized in income

	2024	2023
(in thousands of euro)
Current service cost	14,017	13,373
Past service cost & other	177	146
Interest cost	7,014	6,563
Interest income on plan assets (-)	-5,442	-5,178
Total charges recognized in income	15,766	14,904

(2) Charges recognized in other comprehensive income

	2024	2023
(in thousands of euro)
Actuarial (gains)/losses	5,369	-19,038
Return on plan assets (-) (excluding interest income)	-2,170	17,006
Other movements	306	81
Total charges recognized in other comprehensive income	3,505	-1,951

Movement in retirement benefit plan obligations and assets

	2024	2023
Retirement benefit plan obligations balance at 1 January	192,534	199,109
Current service cost	14,017	13,373
Interest cost	7,014	6,563
Contributions from employees	109	121
Benefits paid to beneficiaries	-8,487	-10,949
Remeasurement of liabilities resulting in actuarial (gains)/losses	5,369	-13,738
due to changes in demographic assumptions	-	-2,269
due to changes in financial assumptions	4,204	-8,284
due to experience adjustments	1,165	-3,185
Past service cost	12	-
Other movements	-2,216	-1,945
Retirement benefit plan obligations balance at 31 December	208,352	192,534

Retirement benefit plan assets balance at 1 January	141,045	142,560
Return on plan assets (+) (excluding interest income)	2,170	-11,706
Interest income on plan assets (+)	5,442	5,179
Contributions from employer (*)	17,968	17,919
Benefits paid to beneficiaries
## Other movements
	2024	2023
:-----------------------------------------------------------	:------	:------
Retirement benefit plan assets balance at 31 December	155,884	141,045
(*) In 2024 an amount of 14.1 million euro relates to Belgian defined contribution plans (2023: 12.9 million euro).

Main actuarial assumptions at the end of the year

	2024	2023
Discount rate at 31 December	3.42%	3.44%
Expected rate of salary increases (inflation included)	3.50%	3.70%
Long-term inflation	2.00%	2.16%
Mortality tables BE-plans	MR/FR-5 yrs	MR/FR-5 yrs
Mortality tables NL-plans	AG2024 ES-P2A	AG2023 ES-P2A

Other information


Average duration in years of the benefit plan obligations	13.24	13.32
Average actual return on plan assets	-5.26%	-4.50%
Expected contribution from employer in next financial year	16,505	14,479

Sensitivity analysis (impact on amount of obligations)


Discount rate 50 bp increase	-5.97%	-7.69%
50 bp decrease	+6.51%	+4.59%
Salary growth rate 25 bp increase	+1.57%	+0.30%
25 bp decrease	-1.58%	-3.36%
Life expectation increase by 1 year	+0.63%	-1.12%
Inflation rate 25 bp increase	+1.19%	+0.55%
25 bp decrease	-1.21%	-3.11%

Assets allocation

	2024	2023
Cash and cash equivalents	0.00%	0.04%
Equity instruments	0.32%	0.85%
Debt instruments	0.31%	0.95%
Insurance contracts	99.37%	98.16%

Note 25 – Other current liabilities

For the year ended 31 December (in thousands of euro)

	2024	2023
Current other taxes and value added tax (VAT)	42,254	51,000
Other amounts payable	28,129	31,989
Accruals and deferred income	3,636	9,186
Other current liabilities	74,019	92,175
Other amounts payable relates to other operating payables and to amounts due to joint ventures. The latter are also included in the amount disclosed in note (29) related parties.

Note 26 – Provisions and contingent assets and liabilities

Provisions (in thousands of euro)

	Warranties 2024	Other 2024	Total 2024	Warranties 2023	Other 2023	Total 2023
Balance at 1 January	52,690	8,312	61,002	40,872	6,827	47,699
Arising during the year	3,754	700	4,454	3,978	1,485	5,463
Utilized during the year	-1,975	-1,015	-2,990	-2,921	-	-2,921
Unused amounts reversed	-	-	-	-	-	-
Reclass from working capital	-	-	-	10,761	-	10,761
Balance at 31 December	54,469	7,997	62,466	52,690	8,312	61,002
Current	15,794	-	15,794	14,045	-	14,045
Non-current	38,675	7,997	46,672	38,645	8,312	46,957
Reference is made to the summary of material accounting principles for information about the provisions. There is no formal plan for restructuring. The dismissal provisions in the normal course of business that exist at the end of the period are immaterial and are booked as remuneration and social charges. Other provisions are all related to the Environmental segment and as for the warranties (all assurance type warranties) the majority is related to the Offshore Energy segment. At current no provisions nor contingent liabilities are recorded related to the impact of climate change.

Contingent assets and liabilities

Based on available information at the date on which the financial statements are approved by the Board of Directors, DEME is not aware of any other contingent assets or liabilities than the ones described below:

In September 2023, certain companies of the DEME group were summoned to appear before the criminal court in Ghent. This decision follows a judicial investigation carried out in respect of the circumstances in which a contract was awarded in April 2014 by negotiated procedure to Mordraga, a former Russian joint venture company of the DEME group, for the execution of dredging works in the port of Sabetta (Russia). The works were carried out in the summer months of 2014 and 2015. The investigation was launched following a complaint lodged by a competitor, to whom said contract was not granted by negotiated procedure and is based solely on selective information provided by this competitor. Said competitor has meanwhile definitely waived its civil complaint in the dispute. Following the exchange of written submissions between the parties, the case was heard by the Court of First Instance East- Flanders, Ghent Division on 5 June 2024. This means that for the first time, parties had the opportunity to set out substantive arguments regarding the charges brought by the Public Prosecutor. The DEME companies have fully contested all allegations and have an extensive number of procedural and substantive defenses. On 4 September 2024, the Correctional Court declared the entire criminal prosecution against the DEME companies (and all other defendants) inadmissible. Consequently, DEME's position was upheld, and the Public Prosecutor's Office's claim was entirely rejected. On 24 September 2024, the Public Prosecutor's Office appealed the decision of the Correctional Court. To date, the DEME companies have not yet been summoned for the start of this appeal procedure. In the current circumstances, it is premature to speculate on the outcome of these proceedings. It is however clear that there is no longer any risk of payment of civil damages to the initial claimant, who, as stated above, has definitively waived its civil complaint. In line with IAS 37, as the outcome cannot be predicted, the Company discloses a contingent liability.
One of the group companies is involved in legal proceedings initiated by the Dutch Waterboard (Waterschap Vallei Energy Veluwe) against a consortium of which said group company is a member, due to allegedly unauthorized activities on the project Eemdijk. The alleged unauthorized activities were fully and solely executed by the group company’s former partner in the consortium, as the group company withdrew from the project even before the start of the actual execution of any works. The group company was however not able to formally withdraw from the consortium as well. Meanwhile, said former partner has filed for bankruptcy. The outcome of this claim is still uncertain. However, based on the current circumstances and subject to the insurance policy conditions, the outcome of the aforementioned pending legal proceedings is not expected to have a material impact on the company's future results and cash flows. The group takes care that all its entities respect the laws and regulations in force, including the compliance rules.

Note 27 – Working capital

For the year ended 31 December

Operating working capital (OWC) is net working capital (current assets less current liabilities), excluding interest-bearing debt and cash and cash equivalents and financial derivatives related to interest rate swaps and including other non-current assets and non-current liabilities (if any) as well as non-current financial derivatives (assets and liabilities), except for those related to interest rate swaps. The focus of the DEME group is to find a balance between working capital on the one hand and net cash, which is the difference between cash and cash equivalents and short-term debt on the other hand. In the contracting business, operating working capital is difficult to monitor because each project is different, not only in terms of size and capital requirements, but also, and more importantly, in terms of the way in which the group is paid by its customers. Most revenues are paid with an advance payment at the beginning of the project, followed by milestone payments after completion of the work and acceptance by the customer. If working capital is under pressure and needs to be increased, the group can either increase its assets or reduce its liabilities. The group can negotiate shorter milestones and payment terms with customers or longer payment terms with suppliers, but without straining relationships with them. The group can limit non-project-related expenditure, review and limit capital expenditure or sell surplus equipment and convert it into working capital. To finance its working capital needs, DEME has the possibility to issue commercial paper for a total amount of up to 250 million euro. In addition, DEME has short-term credit facilities of up to 205 million euro in 2024, which are currently unused (2023: 110 million euro), totaling 455 million euro when including commercial paper. In addition to short-term financing, long-term financing may also be considered to fund working capital requirements.

Working capital

	2024	2023	Delta (in thousands of euro)
NON-CURRENT ASSETS	22,754	12,737	10,017
Non-current financial derivatives (forex/fuel hedges)	-	2,211	-2,211
Other non-current assets	22,754	10,526	12,228
CURRENT ASSETS	1,533,427	1,253,688	279,739
Inventories	20,440	32,015	-11,575
Contract assets	651,459	633,027	18,432
Trade and other operating receivables	704,791	488,107	216,684
Current financial derivatives (forex/fuel hedges)	2,002	2,565	-563
Assets held for sale	33,535	1,630	31,905
Income tax receivables	26,061	25,936	125
Other current assets	95,139	70,408	24,731
TOTAL ASSETS	1,556,181	1,266,425	289,756
NON-CURRENT LIABILITIES	10,960	22,953	-11,993
Non-current financial derivatives (forex/fuel hedges)	10,960	22,953	-11,993
CURRENT LIABILITIES	2,357,756	1,714,818	642,938
Current financial derivatives (forex/fuel hedges)	45,550	20,324	25,226
Provisions	15,794	14,045	1,749
Contract liabilities	661,057	447,363	213,694
Advances received	181,041	84,486	96,555
Trade payables	1,195,229	897,610	297,619
Remuneration and social debt	113,922	94,791	19,131
Income tax payables	71,144	64,024	7,120
Other current liabilities	74,019	92,175	-18,156
TOTAL LIABILITIES	2,368,716	1,737,771	630,945
OPERATING WORKING CAPITAL	-812,535	-471,346	-341,189
Operating working capital stood at -812.5 million euro up from -575.0 million euro at the mid-year point and -471.3 million euro as of 31 December 2023. This increase is due to a mix of factors including growth in turnover and increase in advance payments received from customers. Reference is made to the consolidated statement of cash flows.The movement in working capital is contributing to the free cash flow for an amount of 370.3 million euro in 2024 whereas last year there was a working capital need for an amount of 66.5 million euro. 246 The reconciliation of the operating working capital movement with the cash flow from changes in working capital can be found below.

Reconciliation operating working capital movement with cash flow from changes in working capital

	2024	2023	Delta
OPERATING WORKING CAPITAL	-812,535	-471,346	-341,189
CASH FLOW CORRECTIONS ON WORKING CAPITAL MOVEMENTS OF THE YEAR
Movements in assets held for sale	-31,905
Movements in amounts written off inventories and trade receivables	141
Movement of provisions in current liabilities	1,749
Impact financial derivatives included in working capital	1,544
Correction unpaid taxes and interests	6,377
Cash correction on investments in property, plant and equipment	-12,284
Cash correction on acquisition of associates	600
Translation differences	4,654
CASH FLOW FROM CHANGES IN WORKING CAPITAL	-370,313

Reconciliation operating working capital movement with cash flow from changes in working capital

	2023	2022	Delta
OPERATING WORKING CAPITAL	-471,346	-506,153	34,807
CASH FLOW CORRECTIONS ON WORKING CAPITAL MOVEMENTS OF THE YEAR
Movements in assets held for sale	30,367
Movements in amounts written off inventories and trade receivables	-2,431
Impact financial derivatives included in working capital	-536
Correction unpaid taxes and interests	-6,610
Cash correction on investments in property, plant and equipment	10,895
Translation differences	-4
CASH FLOW FROM CHANGES IN WORKING CAPITAL	66,488

247 Note 28 – Rights and commitments not reflected in the balance sheet

For the year ended 31 December (in thousands of euro)

	2024	2023
COMMITMENTS GIVEN
Amount of real guarantees, given or irrevocably promised by the enterprises included in the consolidation on their own assets, as security for debts and commitments, of enterprises included in -	-
the consolidation.
Bank and insurance guarantees for commitments of enterprises included in the consolidation.	1,825,208	1,746,704
RIGHTS RECEIVED
Bank and insurance guarantees received as security for commitments to enterprises included in the consolidation (*).	265,037	230,182

FUTURE OPERATIONAL OBLIGATIONS ENTERED INTO WITH SUPPLIERS

In the Environmental segment DEME has the obligation to pay a fee for landfill volume reservation over the next 6 years for an estimated amount of 5.7 million euro.

(*) Since 2024, all bank and insurance guarantees received are reported whereas previously only bank guarantees related to new build were centrally reported. For comparative purposes, the adjusted amount for 2023 is included in the table. The amount included in the annual report of prior year was 61.8 million euro.

Note 29 – Related party disclosures

For the year ended 31 December

Joint ventures and associates

Reference is made to the DEME group structure and list of joint ventures and associates earlier in this report. Transactions with joint ventures and associates are realized in the normal course of business and at arm’s length. No related parties have engaged in any other transactions with the group that require specific disclosures requirements under IAS 24 related party disclosures other than the disclosures below.

(in thousands of euro)

	Associates	Joint ventures	2024	Associates	Joint ventures	2023
Assets
Non-current financial assets	34,884	23,969	58,853	22,340	17,960	40,300
Trade and other operating receivables	2,830	20,383	23,213	26,301	38,378	64,679
Assets held for sale	-	33,255	33,255	-	-	-
Liabilities
Trade and other current liabilities	2,995	25,505	28,500	13,780	35,908	49,688
Expenses and income ((-) is cost and (+) is income)
Turnover	41,709	381,801	423,510	39,484	245,805	285,289
Operating expenses	-20,745	6,010	-14,735	-11,354	6,080	-5,274
Financial income and expenses	2,522	754	3,276	1,611	501	2,112

The non-current financial assets are the loans given to joint ventures such as Japan Offshore Marine Ltd and Deeprock BV and associates such as to Bowdun Offshore Wind Farm Ltd and Ayre Offshore Wind Farm Ltd, both for the ScotWind OWF-project, Seamade NV, Rentel NV and C-Power NV. Reference is made to note (10) other non-current assets. For the movement of the year reference is made to the investing cash flow and the net of new borrowings and repayment of borrowings given to joint ventures and associates where (only) the cash movements of non-current financial assets are reflected.

248 The trade and other operating receivables include the receivables towards joint ventures such as Deeprock BV, Société de Reconversion de la Cokerie d’Ougrée SA and CSBC DEME Wind Engineering co. Ltd (CDWE Taiwan). In 2023 the amounts related mainly to the associates in the Concessions segment (e.g. Bowdun Offshore Wind Farm Ltd and Ayre Offshore Wind Farm Ltd). In H1 2024, DEME management decided that all of the conditions regarding IFRS 5 non-current asset held for sale were fulfilled for the DP2 jack-up installation vessel ‘Sea Challenger’ within the Offshore Energy segment and that a sale within the next 12 months is highly probable to a joint venture within the DEME group. The lower of the net book value or net realizable value of the vessel amounts to 33.3 million euro and is presented as an asset held for sale (note (15)). The turnover realized towards joint ventures and associates are mainly related to joint ventures such as BAAK Blankenburg-Verbinding BV, Port-La Nouvelle SEMOP, K3 DEME BV, Japan Offshore Marine Ltd and CSBC DEME Wind Engineering co. Ltd (CDWE Taiwan). The part realized towards associates mainly relates to Terranova NV. The increase in turnover is mainly explained by CSBC DEME Wind Engineering co. Ltd (CDWE Taiwan) and Port-La Nouvelle SEMOP. The operating expenses are related to expenses towards associates such as Terranova NV, whereas the part related to joint ventures is mainly attributable to Deeprock BV.

Shareholders

CFE NV, DEME’s previous shareholder before the public listing, is considered to be a fellow subsidiary as from 30 June 2022, date of the partial demerger of CFE NV. CFE NV and DEME Group NV have both Ackermans & van Haaren as their main shareholder. Since 2001, DEME has a service agreement with Ackermans & van Haaren NV for services rendered which is subject to indexation on a yearly basis. The service agreement covers specialized advice delivered by Ackermans & van Haaren NV. The remuneration due by DEME in 2024 towards Ackermans & van Haaren upon the conditions of the contract amounted to 1.46 million euro (2023: 1.43 million euro). DEME also received incoming invoices of its shareholder and/or fellow subsidiary for an amount of 0.33 million euro, a.o. relating to a maintenance contract for central heating and air conditioning (2023: 0.55 million euro, mainly related to that same maintenance contract and for its presence on business specific events). On the other hand, DEME itself invoiced around 0.12 million euro to its shareholder, mainly IT licenses and tax consulting services (2023: 0.66 million euro, mainly IT, tax and also accounting consulting services). DEME recently built a visitor pavilion on the site of its headquarters in Beveren-Kruibeke-Zwijndrecht. Execution of works was done by a subsidiary of CFE NV. In November 2024, the construction of the visitor pavilion was completed and a total of 7.98 million euro was transferred from assets under construction to buildings, of which 3.8 million euro was capitalized in 2023. In 2025, DEME has started the demolition of three old buildings and the construction of a new one at its headquarters, also to be carried out by a subsidiary of CFE NV.

Key management personnel

DEME Group NV has a “one tier” governance structure consisting of a Board of Directors (as collegiate body). The Board of Directors is vested with the power to perform all acts that are necessary or useful for the realization of the Company’s corporate object, except for those actions that are specifically reserved by law for the Shareholders’ Meeting. On 29 June 2022, the Board of Directors has delegated the daily management of the Company from the Executive Committee to the CEO. The CEO is assisted in the exercise of its powers by the Executive Committee, which operates as an advisory committee (separate from the Board of Directors). The Executive Committee, chaired by the CEO, is responsible for discussing the general management of the Company and, from 2023, the statutory members of the Executive Committee have a self-employed status. Representatives who are members of the Board of Directors, Audit Committee and Remuneration Committee are remunerated since the public listing of the group. On 23 February 2024, on the advice of the Remuneration Committee, the Board of Directors approved a first stock option plan providing for the free grant of purchase options in respect of existing shares of DEME Group NV. Reference is made to the Remuneration Report and Corporate governance statement within Chapter 05.Corporate governance and risk management and note (18) share-based payments. For his role as Executive Director, Luc Vandenbulcke received a fixed and variable remuneration of 1.8 million euro in 2024 (2023: 2.0 million euro). The 2023 annual salary included an exception of an early single and double holiday payment settlement upon transition towards a self- employed status.249

(in thousands of euro)	2024	2023
Director fees at the expense of DEME group
Total	826	785
Remuneration of the CEO
Fixed annual remuneration	537	534
Short-term variable remuneration	1,278	1,452
Long-term variable remuneration (*)	-	-
Total	1,815	1,986
Group insurance / Pension (Plan) contributions	106	87
Other benefits (**)	178	3
Remuneration of the members of the Executive Committee (excluding CEO)
Fixed annual remuneration	1,422	1,436
Short-term variable remuneration	3,807	3,044
Long-term variable remuneration (*)	-	-
Total	5,229	4,480
Group insurance / Pension (Plan) contributions	304	237
Other benefits (**)	244	15

() No vested options from the 2024 stock option plan yet.
(*) The other benefits include e.g. taxable benefits and income tax coverage on stock option grant.

Note 30 – Auditor remuneration

For the year ended 31 December

An overview of the total remuneration paid to the auditors by DEME Group NV and its consolidated subsidiaries is presented below. A distinction (both in absolute figures and in percentage) is made between fees paid by the group to the statutory auditor of DEME Group NV, EY, and fees paid to other audit firms.

EY		Others		Total
Amount	%	Amount	%
(in thousands of euro)
Audit fees	1,427	53.1%	1,262	46.9%	2,689
Tax advisory services	155	8.1%	1,755	91.9%	1,910
Assurance related and other non-audit services	238	14.8%	1,374	85.2%	1,612
Total	1,820	29.3%	4,391	70.7%	6,211

The amount of assurance related and other non-audit services provided by the statutory auditor and persons professionally related to him are in line with article 3:64 and 65 of the Code of Companies and Associations and approved by the Audit Committee in advance. They mainly relate to ad hoc attestations and, in 2024, to a readiness check for CSRD reporting. The other (non-audit) services provided by other auditors, who are not the statutory auditors of DEME Group NV, mainly relate to tax services and advisory services. As a result of working in a diverse global environment, the number of tax advisory services provided each year remains high (regional and project specific advice, transfer pricing, the new pillar Two legislation, etc.). Other non-audit services provided in 2024 mainly relate to consultancy services for the further optimization of DEME's 'Third Party Management' screening tool.

250

EY		Others		Total
Amount	%	Amount	%
(in thousands of euro)
Audit fees	1,176	43.2%	1,549	56.8%	2,725
Tax advisory services	222	8.9%	2,284	91.1%	2,506
Assurance related and other non-audit services	127	9.1%	1,273	90.9%	1,400
Total	1,525	23.0%	5,106	77.0%	6,631

Note 31 – Events after the reporting period

In January 2025, Offshore Energy received a cancellation notice and associated settlement fee for a US project. According to the contractual terms and the signing date of the termination notice, this is considered a subsequent event. The contract value of the project was not included in DEME’s order book, and therefore, the cancellation has no impact on it.

251

Management declaration

In accordance with Article 12, §2, 3° of the Royal Decree of 14 November 2007, L. Vandenbulcke (CEO) and S. Gaytant (CFO) declare that, to their knowledge:

the consolidated financial statements contained in this report, which have been prepared in accordance with the applicable standards for annual accounts, give a true and fair view of the assets, financial situation and the results of DEME Group NV and the companies included in the consolidation
the consolidated financial statements give a true overview of the development and the results of the company and of the position of DEME Group NV and the companies included in the consolidation, as well as a description of the main risks and uncertainties with which they are confronted

252

PARENT COMPANY FINANCIAL STATEMENTS

Introduction

In accordance with the Belgian Code on Companies and Associations, both the statutory annual accounts and the Annual Report of the Board of Directors of DEME Group NV are presented in a condensed form. The statutory annual accounts of DEME Group NV are prepared in accordance with Belgian Generally Accepted Accounting Principles. The statutory auditor has issued an unqualified audit opinion on the statutory annual accounts for the year ended 31 December 2024, as they give a true and fair view of the financial position and results of DEME Group NV in accordance with all legal and regulatory dispositions. In accordance with the legislation, the complete financial statements (consolidated and statutory annual accounts), together with the management report of the Board of Directors to the Annual General Meeting of Shareholders, as well as the Auditor’s Report, will be filed at the National Bank of Belgium. All these documents are available on the website of the company (www.deme-group.com) or at the registered office of the company upon simple request.

Address: Scheldedijk 30 -2070 Beveren-Kruibeke-Zwijndrecht, Belgium
Phone: +32 250 52 11 - Email: [email protected]

Statement of financial position

For the year ended 31 December

(in thousands of euro)
(according to Belgian GAAP and after profit allocation)

ASSETS	2024	2023
FIXED ASSETS	1,100,000	1,100,000
FORMATION EXPENSES	-	-
INTANGIBLE ASSETS	-	-
PROPERTY, PLANT AND EQUIPMENT	-	-
FINANCIAL ASSETS	1,100,000	1,100,000
Affiliated enterprises	1,100,000	1,100,000
CURRENT ASSETS	101,977	52,353
AMOUNTS RECEIVABLE AFTER MORE THAN ONE YEAR	-	-
INVENTORIES AND CONTRACTS IN PROGRESS	-	-
AMOUNTS RECEIVABLE WITHIN ONE YEAR	95,292	51,767
Trade receivables	1	828
Other amounts receivable	95,291	50,939
OWN SHARES AND OTHER INVESTMENTS	6,201	-
Own shares	7,211
Own shares (write-off)	-1,010
CASH AT BANK AND IN HAND	11	-
DEFERRED CHARGES AND ACCRUED INCOME	473	586
TOTAL ASSETS	1,201,977	1,152,353

253

LIABILITIES	2024	2023
CAPITAL AND RESERVES	1,104,032	1,098,370
CAPITAL	33,194	33,194
Issued capital	33,194	33,194
Uncalled capital (-)	-	-
SHARE PREMIUM ACCOUNT	475,989	475,989
REVALUATION SURPLUS	487,400	487,400
RESERVES	12,140	6,949
Legal reserves	3,319	3,319
Reserves not available for distribution- Own shares	6,201	-
Untaxed reserves	1,716	1,716
Reserves available for distribution	904	1,914
PROFIT CARRIED FORWARD	95,309	94,838
PROVISIONS AND DEFERRED TAXES	3	-
Retirement benefit obligations	3	-
Deferred tax liabilities	-	-
CREDITORS	97,942	53,983
AMOUNTS PAYABLE AFTER MORE THAN ONE YEAR	-	-
AMOUNTS PAYABLE WITHIN ONE YEAR	97,942	53,983
Trade payables	1,873	821
Income tax payable	41	-
Other amounts payable	96,028	53,162
ACCRUED CHARGES AND DEFERRED INCOME	-	-
TOTAL LIABILITIES	1,201,977	1,152,353

254

Statement of income

For the year ended 31 December

(in thousands of euro)
(according to Belgian GAAP and after result appropriation)

	2024	2023
OPERATING INCOME	7,374	1,443
Turnover	7,284	1,407
Other operating income	90	36
OPERATING CHARGES	-6,698	-2,552
Services and other goods	-1,780	-1,679
Remuneration, social security costs and pensions	-4,908	-873
Other operating charges	-10	0
OPERATING RESULT	676	-1,109
FINANCIAL INCOME	102,395	40,800
Income from financial assets	101,500	40,000
Income from current assets	895	800
FINANCIAL CHARGES	-1,039	-6
Interests and other debt charges	-23	-6
Other financial charges	-6
Write-off on own shares	-1,010	-
RESULT FOR THE FINANCIAL PERIOD BEFORE TAXATION	102,032	39,685
TRANSFER FROM (TO) DEFERRED TAXES	-	-
INCOME TAXES	-362	-
RESULT FOR THE FINANCIAL PERIOD	101,670	39,685

Summary of the management report of the Board of Directors

Until 29 June 2022, DEME NV was the holding company of the DEME group, 100 % owned by the Brussels-based civil engineering contractor CFE NV, who is controlled by the Belgian investment Group Ackermans & van Haaren NV. Both CFE NV and Ackermans & van Haaren NV are publicly listed companies on Euronext Brussels. On 29 June 2022, CFE NV, transferred its 100% stake in DEME NV to a newly established entity, DEME Group NV, by means of a partial demerger resulting in DEME’s publicly listing. The first trading day for DEME Group NV shares was 30 June 2022. DEME Group NV holds a 100% ownership interest in DEME NV, and at the date of the demerger, the participation in DEME NV was the sole asset of the company, recorded against equity. In 2024, DEME Group NV received dividends totaling 101.50 million euro from its sole subsidiary DEME NV and holds an outstanding dividend payment towards its ordinary shareholders of 96.02 million euro, subject to approval of the General Assembly. Other outstanding payables mainly relate to invoices to receive regarding director fees and board remuneration (note (29)). Due to cash pooling arrangements within the group, all received funds are transferred to the group's in-house bank, DEME Coordination Center NV, resulting in an outstanding position under 'other amounts receivable'. On 23 February 2024, on the advice of the Remuneration Committee, the Board of Directors, as said above, approved a first stock option plan providing for the free grant of purchase options in respect of existing shares of DEME Group NV, resulting in the recording of own shares within the balance sheet of DEME Group NV (note (18)). Company’s turnover relates to intercompany SG&A invoices.

255

Reference is also made to Chapter 05.Corporate governance and risk management, Chapter 02.Strategy, Chapter 04.Sustainability journey and note (22) financial risk management and financial derivatives prior in this Annual Report and reference is made to the Remuneration Report and Corporate governance statement within Chapter 05.Corporate governance and risk management.# Appropriation account

For the year ended 31 December (in thousands of euro) (according to Belgian GAAP)

	2024	2023
RESULT FOR THE FINANCIAL PERIOD	101,670	39,685
TRANSFER FROM (TO) THE UNTAXED RESERVES	-	-
PROFIT FOR THE PERIOD AVAILABLE FOR	101,670	39,685
APPROPRIATION
TRANSFER FROM PROFIT CARRIED FORWARD	94,838	108,313
TRANSFER TO LEGAL RESERVES	-	-
TRANSFER TO OTHER RESERVES	-5,190	-
DISTRIBUTION OF DIVIDENDS	-96,009	-53,160
TRANSFER TO PROFIT CARRIED FORWARD	95,309	94,838

The result for the financial year 2024 of DEME Group NV amounts to 101.7 million euro. The Board of Directors will propose to the General Assembly, on 21 May 2025, to distribute a gross dividend of 3.8 euro per share, an increase of 81% compared to last year. Subject to the approval of the General Assembly, the record date is proposed to be set at 28 May 2025 and payment date on 30 May 2025. A correction of -15.2 thousand euro was made to the total amount of distributed dividends for the previous year, as treasury shares are not entitled to dividend payments. On the record date of 22 May 2024, 7,240 treasury shares were excluded from dividend distribution. Consequently, the total dividend distributed for the 2023 results was 53,145,209 euro, instead of the initially booked 53,160,413 euro. The difference has been recorded in the parent company’s appropriation account for 2024.

Interests in share capital

In line with the Act of 2 May 2007, on the disclosure of major participations in listed companies (the Transparency Act), the company uses the threshold of 5%. Per 31 December 2024, the share capital of DEME Group NV amounts to 33,193,861 euro and is represented by 25,314,482 ordinary shares without nominal value, of which 45,000 are treasury shares, resulting in a total amount shares outstanding of 25,269,482. The owners of ordinary shares (excluding treasury shares) have the right to receive dividends and all shares are of the same class and are entitled to one vote per share in the Shareholders’ General Meetings. Shareholders holding 5% or more of total voting rights for the shares they hold are:

Ackermans & van Haaren NV
15,725,684 shares (or 62.12%)
Begijnenvest 113
B-2000 Antwerp (Belgium)
VINCI Construction SAS
3,066,460 shares (or 12.11%)
1973, Boulevard de la Défense
F-92757 Nanterre Cedex (France)

www.deme-group.com

Chapter 07. SUSTAINABILITY STATEMENTS

1. General information

1.1. Basis for preparation

1.1.1. General basis for preparation of the Sustainability Statements

1.1.2. Scope of consolidation

1.1.3. Upstream and downstream value chain

1.1.4. External review

1.1.5. Disclosures in relation to specific circumstances

1.2. Strategy, business model and value chain

1.2.1. Overview of products, services, and markets

1.2.2. Strategic alignment and sustainability-related goals

1.2.3. Business model and value chain

1.3. Stakeholder engagement and integration

1.4. Double Materiality Assessment

1.4.1. Introduction

1.4.2. Process

1.4.3. Methodology

1.4.4. Material impacts, risks and opportunities and their interaction with the strategy and business model

2. Environmental

2.1. Disclosures pursuant to Article 8 of Regulation 2020/852 (Taxonomy Regulation)

2.1.1. Methodology

2.1.2. EU Taxonomy KPIs

2.2. Climate resilience & climate-related impacts, risks and opportunities

2.2.1. Climate resilience analysis

2.2.2. Physical climate risks

2.2.3. Climate transition risks

2.2.4. Outcome climate resilience analysis

2.3. ESRS 1 Entity-specific Energy transition (material)

2.3.1. DMA - Description of the processes to identify impacts, risks and opportunities

2.3.2. Material positive impact

2.3.3. Material opportunity

2.3.4. Policies and actions

2.3.5. Tracking the effectiveness of policies and actions

2.4. ESRS E1 Greenhouse gas emissions (material)

2.4.1. DMA - Description of the processes to identify impacts, risks and opportunities

2.4.2. Decarbonization roadmap

2.4.3. Policies

2.4.4. Actions regarding GHG emissions Scope 1 & 2

2.4.5. Actions regarding GHG emissions Scope 3

2.4.6. Tracking the effectiveness of policies and actions# DEME Annual Report 2024 - Sustainability Statements

07 — Sustainability statements

1. General information

1.1. Basis for preparation

BP-1 BP-2 1.1.1. General basis for preparation of the Sustainability Statements

The Sustainability Statements contain the non-financial information of DEME as a group (‘the group’). The statements have been prepared on a consolidated basis. The holding company is DEME Group NV (‘the company’). The Sustainability Statements and the accompanying annexes have been prepared in compliance with the European Sustainability Reporting Standards (‘ESRS’) as issued by the European Financial Reporting Advisory Group (‘EFRAG’). The Sustainability Statements adhere to the structure, format, and qualitative characteristics prescribed by the ESRS to disclose material sustainability matters resulting from the double materiality assessment (‘DMA’). In accordance with ESRS 1 requirements, the group has also included disclosures pursuant to the Article 8 of EU Taxonomy regulation within the ‘Environmental’ section of the Sustainability Statements. The group has prepared the Sustainability Statements on the basis that it will continue to operate as a going concern. The Directors consider that there are no material uncertainties that may cast significant doubt on this assumption. The consolidated Sustainability Statements are prepared as of and for the period ending 31 December 2024. In the application of the first-time adoption of the Corporate Sustainability Reporting Directive (‘CSRD’) and subsequent ESRS, the group has applied consistent accounting principles for the period presented in these Sustainability Statements. The group has not adopted any standard, interpretation, or amendment early that has already been issued but is not yet effective.

1.1.2. Scope of consolidation

The scope of the consolidated Sustainability Statements is the same as for the consolidated Financial Statements. Thus, the consolidated quantitative ESG data comprise the parent company DEME Group NV and its subsidiaries (‘fully consolidated entities’). Joint operations are included at DEME’s proportionate share, while joint ventures and associates are not included, unless otherwise specified in the accounting principles of the accompanying reported metrics. In the Sustainability Statements, activities performed by the fully consolidated entities and joint operations are considered as own operations. Joint ventures and associates are being regarded as part of the value chain. None of the fully consolidated entities in the group, except for the parent company DEME Group NV, have a financial instrument in the public market and are therefore not required to report individually according to the CSRD for the financial year 2024. The exemption from disclosure of impending developments or matters under negotiation has not been applied. The option to omit specific information related to intellectual property, know-how, or the results of innovation has not been used. All fully consolidated entities within the group are performing activities of (one or more of) the group’s four segments (Offshore Energy, Dredging & Infra, Environmental, Concessions). All activities currently in execution are considered. This implies that for the segment Concessions, the deep-sea harvesting and green hydrogen activities are limited in scope to the design and engineering phase, as there are currently no operating activities in progress.

1.1.3. Upstream and downstream value chain

The Sustainability Statements address the group’s operations and, where relevant, the upstream and downstream value chain. For more detailed information about the value chain, see Section 1.2.3 ‘Business model and value chain’. Various factors are considered to determine the extent to which the Sustainability Statements cover the group’s upstream and downstream value chain based on the material ESRS topics and the availability of reliable ESG data throughout the value chain. The scope of the material topic ‘Occupational Health and Safety’ (OHS) of workers in own workforce (S1) is confined by definition to own operations. The material topic ‘Greenhouse gas emissions’ (GHG emissions) includes a significant amount of value chain data. The entity-specific topic ‘Energy transition’ is restricted to the own operations of the segment Offshore Energy. This value chain approach has been used for the DMA exercise and when reporting on metrics linked to the material topics.

1.1.4. External review

The Sustainability Statements were presented to the Board of Directors on 19 March 2025. Following this, the Annual Report was approved by the Board of Directors and scheduled for release on 24 March 2025. The Sustainability Statements are subject to a limited assurance engagement conducted by DEME’s statutory auditor for the Financial Statements, EY, which was also appointed as the assurance provider for the Sustainability Statements. Please refer to the auditor’s limited assurance report in Chapter 08. Appendix - Assurance Reports . Chapter 04. Sustainability Journey of DEME’s Annual Report represents a brief summary of DEME’s material topics as well as additional sustainability-related information relevant for our stakeholders but not required by CSRD regulation. Therefore, this is not audited by DEME’s statutory auditor.

1.1.5. Disclosures in relation to specific circumstances

1.1.5.1. Time horizon

The group has applied the definition of time horizons defined by ESRS 1:
— Short-term: reporting period of Financial Statements
— Middle-term: from the end of the short-term reporting period up to 5 years
— Long-term: more than 5 years

1.1.5.2. Estimates and judgements

In preparing the Sustainability Statements, management made use of assumptions, judgments and estimates that affect the amounts reported.

Note: The provided text excerpt seems to be an index and the beginning of the "General information" section of a sustainability report. I have formatted it according to your rules. If there are financial tables or further sections with specific structures (like more nested headers or lists), please provide them in the input for complete formatting.The estimates and assumptions are based on historical experience and various other factors and are believed to be reasonable under the circumstances. Such estimates and underlying assumptions are reviewed on an ongoing basis to improve accuracy in future reported metrics, with any revisions potentially impacting the reported amounts. For the financial year 2024, the data for the following metrics in both upstream and downstream value chains have been estimated using indirect sources: — Scope 2 Greenhouse gas (GHG) emissions (e.g. average grid emission factors based on geographic regions) and Scope 3 GHG emissions (e.g. industry emission factors): Relying on indirect sources as regional and industry averages might affect the accuracy of the disclosed values of Scope 2 and Scope 3 GHG emissions. Nevertheless, we plan to annually reassess our use of estimates and judgements based on further development and refinement of our methodologies, availability of supplier-specific emissions data and a number of other factors. Changes in estimates are recognized in the period in which the estimate in question is revised. The following quantitative metrics and monetary amounts, disclosed in the Sustainability Statements, are subject to a high level of measurement uncertainty: — Scope 3 GHG emissions: The sources of measurement uncertainty are related to the availability and quality of data from the entity’s upstream and/or downstream value chain. In preparing the Sustainability Statements and determining certain metrics with respect to our greenhouse gas emissions, management made use of assumptions, judgments and estimates that affect the amounts reported. As a result, there is an inherent uncertainty in certain of our calculations. More particularly, within our Scope 3 emissions, category 1 ‘purchased goods and services’, we utilized a combination of supplier specific emission factors multiplied by activity data, financial spend multiplied by UK DEFRA GBP-based factors, and an assessment of peer data to estimate total emissions related to the remaining portion of our spend. The latter is an area of significant judgment, and improvements in our estimation related to category 1 will be reviewed as part of our ongoing processes. For more details on our methodology, including key estimates, judgements, thresholds and assumptions applied for basis of preparation for Scope 2 and 3 GHG emissions, please refer to the accounting principles accompanying the corresponding metrics in section 2.4 ESRS E1 GHG Emissions.

1.1.5.3. Modifications in reporting and prior period adjustments

2024 marks the first year of reporting in accordance with ESRS standards. Unlike previous reporting under the Non- Financial Reporting Directive (‘NFRD’), the preparation and presentation of sustainability information have been significantly adjusted to align with these new standards. This change is due to:
— The group aligning its reporting perimeters (scope and boundaries)
— CSRD, through the new ESRS standards, requiring different definitions and methodologies
— CSRD, through the new ESRS standards, requiring disclosure requirements and data points to be included either mandatorily or based on the outcome of the DMA.

There are no reporting errors in prior periods identified as it is the first year DEME reports on sustainability matters according to CSRD requirements and aligned with ESRS standards.

1.1.5.4. Incorporation by reference

Specific ESRS disclosure requirements related to ESRS 2 ‘General disclosures’ are connected to existing disclosure requirements for the group, which are available in relevant sections of the Annual Report. The table on the next page indicates where information for the year ended 31 December 2024, pertaining to specific disclosure requirements of the Sustainability Statements, is ‘incorporated by reference’ in the Annual Report.

262 Section in ESRS 2 ‘General disclosures’	Disclosure requirement	Annual Report Chapter
GOV-1	The role of the administrative, management and supervisory bodies	Corporate governance and risk management 05
GOV-2	Information provided to and sustainability matters addressed by the undertaking’s administrative, management and supervisory bodies	Corporate governance and risk management 05
GOV-3	Integration of sustainability-related performance in incentive schemes	Corporate governance and risk management 05
GOV-5	Risk management and internal controls over sustainability reporting	Corporate governance and risk management 05
SBM-1	Strategy, business model and value chain	Segments 03
IRO-2	Disclosure requirements in ESRS covered by the undertaking’s Sustainability Statement	Appendix - ESG Appendix 08

1.1.5.5. Phase-in requirements and transitional provisions

DEME applies the phase-in provisions outlined in ESRS 1 ‘General Requirements’ (Section 10.4 - Transitional Provision) and Appendix C of ESRS 1 (List of Phased-in Disclosure Requirements). The requirements listed in the table below are therefore omitted in the Sustainability Statements for the year ended 31 December 2024.

1.1.5.6. Disclosures stemming from other legislation or generally accepted sustainability reporting pronouncements

All GHG emissions data points (GHG Scope 1, 2, and 3) are reported according to the Greenhouse Gas Protocol.

ESRS disclosure	Disclosure requirement	Full name of the disclosure requirement	Phase-in provisions foreseen in ESRS standards
ESRS E1	E1-9	Anticipated financial effects from material physical and transition risks and potential climate-related opportunities	Use of phase-in according to Appendix C. These metrics will not be reported.
ESRS S1	S1-7	Number of non-employees in own workforce	Use of phase-in according to Appendix C. This metric will not be reported.
ESRS S1	S1-7	Number of non-employees in own workforce - self-employed people	Use of phase-in according to Appendix C.
ESRS S1	S1-7	Number of non-employees in own workforce - people provided by undertakings primarily engaged in employment activities	Use of phase-in according to Appendix C.
ESRS S1	S1-14	Percentage of people in its own workforce who are covered by a health and safety management system based on legal requirements and (or) recognized standards or guidelines	Use of phase-in according to Appendix C. Non-employees are omitted from this metric.
ESRS S1	S1-14	Number of fatalities in own workforce as a result of work-related injuries and work-related ill health	Use of phase-in according to Appendix C. Non-employees are omitted from this metric.
ESRS S1	S1-14	Number of recordable work-related accidents for own workforce	Use of phase-in according to Appendix C. Non-employees are omitted from this metric.
ESRS S1	S1-14	Rate of recordable work-related accidents for own workforce	Use of phase-in according to Appendix C. Non-employees are omitted from this metric.
ESRS S1	S1-14	Number of fatalities as a result of work-related injuries and work-related ill health of other workers working on undertaking's sites	Use of phase-in according to Appendix C. This metric will not be reported.
ESRS S1	S1-14	Number of cases of recordable work- related ill health of employees	Use of phase-in according to Appendix C. This metric will not be reported.
ESRS S1	S1-14	Number of days lost to work-related injuries and fatalities from work-related accidents, work-related ill health and fatalities from ill health related to employees	Use of phase-in according to Appendix C. This metric will not be reported.

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1.2. Strategy, business model and value chain

SBM- 1

1.2.1. Overview of products, services, and markets

This section provides a summary of the key products, services, and markets offered and served by DEME. For more detailed information, please refer to Chapter 03. Segments of the Annual Report. There were no significant changes of offered products and services in the reporting period. DEME operates as a global leader in specialized marine activities, providing innovative solutions across four primary segments: Offshore Energy, Dredging & Infra, Environmental, and Concessions. The group has evolved into a provider of sustainable marine solutions, addressing environmental and societal challenges. Each segment caters to distinct markets and client groups, contributing to DEME’s diverse and global portfolio. The Offshore Energy segment provides engineering and contracting services globally in the offshore renewables and non-renewables industry. These activities are carried out with a fleet of specialized offshore vessels. The services support the entire project life cycle and include among others the engineering, procurement, construction and installation of foundations, turbines, inter-array cables, export cables and substations. The segment also offers operations and maintenance, logistics, repair and decommissioning as well as salvage services to the market next to landfalls and civil works, rock placement, heavy lift and umbilicals. In addition to these main activities, the group also provides specialized offshore services, including geoscience services and the installation of suction pile anchors and foundations. Key clients include energy suppliers, private equity firms, and government bodies, either directly or through consortia. The Dredging & Infra segment includes capital and maintenance dredging, land reclamation, and beach nourishment. DEME Dredging offers cutting-edge solutions for complex projects worldwide, while DEME Infra specializes in designing and constructing advanced marine infrastructure, such as jetties, port terminals, locks, and tunnels. These operations are closely integrated to ensure seamless execution for clients. The segment’s main clients are government bodies and port authorities.# 1.2.2. Strategic alignment and sustainability-related goals

Strategically, DEME has built up almost 150 years of expertise in dredging, marine infrastructure, offshore energy, and environmental services. The company maintains a pioneering approach, fostering innovation and adopting new technologies to drive sustainable progress. Its operations span the globe, with a significant revenue base in Europe and a growing presence internationally, reflecting its ambition to support the global energy transition.

DEME’s sustainability strategy is built on two interdependent pillars:

We EXPLORE sustainable business solutions by continuously challenging ourselves to enlarge our sustainable business portfolio and to align our business decisions with the Sustainable Development Goals where DEME can create the most impact.
We EXCEL in our operations by maintaining and strengthening a sustainable performance in our daily operations.

DEME has established sustainability-related objectives and targets aligned with its material topics. The group aims to expand its portfolio in offshore renewable energy solutions and to explore innovative marine-based technologies for energy production, connection, and storage. Progress in the energy transition is monitored through alignment with relevant EU Taxonomy activities that support the energy transition. For 2024, this alignment is restricted to activity 4.3 ‘Electricity generation from wind power’. Each year, DEME reviews and updates its list of EU Taxonomy activities, which means that in the future, alignment with the energy transition will not be limited to activity 4.3 but may also include other relevant Taxonomy activities that support the energy transition. More details can be found in Section 2.1 ‘Disclosures pursuant to Article 8 of Regulation 2020/852 (Taxonomy Regulation)’. Currently, DEME has not set a specific target for this alignment.

Additionally, DEME aims to achieve climate-neutral operations by 2050 and improve the energy efficiency of its activities. Key targets include reducing its GHG intensity by 40% by 2030 relative to 2008 levels and ensuring that 17% of its total fuel consumption comes from low-carbon fuels by 2026. Enhancing occupational health and safety is another critical objective for DEME, with a steadfast goal to eliminate Lost Time Injuries across all vessels, projects, sites, and offices worldwide. The key target for this objective is maintaining DEME’s annual Worldwide Lost Time Injury Frequency Rate (Worldwide LTIFR) at a target value of ≤ 0.2, upheld until 2026.

Goals and targets related to the energy transition are associated with the Offshore Energy segment, while those concerning GHG emissions reduction and occupational health and safety enhancements are integrated across all segments. This holistic approach enables the company to effectively address significant sustainability-related impacts and risks.

1.2.3. Business model and value chain

DEME operates as a global leader in contracting services across dredging, marine infrastructure, offshore energy solutions, and environmental works. Its core business encompasses engineering, procurement, construction, and maintenance activities, complemented by concessions in offshore wind, infrastructure, dredging, and green hydrogen. By integrating these operations, DEME delivers value over diverse range of sectors, supporting its stakeholders with sustainable and innovative solutions.

To achieve its objectives, DEME depends on a robust upstream value chain. Critical inputs include EPC(I) project materials (such as steelwork, constructions, and subsea cable systems), fuel for its fleet and equipment, auxiliary and earthmoving machinery, charter vessels, shipyard construction and maintenance services, contingent workforce, and insurance services. These resources are secured and managed by specialized departments to ensure operational excellence. For instance, the procurement and contracting teams source project materials, the Bunkering Department oversees fuel procurement, and the Crewing Department ensures workforce availability. Similarly, the chartering team manages auxiliary vessels, while shipyard communication is handled by the Newbuild Department, and insurance matters are overseen by the insurance team.

DEME delivers comprehensive solutions specifically tailored to meet the needs of its clients. The Dredging & Infra segment’s activities encompass capital and maintenance dredging, land reclamation, beach nourishment, and marine engineering infrastructure. The latter includes the engineering, design, and construction of marine infrastructures such as jetties and port terminals, as well as inland waterway infrastructure like locks and weirs, and civil works including bored and immersed tunnels. These services are primarily offered to port authorities and government entities.

The Offshore Energy segment provides engineering and contracting services for both the offshore renewables and non-renewables industry, primarily supporting utilities, turbine manufacturers and private equity firms. The services include among others the engineering, procurement, construction and installation of foundations, turbines, inter-array cables, export cables and substations. The segment also offers operations and maintenance, logistics, repair and decommissioning as well as salvage services to the market next to landfalls and civil works, rock placement, heavy lift and umbilicals.

DEME Environmental addresses environmental challenges through innovative soil remediation, brownfield development, sediment treatment, and water treatment services, supporting government bodies in achieving a circular economy by recycling polluted soils and water. Additionally, DEME Concessions invests in, develops, and operates projects in wind, port infrastructure, and green hydrogen through specialized participations, serving energy suppliers, private equity firms, and public entities.

The downstream value chain reflects DEME’s global impact, catering to private companies and public authorities at local, national, and international levels. This integrated approach positions DEME as a critical player in delivering infrastructure, environmental, and energy solutions, creating long-term benefits for clients, investors, and broader stakeholders.

1.3. Stakeholder engagement and integration

As a global company, maintaining good relationships with stakeholders is crucial. DEME believes in collaboration to enhance sustainability. We actively engage with stakeholders through continuous dialogue to understand their expectations, address concerns, and foster partnerships that drive sustainability. Investors and shareholders focus on value creation, transparency, and strategic sustainability. Clients expect sustainable and innovative solutions. Employees prioritize safety and career development. Suppliers value transparency and long-term relationships, while other stakeholders emphasize collaboration, community strengthening, and compliance. This stakeholder interaction informs and drives our sustainability efforts, ensuring alignment with their interests while guiding double materiality assessments. The communication of perspectives and interests of (affected) stakeholders, especially concerning sustainability impacts, is managed through regular meetings of the Sustainability Board, relevant management teams, and the Board of Directors.# DEME Annual Report 2024

07 — Sustainability Statements

Additionally, there is ongoing engagement and transparent communication with the investment community regarding our ESG performance. Further details on stakeholder categories, engagement purposes, and outcomes can be found in the Stakeholder table on the next page.

| Stakeholder group | Stakeholder expectations | How engagement is being organized | Purpose of engagement # 1.4.3. Methodology

DEME developed its methodology using ESRS 2 ‘General Disclosures’ and EFRAG implementation guidance IG1 ‘Materiality Assessment’, building on previous assessments. The sections below address the concepts of IRO assessment, as well as the definition and consolidation of impact and financial materiality.

IROs were assessed using a specific assessment. Each IRO has been categorized based on:
— their type: positive impact, negative impact, risk, or opportunity
— their likelihood: actual or potential
— the business activity: Offshore Energy, Dredging & Infrastructure, Environmental, Concessions
— where they occur in the value chain: in DEME’s own operations or in the value chain (upstream or downstream)
— time horizon: short-term, mid-term, or long-term

The scoring of IROs is based on supportable evidence and relies as much as possible on objective information. Depending on the nature of the IRO, different types of materiality assessments need to be performed. If the IRO could affect the environment or society in a positive or negative way, then the IRO is an impact, and the impact materiality assessment should be applied. If the IRO could affect the company’s financial performance or its reputation, then the IRO is a risk or opportunity, and the financial materiality assessment should be applied. Both aspects of materiality will be covered in the next sections.

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A more detailed description of the process to identify and assess climate-related impacts, risks and opportunities is included under the topic section 2 environmental. The process for identifying and assessing impacts, risks, and opportunities related to pollution, water and marine resources, biodiversity and ecosystems, and resource use within a circular economy followed the same procedural steps and methodologies outlined previously. This process was informed by specific insights from using DEME’s Environmental Risk Matrix at the project level across DEME’s operations. This matrix is part of the QHSE-S Management Process.

1.4.3.1. Impact Materiality

A sustainability matter is considered material from an impact perspective (inside-out) when DEME’s actual or potential, positive or negative impact on people or the environment is material over the short-, medium- or long-term.

According to the ESRS standards, three parameters - ‘scale’, ‘scope’, and ‘irremediable character’ - are used in assessing the ‘severity’ of impacts. For actual negative impacts, materiality is based on the severity of the impact, whereas for potential negative impacts, it is based on both the severity and likelihood of the impact. Higher severity (including higher scale, scope, and irremediability) and higher likelihood result in a higher score for the negative impact. For actual positive impacts, materiality is determined by the scale and scope of the impact. For potential positive impacts, materiality depends on the scale, scope, and likelihood of the impact.

Factors have been scored for each positive and negative impact, and final impact materiality scores have been calculated to reflect all actual and potential negative and positive impacts.

To distinguish what is materially relevant for DEME from an inside-out perspective, an impact materiality threshold has been applied. This threshold was defined through balanced management judgment, taking into account the specific context and circumstances of the company and its stakeholders.

1.4.3.2. Financial Materiality

A sustainability matter is material from a financial perspective (outside-in) if it triggers or could be expected to trigger material financial effects on DEME over the short-, medium- or long-term.

Impact materiality and financial materiality are often interconnected. DEME’s impact on people or the environment, as well as changes to strategy, including investments and management decisions made to address such impacts, often determine risks and opportunities. As a starting point for assessing the impact of sustainability matters on DEME, we considered the impacts defined in the impact materiality assessment. At the same time, we also identified risks and opportunities that were not related to already defined impacts.

When assessing the financial materiality of risks or opportunities associated with an impact, we considered the same boundaries as those of the defined impacts. For risks or opportunities that could not be linked to an impact, the scope of the risks and opportunities considered the project-based nature of DEME. This was the starting point to determine how extensive the perimeter and context of the risks or opportunities are.

Some risks and opportunities can have different effects on DEME, for example, effects that are not directly financial, such as reputational. In those cases, a qualitative reputational effect was used to assess the financial materiality instead of the quantifiable financial effect. Therefore, financial materiality should be understood as being potentially measured in terms of either financial or reputational effects, depending on the nature of the risk or opportunity and their context.

Furthermore, a number of identified risk and opportunities derives from dependencies on nature and social resources. The financial materiality of the risks and opportunities was assessed based on the magnitude of their effects multiplied by their likelihood. Both the magnitude and likelihood were evaluated using a scoring matrix.

We adhered to the following guiding principles in assessing financial materiality:
— When measuring materiality in terms of financial effect, we distinguished between recurrent risks or opportunities and one-off events. A risk or opportunity is considered recurring if there is a potential impact for 5 consecutive years. In other cases, it is considered as a one-off event. The scale of the effect was quantified accordingly: for recurrent events, the impact was determined in terms of net profit; for one-off events, the impact was determined in terms of equity.
— When measuring materiality in terms of reputational impact, we assessed the adverse or positive effect on a scale of 1 to 5.

Thresholds for financial materiality have been established in absolute figures for both recurring risks and opportunities, as well as one-off events. The materiality threshold for recurring risks and opportunities has been determined based on the average net profit from 2019 to 2023, excluding the year 2020 due to non-recurring effects from the COVID-19 pandemic. For one-off events, the materiality threshold has been calculated based on equity, derived from the group equity levels as of 31 December 2022, and 31 December 2023.

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1.4.3.3. Outcome Double Materiality Assessment

The table below summarizes the assessment of the materiality of sustainability matters, indicating whether they were considered material from an impact or financial perspective. For the financial perspective, it specifies whether the materiality is related to a risk or opportunity. For the impact perspective, it specifies whether the materiality is related to a negative or positive impact.

The sustainability matters assessed are based on the ESRS standards and additional ‘company-specific’ considerations specific to the business model due to the absence of sector-specific guidance. The assessment was conducted at the subtopic level, although the final results are presented at the topic level.

Based on the DMA analysis, three topics with potential material impact at the group level have been identified: ‘energy transition’, ‘greenhouse gas emissions (GHG) and ‘Occupational Health and Safety’ (own workforce) (OHS). DEME will report its material IROs in the next section 1.4.4 material impacts, risks and opportunities and their interaction with the strategy and business model. The remaining sections of the Sustainability Statements will detail the policies, targets, KPIs, and progress for each material topic in accordance with the CSRD and ESRS format, following the sequence included in the topical sections under 2 environmental and 3 social.

DEME material topic	Corresponding ESRS topic	Definition	Impact Materiality	Financial Materiality
Energy transition	Entity-specific	Expanding our offshore renewable energy solutions and exploring new marine-based solutions for renewable energy production, connection and storage.	Material (positive impact)	(opportunity)
Greenhouse gas emissions	E1 - Climate change mitigation	Policies and actions to reduce greenhouse gas emissions in our operations and in our value chains.	Material (negative impact)	Material (risk)
Occupational Health and Safety	S1 - Own workforce	Ensuring the health and safety of DEME’s employees and contractors.	Material (negative impact)	Material (risk)
## Safety management systems aimed at reducing the number of accidents and work-related ill health, as well as developing a culture of prevention and continuous improvement.

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1.4.4. Material impacts, risks and opportunities and their interaction with the strategy and business model

The following table presents the sustainability-related impacts, risks, and opportunities identified and assessed as material through the DMA process. The table specifies whether the impacts are positive or negative. All impacts listed are considered ‘actual’ impacts. More information on how the effects of impacts, risks and opportunities are addressed is included in the topical sections under 2 environmental and 3 social.

| Material impact or Material risk/opportunity | Description # Sustainability Statements

2.1.1.4. Minimum Social Safeguards

The Minimum Social Safeguards have been assessed at group level. DEME conducted a screening of its internal processes and policies to ensure compliance with the Minimum Social Safeguards at a corporate level. We refer to Section 4. Governance of these Sustainability Statements, to Chapter 05 of the Annual Report on Corporate governance and risk management and to our efforts for the alignment of our policies with the OECD Guidelines for Multinational Enterprises and the UN Guiding Principles on Business and Human Rights.

2.1.2. EU Taxonomy KPIs

2.1.2.1. Accounting principles

To ensure accuracy and consistency in EU Taxonomy calculations, DEME avoids double counting across economic activities when allocating the numerator for turnover and CapEx. For turnover, each amount is recorded under a single project, which is then assigned to one specific EU Taxonomy activity. For CapEx, each amount is allocated to a single asset that can be linked to one EU Taxonomy activity. This method ensures that every project and asset is uniquely associated with one activity, preventing any overlap in the reporting of turnover or CapEx.

Starting January 2024, the scope of the EU Taxonomy Regulation has expanded. Companies are now required to assess and report alignment not only with the Climate Delegated Act (covering climate change mitigation and adaptation) but also with the Environmental Delegated Act. This includes activities that substantially contribute to objectives such as the transition to a circular economy, pollution prevention and control, and other non-climate environmental goals. For DEME, this expansion means that activities such as recycling centers and remediation operations, which were previously solely identified as eligible, are now also assessed for alignment.

The group consists of subsidiaries (fully consolidated entities), joint ventures and associates. For segment reporting purposes, the turnover, OpEx or CapEx of joint ventures are included in proportion to the group’s interest in the joint venture, whereas they are excluded from the official IFRS figures. As the EU Taxonomy Regulation is based on the official IFRS figures, neither joint ventures nor associates are included. In addition, DEME is active in several joint operations and includes its turnover, expenses, assets and liabilities from these activities based on its interest in these joint operations within its Financial Statements. Only joint operation turnover that can be allocated to specific projects or assets is included.

2.1.2.2. Taxonomy-aligned turnover

The Taxonomy-aligned turnover refers to the turnover associated with taxonomy-aligned economic activities as a proportion of the total turnover. Turnover from the Offshore Energy, Dredging & Infra, and Environmental segments is project-based and evaluated individually per project. These projects involve activities related to offshore wind, infrastructure works including rail infrastructure, and remediation of polluted sites among others. Turnover related to soil and sediment treatment is asset-based and assessed per asset. Some projects have multiple scopes, not all of which can be linked with the EU Taxonomy. For example, constructing a tunnel for both rail and road transportation, where only the rail transportation scope is eligible. When the turnover from a project cannot be fully identified as eligible, an allocation key is used to assign turnover from the project or asset contributing to the Taxonomy-eligible activity.

DEME’s eligible and aligned activities continued to expand in 2024, with 45% of the group’s turnover now classified as eligible and 42% as aligned, compared to 42% and 33% in 2023, respectively. This growth is primarily driven by the group’s involvement in additional offshore wind projects. Additionally, as from 2024 the EU Taxonomy requires companies to report alignment with all six environmental objectives, resulting in the inclusion of some of DEME’s environmental activities in the taxonomy-aligned turnover.

2.1.2.3. Taxonomy-aligned CapEx

The EU Taxonomy Regulation defines CapEx as investments in tangible and intangible assets that contribute to Taxonomy-aligned economic activities. This includes the capitalized expenditures related to assets or processes associated with Taxonomy-aligned economic activities as a proportion of DEME’s CapEx - that is accounted for based on IAS 16 (73: (e)(i) and (iii)), and IAS 38 (118: (e) (i))) - though corrected for cash corrections and business combinations, and added with IFRS 16 investments (53: (h)).

For DEME, a significant portion of the investment made within a reporting year pertains to its fleet. While turnover is assessed per project to determine eligibility and alignment, CapEx is asset-related and typically cannot be precisely attributed to one specific project. The segmentation of DEME’s fleet is based on the nature of the equipment dedicated to the activities of a specific segment. An overview of the DEME fleet is outlined in Chapter 08. Appendix-Fleet and equipment. DEME vessels are continuously deployed on various projects worldwide; therefore, a geographical segmentation is not applicable.

The CapEx calculation is based on DEME’s yearly investment plan, with most Taxonomy-eligible and aligned CapEx related to constructing, upgrading, and maintaining vessels working for DEME’s offshore wind activities. Reference is made to Chapter 06. Financial Statements – Note (7) – property, plant and equipment.

For vessels that perform work for both Taxonomy-eligible and non-eligible projects, the CapEx is allocated based on an allocation key. This key is derived from the contribution of that type of vessel to Taxonomy-eligible and non-eligible generated turnover. There is no differentiation between eligible and aligned CapEx, as DEME’s activities related to offshore wind are highly likely to be aligned when eligible. Furthermore, most of the vessels are not assigned to one specific offshore wind project and contribute to multiple projects, maintaining consistent scope and execution whether the project is eligible or aligned.

Taxonomy-eligible and aligned CapEx remained relatively consistent at 47% and 46% respectively, compared to 49% in 2024. All aligned CapEx pertains to investments made for activities that contribute to EU Taxonomy activities 4.3, 6.14, 2.4, and 2.7. The majority of this CapEx is associated with DEME vessels, which are involved in the installation and construction of offshore wind farms (activity 4.3). In 2024, the investment primarily focused on the ‘Yellowstone’, a new fallpipe vessel.

2.1.2.4. Taxonomy-aligned OpEx

In accordance with the EU Taxonomy Regulation, DEME has assessed its operational expenditure (OpEx) based on the prescribed definition, which includes a restrictive list of non-capitalized costs related to R&D, short-term leases, maintenance and repairs, and other direct expenditures necessary for the continued functioning of assets. Reference is made to Chapter 06. Financial Statements – Note (5) – intangibles and Financial Statements - Note (23) lease liabilities. Overheads, raw materials, employee costs related to operating equipment, and other costs specified by the regulation are excluded from this calculation.

Given DEME’s business model, the EU Taxonomy Regulation- defined OpEx is limited to non-capitalized maintenance expenses (as maintenance costs are largely included within capital expenditure), short-term lease costs, and certain R&D costs. Many non-capitalized R&D activities are conducted through associates (companies accounted for using the equity method) and therefore are not included in the EU Taxonomy scope. Additionally, most of DEME’s R&D expenses pertain to employee costs, which are excluded under the Taxonomy definition. As a result, the total EU Taxonomy-defined OpEx represents less than 5% of DEME’s total reported OpEx. Since the operational expenditure according to the Taxonomy definition is not significant to DEME’s business model, the company applies the exemption provided by the Commission Delegated Regulation (EU) 2021/2178, reporting the numerator of the OpEx KPI as zero. The total value of the OpEx denominator for 2024 has been calculated to be 145,631,222 euro.

Economic Activities

(1) Substantial contribution criteria	2024 Financial year	N	Proportion of turnover from products or services associated with Taxonomy-aligned economic activities	Disclosure covering year: 2024
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1. Environmentally sustainable activities (Taxonomy-aligned)
Infrastructure for rail transport	CCM 6.14.	73,055,797	1.8%	Y
Remediation of contaminated sites and areas	PPC 2.4.	22,820,582	0.6%	N/EL
Sorting and material recovery of non-hazardous waste	CE 2.7.	94,648,133	2.3%	N/EL
Electricity generation from wind power	CCM 4.3.	1,525,873,389	37.2%	Y
Turnover of environmentally sustainable activities (Taxonomy-aligned) (A.1.)		1,716,397,901	41.9%	39.0%
Of which enabling		73,055,797	1.8%	1.8%
Remediation of contaminated sites and areas	PPC 2.4.	76,494,482	1.9%	N/EL
Sorting and material recovery of non-hazardous waste	CE 2.7.	21,359,533	0.5%	N/EL
Electricity generation from wind power	CCM 4.3.	51,505,315	1.3%	EL
Turnover of Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (A.2.)		149,359,330	3.6%	1.3%

	2024 Financial year	N	Proportion of turnover from products or services associated with Taxonomy-aligned economic activities	Disclosure covering year: 2024
A.1. Environmentally sustainable activities (Taxonomy-aligned)
Infrastructure for rail transport	CCM 6.14.	73,055,797	1.8%	Y
Remediation of contaminated sites and areas	PPC 2.4.	22,820,582	0.6%	N/EL
Sorting and material recovery of non-hazardous waste	CE 2.7.	94,648,133	2.3%	N/EL
Electricity generation from wind power	CCM 4.3.	1,525,873,389	37.2%	Y
Turnover of environmentally sustainable activities (Taxonomy-aligned) (A.1.)		1,716,397,901	41.9%	39.0%
Of which enabling		73,055,797	1.8%	1.8%
Remediation of contaminated sites and areas	PPC 2.4.	76,494,482	1.9%	N/EL
Sorting and material recovery of non-hazardous waste	CE 2.7.	21,359,533	0.5%	N/EL
Electricity generation from wind power	CCM 4.3.	51,505,315	1.3%	EL
Turnover of Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (A.2.)		149,359,330	3.6%	1.3%

DEME Annual Report 2024

Turnover

Economic Activities (1)	Code (2)	Turnover (3)	Proportion of Turnover, year N (4)	Climate Change Mitigation (5)	Climate Change Adaptation (6)	Water (7)	Pollution (8)	Circular Economy (9)	Biodiversity (10)	Climate Change Mitigation (11)	Climate Change Adaptation (12)	Water (13)	Pollution (14)	Circular Economy (15)	Biodiversity (16)	Minimum Safeguards (17)	Proportion of Taxonomy-aligned (A.1.) or -eligible (A.2.) Turnover, year N-1 (18)	Category enabling activity (19)	Category transitional activity (20)
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1. Environmentally sustainable activities (Taxonomy-aligned)
Infrastructure for rail transport	CCM 6.14.	7,804,681	2.0%	Y	N	N/EL	N/EL	N/EL	N/EL	Y	Y	Y	Y	Y	Y	Y	39.0%	2.0%	0.0%
Sorting and material recovery of non-hazardous waste	CE 2.7.	636,983	0.2%	N/EL	N/EL	N/EL	N/EL	N/EL	Y	Y	Y	Y	Y	Y	Y	Y	40.2%	0.0%	0.0%
Electricity generation from wind power	CCM 4.3.	170,005,370	44.1%	Y	N	N/EL	N/EL	N/EL	N/EL	Y	Y	Y	Y	Y	Y	Y	0.0%	0.0%	0.0%
CapEx of environmentally sustainable activities (Taxonomy-aligned) (A.1.)		178,447,033	46.3%
Of which enabling		7,804,681	2.0%
Of which transitional		0	0.0%
A.2. Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities)
Remediation of contaminated sites and areas	PPC 2.4.	0	0.0%	N/EL	N/EL	N/EL	N/EL	N/EL	N/EL	Y	Y	Y	Y	Y	Y	Y	40.2%	0.0%	0.0%
Sorting and material recovery of non-hazardous waste	CE 2.7.	1,701,949	0.4%	N/EL	N/EL	N/EL	N/EL	N/EL	Y	Y	Y	Y	Y	Y	Y	Y	0.0%	0.0%	0.0%
Electricity generation from wind power	CCM 4.3.	0	0.0%	EL	N/EL	N/EL	N/EL	N/EL	N/EL	Y	Y	Y	Y	Y	Y	Y	0.0%	0.0%	0.0%
CapEx of Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (A.2.)		1,701,949	0.4%
A. CapEx of Taxonomy-eligible activities (A.1.+A.2.)		180,148,982	46.8%
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
CapEx of Taxonomy-non-eligible activities		205,104,575	53.2%
Total		385,253,557	100.00%

Proportion of CapEx / Total CapEx

	Taxonomy-aligned per objective	Taxonomy-eligible per objective
CCM	46.2%	46.2%
CCA	0.0%	0.0%
WTR	0.0%	0.0%
CE	0.2%	0.6%
PPC	0.0%	0.0%
BIO	0.0%	0.0%

Economic Activities (1)	CapEx (3)	Proportion of Turnover, year N (4)
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1. Environmentally sustainable activities (Taxonomy-aligned)
CapEx of environmentally sustainable activities (Taxonomy-aligned) (A.1.)	0	0.0%
Of which enabling	0	0.0%
Of which transitional	0	0.0%
A.2. Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities)
OpEx of Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (A.2.)	0	0.0%
A. OpEx of Taxonomy-eligible activities (A.1.+A.2.)	0	0.0%
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
OpEx of Taxonomy-non-eligible activities	145,631,222	100.0%
Total	145,631,222	100.0%

Proportion of OpEx / Total OpEx

	Taxonomy-aligned per objective	Taxonomy-eligible per objective
CCM	0.0%	0.0%
CCA	0.0%	0.0%
WTR	0.0%	0.0%
CE	0.0%	0.0%
PPC	0.0%	0.0%
BIO	0.0%	0.0%

Economic Activities (1)	Opex (3)	Proportion of Turnover, year N (4)
A. TAXONOMY-ELIGIBLE ACTIVITIES
A.1. Environmentally sustainable activities (Taxonomy-aligned)
OpEx of environmentally sustainable activities (Taxonomy-aligned) (A.1.)	0	0.0%
Of which enabling	0	0.0%
Of which transitional	0	0.0%
A.2. Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities)
OpEx of Taxonomy-eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) (A.2.)	0	0.0%
A. OpEx of Taxonomy-eligible activities (A.1.+A.2.)	0	0.0%
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES
OpEx of Taxonomy-non-eligible activities	145,631,222	100.0%
Total	145,631,222	100.0%

2.1.2.5. Disclosures on nuclear and fossil gas related activities

DEME’s marine engineering works related to the Hinkley Point C nuclear power plant in the UK are not included under the relevant EU Taxonomy activities. This is because Activities 4.27 and 4.28 of the EU Taxonomy require that the construction permit be issued by the competent authorities of an EU Member State. Since Hinkley Point is in the UK, these activities are outside the scope of the EU Taxonomy. In 2024, DEME did not engage in, finance, or have exposures to any fossil gas-related activities as outlined in the Template provided in Annex XII to Commission Delegated Regulation (EU) 2021/2178.

Nuclear energy related activities

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1. The undertaking carries out, funds or has exposures to research, development, demonstration and deployment of innovative electricity generation facilities that produce energy from nuclear processes with minimal waste from the fuel cycle.	No
2. The undertaking carries out, funds or has exposures to construction and safe operation of new nuclear installations to produce electricity or process heat, including for the purposes of district heating or industrial processes such as hydrogen production, as well as their safety upgrades, using best available technologies.	No
3. The undertaking carries out, funds or has exposures to safe operation of existing nuclear installations that produce electricity or process heat, including for the purposes of district heating or industrial processes such as hydrogen production from nuclear energy, as well as their safety upgrades.	No

Fossil gas related activities

Feedback
4. The undertaking carries out, funds or has exposures to construction or operation of electricity generation facilities that produce electricity using fossil gaseous fuels.	No
5. The undertaking carries out, funds or has exposures to construction, refurbishment, and operation of combined heat/cool and power generation facilities using fossil gaseous fuels.	No
6. The undertaking carries out, funds or has exposures to construction, refurbishment and operation of heat generation facilities that produce heat/cool using fossil gaseous fuels.	No

2.2. Climate resilience & climate-related impacts, risks and opportunities

SBM-3 E1.SBM-3 E1.IRO-1

The following sections describe the process and methodology of DEME’s climate resilience analysis, as well as its outcome regarding the identification and assessment of its climate-related risks. For a more detailed description on climate related impacts and opportunities we refer to section 2.4 ESRS E1 GHG emissions and Section 2.3 Environmental – Energy Transition respectively.

2.2.1. Climate resilience analysis

In 2024, DEME conducted a climate resilience analysis using scenarios from the Intergovernmental Panel on Climate Change (IPCC).# 2.2. CLIMATE CHANGE IMPACTS AND RISKS

This initial qualitative analysis examined the potential impacts of climate change, focusing on physical and transition risks relevant to DEME’s own operations. Physical risks include impacts from climate change, such as extreme weather, wind pattern changes, sea level rise, and more precipitation. Transition risks are business risks from moving towards a low-carbon economy. They include policy changes, technological advancements, and shifts in market preferences. These can impact operations, reputation, and asset values.

2.2.1. Scope

Physical and transition risks have been evaluated separately based on two distinct IPCC scenarios. DEME conducted a climate scenario analysis using the Representative Concentration Pathway (RCP) 8.5 ‘worst-case’ scenario to identify potential ‘physical risks’ that could affect specific structures. RCPs are climate change scenarios developed by the IPCC to project future greenhouse gas concentrations. This analysis focused on offshore renewables Engineering, Procurement, Construction, and Installation (EPCI) projects, aiming to assess the resilience of structures such as cables and foundations against anticipated physical risks due to climate change.

DEME has also conducted a climate scenario analysis using the RCP 2.6 ‘best-case’ scenario to evaluate potential transition risks affecting its global operations. This scenario was applied with a broad analytical scope, encompassing the entire business rather than a specific subset of assets or structures. Through this approach, DEME identified key ‘transition risks’ that could materially impact its own operations under a low-emissions economy transition pathway. These risks include potential increases in regulatory and compliance pressures, reputational risks, as well as market and technological risks. DEME recognizes that these transition risks could affect revenue streams, operational costs, and strategic positioning in the global market.

2.2.1.1. IPCC scenario selection and methodology

The IPCC scenarios, particularly the worst-case (RCP 8.5) and best-case (RCP 2.6), highlight several climate-related risks that could significantly impact DEME’s operations:

RCP 8.5 (worst-case scenario): The IPCC’s RCP8.5 scenario has been selected as the baseline climate scenario for DEME’s projects due to its pessimistic outlook on climate change. This selection ensures a prudent approach in assessing climate risks associated with DEME’s projects. The projected changes in climate risk for the period 2041-2060, relative to the 1995-2014 baseline, were considered under this scenario. This timeframe offers greater certainty in identifying future climate change risks compared to longer-term horizons. Additionally, given that the typical lifespan of offshore structures is approximately 20-25 years, focusing on a period during which they will be operational ensures that the assessed risks are directly relevant.
To enhance our understanding of the physical climate-related risks at our operational locations, we conducted an assessment using geospatial data specific to these sites at a regional level. A 4-step approach was used to conduct the climate resilience analysis at the project level:
— Step 1: Identification of the services and structures at risk, along with their expected operational lifetime
— Step 2: Preliminary screening based on project location, identifying climate hazards that could potentially affect structures, resources and service continuity
— Step 3: Climate risk vulnerability assessment based on the likelihood and magnitude of the impacts of the climate-related risks
— Step 4: Elaboration of adaptation solutions plan in the case risks appear as significant

The table below further details physical climate change impacts that were considered to determine the potential exposure of the structures to climate-related hazards.

	Temperature related	Wind related	Water related
Chronic	Temperature increase	Increase wind speed	Ocean acidification
		Changes in wind patterns	Sea level rise
			Increase/decrease in average precipitation
Acute		Increase frequency/strength of storms	Flood
			Drought

To evaluate physical climate risks, we assessed both the likelihood and severity of impacts. We applied a uniform scale based on IPCC guidance for likelihood ratings and relied on expert judgment for severity scores, consulting with engineers and project designers. We used a risk matrix to classify physical risk levels as insignificant, low, moderate, high, or extreme. High or extreme risks are priority risks, indicating significant vulnerability and recommending mitigation actions or adaptations. The assessment considered the structures’ 25-year operational lifespan. Our considerations included structures and resources (e.g. wind power plants), and services (e.g. electricity production), that could be affected by climate hazards.

RCP 2.6 (best-case scenario): RCP 2.6, represents the most optimistic scenario, aiming to limit global temperature rise to below 2°C above pre-industrial levels by the end of the century, aligning with the goals of the Paris Agreement. This would require aggressive reduction measures and large-scale carbon dioxide removal efforts, like afforestation, carbon capture, and storage technologies. Achieving RCP 2.6 would also necessitate global cooperation in implementing strict policies and technologies that reduce emissions from sectors like energy, transport, industry, and agriculture.

2.2.2. Physical climate risks

In its evaluation of the physical climate risks, DEME used a dual approach. The first focus was on assessing the risks related to its maritime operations and the operability of vessels. The second focus was on evaluating the resilience of structures - such as foundations and cables - designed and delivered through DEME’s offshore EPCI projects. Both aspects are essential; however, the analysis shows that managing climate risks related to maritime operations is of greater strategic importance due to their significant contribution to DEME’s overall activities.

DEME’s vessels are the company’s main assets. A key result of the climate resilience analysis indicates that climate- related impacts may affect all of DEME’s maritime operations through increased project downtime due to extreme weather conditions, leading to delays, higher costs, and safety risks. To address these issues, DEME has integrated physical climate risk management into its business practices. By monitoring weather conditions and using advanced forecasts, operations are adjusted proactively to reduce disruptions and improve safety and efficiency. Contracts include weather delay clauses and casualty insurance covers asset damage from extreme conditions. When a loss occurs, the negative impact on the result that is not covered or refunded by the client is considered in the end project margin or recognized in expenses in the related reporting period.

For DEME’s offshore wind EPCI activities, the climate resilience analysis revealed that these operations are predominantly affected by physical climate risks stemming from changes in ocean and cryosphere conditions. The assessment indicated moderate impacts on the structures, confirming their ability to endure the identified climate risks, while maintaining performance under changing conditions. As a result, the physical risks associated with the structures engineered and built by DEME, such as foundations and cables, are considered negligible. The structures’ robust design ensures resilience against extreme weather conditions throughout their entire lifespan. Whenever relevant, DEME adheres to sector-specific design codes and standards that consider future climate change effects based on the expected design life of its structures. By following these standards, DEME addresses potential impacts of climate change, aiming to ensure the safety and durability of its infrastructures.

2.2.3. Climate transition risks

Conducting a climate resilience analysis for mid- and long- term horizons to assess a company’s transition risk presents significant challenges due to uncertainties regarding potential government regulations (‘policy and legal risks’), technological developments (’innovation and new technologies’), and client requirements (’market and reputational risks’). DEME operates globally, and our projects are located in various regions, each subject to different jurisdictional requirements. However, under the RCP 2.6 scenario, which aims to limit global warming to below 2°C, DEME faces significant climate transition risks arising from the tightening of global climate policies. Concurrently, the RCP 2.6 scenario underscores the importance of climate-resilient infrastructure and the production of renewable energy - areas where DEME is strategically positioned. As a provider of adaptive solutions, DEME is prepared to meet the growing demand for services that enhance resilience, such as coastal protection, sustainable dredging, and railway infrastructures. Additionally, DEME’s significant role in renewable energy reinforces its contribution to advancing low carbon, sustainable energy solutions. For a more detailed description on the topic ‘Energy Transition’ please refer to section 2.3 Environmental – Energy Transition.

2.2.3.1. Policy and legal risks

Carbon taxes and other regulatory initiatives addressing GHG emissions present a significant risk for DEME, as a major portion of its consolidated turnover is generated in regions where an Emissions Trading System (‘ETS’) or carbon tax is implemented, scheduled for implementation, or under consideration. These regions include Europe (e.g., EU ETS, Fuel EU Maritime), Asia (e.g., China national ETS), North America (e.g., Canada Output-Based Pricing System), South America (e.g., Argentina carbon tax), and globally (e.g., revised IMO Strategy on reduction of GHG emissions from ships).# 07 — Sustainability statements

DEME Annual Report 2024

Carbon taxes and emissions trading systems can result in direct costs for DEME and may also increase the prices of products and services within the supply chain (e.g., steel, glass, concrete). More specifically the European Union Emissions Trading System (EU ETS), the world’s largest carbon market, was initially established in 2005 as a market-based mechanism to tackle GHG emissions within the EU. While it primarily targeted energy-intensive sectors such as power generation and manufacturing, there have been recent developments. Directive (EU) 2023/959 of 16 May 2023 provides for the inclusion of GHG emissions from maritime transport activities into the existing EU ETS. These are now incorporated in the overall ETS cap, which defines the maximum amount of greenhouse gases that can be emitted, economy-wide, within the EU under the system. The cap is reduced over time to ensure that all ETS sectors contribute to the EU’s climate objectives. Shipping companies, including owners of offshore ships, are mandated to (i) report their emissions under the Monitoring, Reporting, and Verification (MRV) regulation (Regulation EU) 2023/957) and (ii) acquire and surrender (use) EU ETS emission allowances for each ton of reported CO₂ emissions, according to Directive (EU) 2023/959. The obligation to surrender ETS emission allowances applies to cargo and passenger ships of or above 5,000 gross tonnage (gt) from 2024 and extends to offshore ships of the same tonnage from 2027. On 16 October 2024, the European Commission adopted a delegated act amending Regulation (EU) 2015/757 (MRV), clarifying GHG monitoring obligations and ETS compliance for specific offshore vessels, including dredgers, wind turbine installation vessels, cable/pipe laying and/or jack-up vessels, among others. The ETS system for maritime transport activities covers (i) 50% of emissions from voyages starting or ending outside of the EU and (ii) 100% of emissions that occur between two EU ports and when ships are within EU ports. During the transition phase, shipping companies will go through a gradual implementation process within the ETS: for cargo and passenger ships, 40% of their emissions reported in 2024 are required to be surrendered in 2025, followed by 70% of emissions reported in 2025 to be surrendered in 2026, and then 100% as of 2027. For offshore ships, 100% of their emissions reported in 2027 will have to be surrendered in 2028. In addition, methane (CH₄) and nitrous oxide (N₂O) emissions from maritime activities will be subject to control starting from 2024. Considering the adoption of Commission Delegated Regulation (EU) 2024/3214, DEME, in its capacity as an offshore shipowner, would be expected to commence reporting emissions under the MRV from 1 January 2025. Subsequently, DEME would be required to surrender for the first time 100% of the emissions of its offshore ships reported in 2027 by the year 2028.

2.2.3.2. Innovation and new technology

The transition risk that exists because of changes in public sector policies is interrelated with the risk of potential costs following innovation and new technologies. Reference is made to section 02. Environmental where the group’s targets are described related to GHG emission reduction and the fleet. These targets were set to further increase energy efficiency, to reduce GHG emissions directly, and to be able to make the switch to the use of future zero carbon or net-zero fuels in the long run. However, there remains a significant level of uncertainty regarding the specific fuels that will dominate the future market, their availability, and the capacity for bunkering. Consequently, estimating the precise investment required to fully prepare DEME’s fleet for the transition to these future fuels is challenging. The investment costs will heavily rely on further innovations and technological breakthroughs. Technology transition risk also refers to the risk of obsolescence (stranded assets) that may arise from advancements in technology. This can lead to the replacement of older assets or processes by newer, more resilient, more energy-efficient ones, resulting in loss of competitiveness. Technology transition risks are being managed by regularly monitoring industry trends and investing in research and development to stay ahead of technological advancements.

2.2.3.3. Market response and reputational risks

Reputational risk for DEME, in this context, refers to any factor that could potentially undermine stakeholder trust and confidence in the company’s commitment to climate change mitigation and adaptation. Given DEME’s strong market position and the nature of its business, which centers on renewable energy and environmental solutions, reputational risks in this area appear to be low. However, to maintain its role, DEME must continue to meet stakeholder expectations by delivering on its commitments to energy efficiency, GHG emission reduction and to the energy transition. By consistently meeting these expectations, DEME sustains a low reputational risk profile and reinforces its market standing as a trusted provider of climate adaptation and energy transition solutions.

2.2.3.4. Summary of transition risks

Type of transition risk	+/-	Description of the risk	Description of the impact	Magnitude of the impact	Mitigation measures
Policy & Legal	-	Stringent climate regulation, particularly in Europe	Obligation to surrender ETS emission allowances	DEME would be required to surrender for the first time 100% of the emissions of its offshore ships reported in 2027 by the year 2028	Clauses in DEME’s contracts
Innovation & Technology	-	Transition towards low-carbon technologies	Energy efficiency Fuels determine a substantial part of the operational costs of vessels	Monitoring trends and investing in R&D
Market response & Reputational risk	+	Growing market demand for low-carbon infrastructure	Trust of stakeholders	Consistently meet expectations	Trust of stakeholders

The impact of potential costs is subject to pass-through clauses in the contract that are different for every project. As of 31 December 2024, no EU ETS emission allowances or renewable energy certificates are included in the consolidated statement of financial position, nor did the group account for a liability related to GHG emissions. No current material impacts on financial reporting judgement and estimates arising from climate transition risk were identified for the financial year 2024. Reference is also made to section 2.4.12. Anticipated financial effects from material physical and transitional risks and potential climate-related opportunities.

2.2.4. Outcome climate resilience analysis

This initial qualitative assessment lays the groundwork for broader future evaluations that will incorporate quantitative data and encompass the full scope of DEME’s operations. The climate resilience analysis identified that the primary physical risks to DEME’s maritime operations are linked to extreme weather events. These weather events could have an impact on the vessels’ operability, which could lead to project downtime and delays, as well as increased operational costs. However, DEME already integrates climate data projections into its operational processes, enabling the company to optimize fleet operations, enhance crew safety, and minimize disruptions. A climate scenario-based analysis was conducted to assess the physical climate risk resilience of offshore structures designed and built by DEME. The evaluation used the IPCC’s RCP 8.5 scenario, representing a worst-case climate projection. The results indicate that DEME’s offshore structures, including cables and foundations, are resilient to the assessed climate risks. A 25-year operational lifespan was considered to ensure these structures can adapt to future climate conditions. The analysis also identifies transition risks for DEME’s entire business under the RCP 2.6 scenario, such as increased regulatory costs and potential changes in market demand. However, DEME is strategically positioned to capitalize on additional opportunities within the renewable energy sector, thus contributing to the shift towards a low carbon economy. DEME’s proactive measures to address transition risks demonstrate a commitment to long-term resilience in a rapidly evolving regulatory landscape. By adopting lower-carbon fuels, enhancing vessel energy efficiency, and employing specific contractual arrangements, DEME mitigates the financial impacts of stricter legal policies while maintaining its reputation for sustainability. As global climate policies tighten, DEME’s forward-looking approach and adaptability will enable it to meet new requirements and minimize the risk of reputational and financial setbacks in the transition to a low-carbon economy. Reference is made to Chapter 06. Financial Statements - section disclosures related to climate related matters.

2.3. ESRS 1 Entity-specific Energy transition (material)

ESRS1 ENTITY-SPECIFIC E1.IRO-1 SBM-3 The energy transition is crucial for several reasons. Firstly, it helps mitigate climate change by reducing GHG emissions through the shift from fossil fuels to renewable and clean energy sources. This transition is essential to avoid severe impacts such as extreme weather events, rising sea levels, and loss of biodiversity. Secondly, it boosts economic growth and energy independence by creating new industrial opportunities and jobs, reducing reliance on imported fossil fuels, and enhancing national energy security. Lastly, it improves public health and well-being by reducing pollutants from fossil fuel combustion.

2.3.1. DMA - Description of the processes to identify impacts, risks and opportunities

DEME has identified ‘Energy transition’ as a material topic.# Sustainability Statements

2.3.2. Material positive impact

Offshore renewable energy technologies play a significant role in reducing GHG emissions, which are key contributors to global warming. DEME is a pioneer in the offshore wind power industry, acknowledging its critical importance in the global energy transition and its substantial impact on mitigating greenhouse gas emissions. According to the 2020 IEA Sustainable Recovery Report, annual direct CO₂-emissions avoided per gigawatt (GW) of offshore wind energy amount to 3.5 million tons (Mt) of CO₂ compared to unabated coal, and 1.6 Mt of CO₂ compared to natural gas.

2.3.3. Material opportunity

Global energy demand and the push for cleaner fuels are driving transformative changes. The International Energy Agency’s (IEA) World Energy Outlook 2023 report shows clean energy investments almost reaching 2 trillion USD annually, nearly double the spending on oil, gas, and coal. This shift underscores the importance of clean energy technologies. The Q3 2024 4C Offshore Market Overview Report shows a positive outlook for global offshore wind, with an estimated 250+ GW of capacity by 2030. The report underscores the need to address supply chain issues, technological challenges, and policy considerations to maintain momentum. Adaptability and innovation will be crucial for achieving offshore wind energy’s full potential and meeting global renewable energy goals.

In offshore renewables, DEME handles the full Balance of Plant scope for wind farms, including foundations, turbines, inter-array and export cables, and substations. We accommodate various contract structures, from Transport and Installation (T&I) to Engineering, Procurement, Construction, and Installation (EPCI) agreements. DEME also provides Operations and Maintenance, logistics, repair, and decommissioning services.

The energy transition provides a material opportunity for DEME to expand its Offshore Energy segment. DEME’s initiatives to address climate change offer additional prospects. With expertise and resources in offshore energy, DEME is working on renewable energy infrastructure, supporting offshore wind projects, and improving the production, storage, and transportation of renewable energy, contributing to a sustainable and secure energy future.

The financial effects from the material opportunity realized or to be realized in the offshore energy business can be found in Chapter 06. Financial Statements - note (1) – Turnover and orderbook.

2.3.4. Policies and actions

Although there are no specific policies related to the offshore wind activities, DEME’s governance framework and general policies are designed to ensure the successful execution of offshore wind projects while adhering to the highest standards of safety, excellence and sustainability.

To anticipate and capitalize on the growth in the offshore wind sector, DEME has undertaken several strategic actions. Firstly, DEME continues to invest in state-of-the-art vessels and equipment tailored for offshore wind projects. This includes the acquisition of new cable laying vessels and the upgrade of existing installation vessels to handle larger wind turbine components. Secondly, the company is at the forefront of developing and implementing innovative technologies for offshore wind installation, such as advanced foundation designs. Thirdly, DEME collaborates with key stakeholders, including governments, energy companies, and technology providers, to drive forward offshore wind initiatives and ensure project success. Lastly, DEME integrates sustainability into its project execution, focusing on reducing the carbon footprint of its operations and enhancing the environmental benefits of offshore wind projects.

2.3.5. Tracking the effectiveness of policies and actions

Progress in the energy transition is monitored through alignment with relevant EU Taxonomy activities that support the energy transition. For 2024, this alignment is restricted to activity ‘4.3 Electricity generation from wind power’ as outlined in Section 2.1 on the Disclosures pursuant to Article 8 of Regulation 2020/852 (Taxonomy Regulation). Each year, DEME reviews and updates its list of EU Taxonomy activities, which means that in the future, alignment with the energy transition will not be limited to activity 4.3 but may also include other relevant EU Taxonomy activities that support the energy transition.

The following table illustrates the progress in EU Taxonomy alignment concerning turnover related to activity 4.3 over the past two years. The aligned turnover experienced an increase of nearly 20% between 2023 and 2024. This growth is mainly attributed to the expansion of DEME’s portfolio with new projects in the renewable energy sector. While previously assessed projects continued to contribute to the alignment percentage, the inclusion of additional renewable projects further enhanced the overall alignment percentage. DEME has not established a specific target for eligibility or alignment with EU Taxonomy, as this is subject to variability in the orderbook and executed projects.

	2024	2023
EU Taxonomy activity ‘4.3 Electricity generation from wind power’
% turnover eligible	38%	34%
% turnover aligned	37%	31%

2.4. ESRS E1 Greenhouse gas emissions (material)

Greenhouse gas emissions are gases in the atmosphere that can absorb infrared radiation, trapping heat and creating a greenhouse effect. DEME is active in a sector with high GHG emissions intensity, contributing to global warming.

E1.IRO-1 E1-1 E1-2 E1-3 E1-4 E1-5 E1-6 E1-7 E1-8 E1-9

2.4.1. DMA - Description of the processes to identify impacts, risks and opportunities

The topic of ‘Greenhouse gas emissions’ is material for DEME from an impact perspective due to its significant environmental and societal implications. It is also being assessed as material from a financial perspective since GHG emissions may significantly impact DEME’s future results, primarily due to the financial impact of upcoming Emissions Trading Systems on our industry. This is further detailed in sections 1.4 Double Materiality Assessment and 2.2. Climate resilience and Climate-related impacts, risks and opportunities.

2.4.2. Decarbonization roadmap

Reducing GHG emissions and addressing climate change are critical objectives for the international community. The 1.5°C target set by the Paris Agreement underscores the need for substantial global emission reductions by 2050, and DEME is committed to achieving climate-neutral operations by 2050 (Scope 1 & 2).

A central focus for DEME is the reduction of GHG emissions within our operations and across our value chains. Our direct GHG emissions are primarily associated with our vessel fleet. Indirect GHG emissions from our value chain activities (Scope 3) can mainly be attributed to the procurement of goods and services, capital goods, fuel- and energy-related activities not included in Scope 1 or Scope 2, business travel and upstream leased assets.

To achieve our 2050 objective, we have implemented a roadmap based on three decarbonization levers: operational efficiency, technical efficiency, and fuel shift. We have also set an intermediate GHG intensity target to reduce 40% of our fleet’s GHG emissions per dredged m³ or installed MW by 2030 compared to the base year 2008.

DEME has consistently focused on enhancing the operational efficiency of its fleet and productivity and incorporating fuel-saving technologies, which has resulted in a decrease in GHG intensity. However, the fuel shift remains a challenging lever, as DEME cannot action it indefinitely on its own. Rather, a coherent and generalized adoption of alternative fuels throughout the value chain must be promoted.

In the short to mid-term, DEME is concentrating on integrating transitional low-carbon fuels such as (bio)LNG and (blends of) biofuels. Despite the current absence of regulations mandating or incentivizing the use of low carbon fuels in the energy mix in the maritime offshore sector, DEME has proactively committed to incorporating low carbon fuels into its Sustainability-linked Loan Agreements since 2022, as further detailed in Chapter 06. Financial Statements – Note (21) Interest-bearing debt and net financial debt. However, the uptake quantity of low-carbon fuels in 2024 indicates that sustaining these efforts on a voluntary basis presents substantial challenges. The limited market for low carbon fuels in our operational region and the fact that there is no widespread adoption in our industry are significant obstacles to our goals.

On the medium to long-term, DEME’s business model and decarbonization strategy must continue to evolve, and we also face several other significant challenges. These include persistent uncertainties regarding the availability and scalability of new technologies, determining which specific (net) zero carbon fuel types will dominate future markets, their availability and the capacity for worldwide bunkering.

The path towards decarbonization is complex. Rather than setting ambitious targets without concrete actions, DEME prioritizes year-on-year progress through operational excellence, available technologies, and innovation. It is crucial to further integrate and align our decarbonization plan with DEME’s overall business strategy and financial planning.# DEME Annual Report 2024

2.4.3. Policies

DEME has established a comprehensive Energy & Greenhouse Gas Emissions Policy. The policy outlines our objectives concerning energy efficiency and the reduction of GHG emissions, as well as the methodologies we intend to employ to achieve these goals. The CEO holds the highest level of accountability for policy implementation. Specifically, DEME aims to:

Enhance energy efficiency within its operations
Achieve climate-neutral operations by 2050 (Scope 1 & Scope 2)
Reduce GHG emissions from the operational fleet by 40% by 2030 compared to 2008 per unit of work
Mitigate GHG emissions across project value chains (Scope 3)

The Energy & Greenhouse Gas Emissions Policy currently does not contain a specific policy on climate change adaptation. The policy is inclusive of all activities and emphasizes collaboration across various departments, focusing on minimizing environmental impact and enhancing energy efficiency. It applies universally across the organization, encompassing both upstream and downstream value chains. The policy commits to adhering to multiple standards and initiatives, including ISO 14001 (Environmental Management System), ISO 14064-1 (Greenhouse Gas Reporting & Verification), and ISO 50001 (Energy Management System).

Under DEME’s ISO 50001 Energy Management System, five significant energy users (SEUs) have been identified: vessels, buildings, machinery and equipment, transport of people, and purchasing goods and services. This framework integrates energy management with GHG emission management. The DEME energy management team allocates resources to meet energy and emission targets focused on these SEUs. The strategy involves anticipating legislative changes, staying updated on new methods and measures, identifying energy-saving opportunities in processes and projects and maintaining transparency about emissions. DEME periodically reviews and adjusts performance indicators for its SEUs to maintain relevance and effectiveness. The annual Energy & Greenhouse Gas Emissions Management Review establishes the action plan, aligning it with significant energy users and considering internal and external contexts. The plan prioritizes key energy users and is implemented across various levels of the organization. Stakeholders and responsible individuals are informed through structured communication and transparency about emissions.

2.4.4. Actions regarding GHG emissions Scope 1 & 2

Based on comprehensive data collection, approximately 90% of DEME’s total global GHG emissions for Scope 1 and 2 can be attributed to its vessels. The remaining emissions from Scope 1 and 2 are distributed among buildings, machinery and equipment, and transport of people. Therefore, the following sections will focus on decarbonization strategies, implementation of key actions, and achieved emission reductions specifically related to DEME’s vessel fleet.

2.4.4.1. Decarbonization levers - vessel fleet

To mitigate the GHG emissions from our vessels, we have implemented a strategy based on three decarbonization levers:

Operational Efficiency: This lever aims to enhance productivity while minimizing energy consumption. Over the years, initiatives to improve the operational efficiency and productivity of the fleet have led to a reduction in GHG intensity. These enhancements have been achieved through modernizing and upscaling the fleet, refining working methods, and implementing process improvements. Specific efforts include increasing payload capacity, sailing at ecological speeds when feasible, and ensuring just-in-time arrivals.
Technical Efficiency: The objective here is to deliver more energy on board with reduced fuel usage. Efforts focus on enhancing technical energy efficiency across the fleet and reducing emissions by implementing various measures. Initiatives include waste heat recovery systems that convert heat from exhaust gases into electrical energy, the utilization of flywheels and battery packs, and measures to boost propulsion efficiency.
Fuel Shift: This lever focuses on transitioning to less GHG-intensive fuel types.
Short and Medium-Term (Low Carbon Fuels): Low carbon fuels, such as (bio)LNG and blended biofuels, emit lower levels of CO₂ compared to conventional fuels like marine gas oil. By incorporating dual-fuel technology, vessels can operate on both LNG in gas mode and conventional fossil fuels in diesel mode, allowing for flexibility in fuel choice based on availability. Additionally, vessels can use biofuels or a mixture of fossil fuel and biofuel, contributing to reduced CO₂ and GHG emissions. Biodiesel, for instance, can be used as a ‘drop-in’ fuel without requiring modifications for storage, handling, and combustion.
Medium and Long-Term (Future Net-Zero Fuels, (Net) Zero Carbon Fuels): There is considerable interest in the potential of future fuels. Initial pilot projects are being conducted to gain experience with these fuels.

2.4.4.2. Implementation of key actions

Operational Efficiency: Over time, DEME has focused on enhancing the operational efficiency and productivity of its fleet, leading to a decrease in GHG intensity. In 2024, efforts were made to develop dashboards to monitor progress regarding operational efficiency. These dashboards show the relative fuel savings by year and are based on reported optimizations such as eco-maneuvering, hull cleaning, just-in-time arrivals, eco speed, specific project operational improvements and turning off non-essential consumers on board the vessels. Efforts were made to ensure regular and transparent communication with the crew, provide tools to support their initiatives on operational efficiency, and increase crew involvement through vessel visits and sharing of success stories.
Technical Efficiency: In 2023, the group launched a five-year investment plan amounting to approximately 30 million euros. The main goal of this initiative is to integrate fuel-saving technologies throughout the fleet. These technologies include propulsion optimization through combinator curves and propeller blade design, as well as variable frequency drives for pumps and fans to provide energy on demand.
Fuel shift: In 2024, approximately 15,000 tons of LNG and biofuel blends were bunkered. Alongside the current use of Low Carbon Fuels, DEME is initiating its first pilot projects to acquire practical knowledge with future (net) zero carbon fuels. Our new vessel ‘Yellowstone’, that joined the fleet in H1 2024, and has been converted from a bulk carrier to a fall pipe vessel (conversion mainly done in 2023), is set to become the sector’s pioneering dual-fuel fall pipe vessel. It is fully compliant with the latest emission standards and prepared for the use of (green) methanol.

DEME includes sustainability and ESG impact in all business cases and budget proposals as part of a full set of selection criteria before every future orientated business decision is taken. This approach currently means that additional OpEx and CapEx expenditures or resources specifically related to the decarbonization roadmap are not recorded separately. Capital investments must align with our sustainability goals and targets. However, investment and CapEx proposals are evaluated using an integrated approach that does not specifically account for additional resources and expenditures related to these sustainability targets. An illustrative example of this is the above-mentioned new vessel, ‘Yellowstone’. In addition to fully complying with the latest emission standards and being prepared for the use of green methanol, the vessel is equipped with a hybrid power plant featuring a 1 MWh Li-ion battery, which offers additional fuel-saving benefits.

Reference is made to Chapter 06. Financial Statements – note (7) – property, plant and equipment. For information regarding DEME’s capital investments in relation to the key performance indicators under Commissions Delegated Regulation (EU) 2021/2178, please refer to section 2.1 ‘Disclosures pursuant to Article 8 of Regulation 2020/852 (Taxonomy Regulation)’. As outlined in this section, all eligible and aligned CapEx pertains to investments made for activities that contribute to EU Taxonomy activities 4.3, 6.14, 2.4, and 2.7. The majority of this CapEx is associated with DEME vessels involved in the installation and construction of offshore wind farms (activity 4.3). In 2024, the investment primarily focused on the ‘Yellowstone’.

Finally, there remains a significant level of uncertainty regarding the specific fuels that will dominate the future market, their availability, and the capacity for bunkering. Consequently, estimating the precise investment required to fully prepare DEME’s fleet for the transition to these future fuels is challenging. The investment costs will heavily rely on further innovations and technological breakthroughs.

2.4.5. Actions regarding GHG emissions Scope 3

In 2024, DEME identified key categories to calculate Scope 3 GHG emissions.# Sustainability Statements

2.4.6. Tracking the effectiveness of policies and actions

Most emissions in our project value chain stem from the purchase of goods and services (such as concrete, steel, and cables), capital goods (newbuilding or conversion of vessels), upstream fuel- and energy-related activities, business travel (air miles for business trips), and upstream leased assets (fuel from third-party vessels). As part of supply chain decarbonization efforts, DEME initiated an engagement with core and strategic suppliers using a supplier assessment tool to evaluate the sustainability maturity of the supply chain. These suppliers span across various procurement categories and have been assessed and scored on different sustainability topics, including environmental and GHG reduction aspects, as well as labor and human rights, ethics, and sustainable procurement practices. Additionally, DEME enhanced its own sustainable procurement practices by appointing ‘champions’ within different procurement teams, strengthening governance of the sustainable procurement program, reviewing the Procurement Policy, and implementing procurement software, among other actions.

The following elaboration outlines the methods used for monitoring the application of the Energy and Greenhouse Gas (GHG) Emissions Policy and its key actions. DEME has not yet established absolute outcome-oriented targets for GHG emissions reduction. However, two alternative targets have been set, specifically addressing emissions from vessels. These targets aim to enhance energy efficiency, reduce the intensity of greenhouse gas emissions, and support the transition to net-zero or zero-carbon fuels in the long term. Both targets employ a relative approach and are considered gross targets; hence, GHG removals, carbon credits, or avoided emissions, will not be taken into account. The activities covered include those conducted by operating vessels, which constitute approximately 90% of DEME’s GHG emissions footprint (Scope 1 & Scope 2).

Target 1

Scope	DEME vessels	Target level	Unit	Absolute / Relative	Baseline value / Baseline year	Period	Interim targets
40% GHG emissions reduction by 2030 compared to 2008 per dredged m³ or installed MW	CO₂e/unit of work (dredged m³ or installed MW)	40%	Relative (GHG Intensity)	100% / 2008	2008-2030	-

DEME has established a target to reduce the GHG intensity of its fleet by 40% by 2030, compared to the base year 2008. GHG intensity is measured in terms of CO₂-eq. per unit of work, whether per dredged cubic meter or installed megawatt. The baseline value is set at 100%. This target aligns with the 2023 International Maritime Organization’s GHG Strategy, which aims for at least a 40% reduction in carbon intensity across international shipping by 2030 versus the base year 2008, alongside peaking GHG emissions from international shipping as soon as possible and achieving net-zero GHG emissions by around 2050. This is in line with efforts towards the long-term temperature goal set out in Article 2 of the Paris Agreement. Since alignment with the sector approach was sought, climate scenarios were not considered. DEME has assessed the reduction of the company’s GHG intensity target for 2030. By the end of 2024, DEME had reduced its GHG intensity by 29.9% compared, to the baseline year of 2008. Lloyds Register independently verified the methodology, data, processes, and fleet GHG intensity calculations in May 2023 (comparing the end of 2022 to the base year 2008) and again in January 2025 (comparing the end of 2024 to the base year 2008). In the long term, DEME aims to achieve climate-neutral operations (Scope 1 & 2) and will therefor explore the pathway, with intermediate absolute targets at five-year intervals from 2030 up to 2050, towards this objective.

Target 2

Scope	DEME vessels	Target level	Unit	Absolute / Relative	Baseline value / Baseline year	Period	Interim targets
17% of low carbon fuels consumed (energy based) in comparison to total consumed fuels (energy based) by 2026	%	17%	%	Relative	2% / 2021	2022-2026	5% / 2022 - 8% / 2023 - 11% / 2024 - 14% / 2025 - 17% / 2026

Additionally, we have established a voluntary target to use 17% low carbon fuels (energy-based) by 2026, compared to the total consumed fuels (energy-based). The baseline value was 2% in 2021, with annual intermediate targets increasing by an additional 3% each year. The voluntary targets set for 2022 (5%) and 2023 (8%) were achieved through proactive efforts. In 2024, higher vessel occupancy and an increased target (11%) required significantly more low carbon fuel compared to previous years. Reasonably favorable conditions were necessary to meet this voluntary target. However, the relatively limited low carbon fuel availability in the operating region, and the slow rate of adoption of such alternative fuels in the industry presented challenges that DEME continued to experience in 2024. These factors hindered the achievement of the 11% target in 2024, but efforts were made to maximize uptakes as much as possible. In 2024 the low carbon fuel KPI amounted to 5.8%. Looking ahead, maintaining efforts on a purely voluntary basis will remain a significant challenge without regulation imposing or rewarding the use of low carbon fuels. The limited market for low carbon fuels in our operational region and the fact that there is no widespread adoption in our industry are significant obstacles to our goals. We have not yet set an absolute target for Scope 3 GHG emissions. The effectiveness of our policy and actions is monitored by tracking the number of core and strategic suppliers engaged through a supplier assessment tool. In 2024, we engaged with these suppliers, representing more than a quarter of our total annual procurement spend.

2.4.7. Energy consumption

2.4.7.1. Accounting principles

The measurement of total energy consumption, expressed in megawatt-hours (MWh), encompasses all energy consumed worldwide within the organization’s operational control during the reporting period, aligning with the boundaries used for reporting GHG Scope 1 and Scope 2 emissions. DEME does not consume energy directly from coal or nuclear sources, resulting in a reported value of zero for these energy types in 2024. The total energy consumption from non- renewable sources accounts for fuels used by DEME assets and electricity generated from fossil sources. This includes energy sources such as marine diesel oil, natural gas, and grey electricity derived from the grid that support DEME’s operations. Total energy consumption from renewable sources includes energy derived from biofuels and purchased or self-generated electricity from renewable sources. Standardized conversion factors from the UK’s Department for Environment, Food and Rural Affairs (Defra) are applied to ensure consistency and accuracy in measurement, forming the basis for calculations of total energy consumption. The energy intensity metric measures the efficiency of energy usage by expressing total energy consumption relative to net revenue as per financial statement reported in Chapter 06. Financial Statements - note (1) – Turnover and orderbook, calculated as megawatt-hours (MWh) per unit of revenue (million euro).

Energy consumption and mix 2024

	MWh
1. Fuel consumption from coal and coal products	0
2. Fuel consumption from crude oil and petroleum products	3,591,500
3. Fuel consumption from natural gas	90,451
4. Fuel consumption from other fossil sources	0
5. Consumption of purchased or acquired electricity, heat, steam, and cooling from fossil sources	1,885
6. Total fossil energy consumption (calculated as the sum of lines 1 to 5)	3,683,836
Share of fossil sources in total energy consumption (%)	99
7. Consumption from nuclear sources	0
Share of consumption from nuclear sources in total energy consumption (%)	0
8. Fuel consumption from renewable sources, including biomass (also comprising industrial and municipal waste of biologic origin, biogas, renewable hydrogen, etc.)	31,418
9. Consumption of purchased or acquired electricity, heat, steam, and cooling from renewable sources	9,543
10. The consumption of self-generated non-fuel renewable energy	2,602
11. Total renewable energy consumption (calculated as the sum of lines 8 to 10)	43,563
Share of renewable sources in total energy consumption (%)	1
Total energy consumption (calculated as the sum of lines 6, 7 and 11)	3,727,399

Energy intensity 2024

	MWh/million euro
1. Energy intensity from activities in high climate impact sectors	909

2.4.7.2. Metrics

In 2024, DEME’s total energy consumption amounted to 3,727,399 MWh. The majority of this energy consumption, 99%, was derived from non-renewable sources, including marine diesel oil and natural gas. Renewable energy sources contributed 1% of the total energy consumption, amounting to 43,563 MWh. This included energy from biofuels and purchased or self-generated electricity from renewable sources. The energy intensity for 2024 was 909 MWh per mio euro.

2.4.8. Energy production

2.4.8.1. Accounting principles

The total renewable energy production metric measures the amount of energy generated from renewable sources expressed in megawatt-hours (MWh) and captured within the same operational perimeter used for reporting GHG Scope 1 and Scope 2 emissions.

2.4.8.2. Metrics

In 2024, DEME’s total renewable energy production amounted to 2,602 MWh. This energy was generated from renewable sources, specifically wind and solar, at DEME’s headquarters. DEME does not produce energy from non-renewable sources.

Energy production 2024

	MWh
1. Non-renewable energy production	0
2. Renewable energy production	2,602

2.4.9. Gross GHG emissions and GHG intensity

2.4.9.1.# Accounting principles

DEME follows the Greenhouse Gas Protocol and reports its GHG emissions according to three scopes (Scope 1, 2 and 3). DEME includes the Greenhouse gases carbon dioxide (CO₂), nitrous oxide (N₂O) and methane (CH₄) emissions in its carbon footprint.

GHG emissions Scope 1 & 2:

GHG emissions Scope 1 includes all direct GHG emissions. These occur from sources that are owned or controlled by DEME (e.g. combustion of fuel and natural gas). GHG emissions Scope 2 accounts for GHG emissions from the generation of electricity purchased by DEME. Scope 2 emissions physically occur at the facility where electricity is generated. Location-based Scope 2 emissions are calculated by multiplying the power volumes purchased by country-specific emissions factors. Market-based emissions take into account renewable power purchased, which is substantiated through certificates of origin.

GHG Scope 1 and 2 emissions are reported based on two perimeters. The GHG Scope 1 and 2 accounting perimeter includes the GHG emissions from the consolidated accounting perimeter entities (i.e., the parent and subsidiaries for which it has financial control) that are subject to full consolidation in the group’s financial statements. The GHG Scope 1 and 2 Operational control includes GHG emissions from investees such as associates, joint ventures, or unconsolidated subsidiaries that are not fully consolidated in the financial statements of the consolidated accounting group, for which it has operational control.

For GHG Scope 1 emissions, DEME defines operational control over vessels as those equipped with the DEME Vessel Management System (VMS). For Scope 2 emissions, DEME defines operational control over buildings where it directly purchases electricity and holds the associated electricity contracts. Conversely, buildings where energy consumption is covered under a leasing agreement are not considered under DEME’s operational control.

For GHG emissions Scope 1 & 2, sector-specific emission factors from the IMO are used for vessels.

The percentage of contractual instruments in Scope 2 Emissions metric measures the proportion of Scope 2 GHG emissions that are covered by contractual instruments. These instruments are legally binding agreements or certificates that provide evidence of the source and attributes of the energy consumed, which directly contribute to the company’s Scope 2 emissions. In relation to Scope 2 emissions, 100% of the contractual instruments used are bundled with attributes about energy generation. These instruments are fully supported by either Guarantees of Origin (GoOs) or Renewable Energy Certificates (RECs) provided by suppliers.

The metric concerning biogenic emissions of CO₂ from combustion or biodegradation of biomass includes emissions of CO₂ resulting from the combustion of biofuels but explicitly excludes emissions from Liquefied Natural Gas (LNG) and any non-biogenic sources. Calculations are based solely on the Tank-to-Wheel (TTW) approach, capturing direct combustion emissions without considering Well-to-Wheel (WTW) impacts. Emissions are measured in tons of CO₂ (MTCO₂), using recognized emission factors from UK Defra. The same scope and boundaries apply as for Scope 1, 2, and 3 emissions metrics.

GHG emissions Scope 3:

GHG emissions scope 3 are a consequence of DEME’s activities but occur through sources that are not owned or controlled by DEME. Scope 3 emissions are reported in accordance with the GHG Protocol Corporate Value Chain (Scope 3) Accounting and Reporting Standard, which structures the Scope 3 inventory into 15 subcategories (C1-C15). In addition to the GHG Protocol, the ISO 14064-1:2018 Standard has been used to obtain initial insights and served as a guiding reference throughout the process. However, the classification, presentation, and reporting of indirect emissions categories strictly adhere to the GHG Protocol Corporate Value Chain (Scope 3) Accounting and Reporting Standard.

Based on a screening exercise in 2024, the following categories are taken into account in our inventory and are regarded as significant based on magnitude:

294 — C1 Purchased goods and services: In preparing the Sustainability Statements and determining certain metrics with respect to our greenhouse gas emissions, management made use of assumptions, judgments and estimates that affect the amounts reported. As a result, there is an inherent uncertainty in certain of our calculations. More particularly, within our Scope 3 emissions, category 1 “purchased goods and services”, we utilized a combination of supplier specific emission factors multiplied by activity data, financial spend multiplied by UK DEFRA GBP-based factors, and an assessment of peer data to estimate total emissions related to the remaining portion of our spend. The latter is an area of significant judgment, and improvements in our estimation related to category 1 will be reviewed as part of our ongoing processes.
C2 Capital goods includes upstream GHG emissions (cradle to gate) from investments which have been made related to newbuild and converted assets (vessels). We use spend data multiplied by relevant spend-based emission factors.
C3 Upstream fuel-and energy related activities includes all upstream vessel fuel coming from our CSRD vessel list (operational control vessels >500gt). This is exact the same scope as Scope 1 GHG emissions, but for the upstream part. Well-to-Tank emission factors from Defra are used related to the type of fuel.
C6 Business travel includes our worldwide flights ,as well as taxis and short-term car rental. Air and train travel are calculated based on primary data from the travel management company on short-, medium- and long-haul flights and multiplied by distance-based emission factors from Defra. Emissions from taxis are calculated based on the amount of kms driven, multiplied by an average diesel car emission factor. For short-term car rentals, the rental company provides data on the total kilometers driven. DEME then calculates the corresponding emissions by applying the UK Defra conversion factors per fuel type.
C8 Upstream leased assets include the fuel cost from third- party vessels used in the execution of DEME’s worldwide project portfolio. Emissions are calculated based on fuel costs from third parties. We use spend data multiplied by fuel price, multiplied by the IMO emission factors for fuel.

The subcategories C4, C5, C7 and C10 were not considered material at DEME group level in the 2024 screening exercise. The subcategory C13 is excluded as the emissions from our downstream leased assets (DEME vessels chartered to third parties) are included in our Scope 1 emissions boundary. The subcategories C9, C11, C12, C14 and C15 are currently deemed irrelevant for DEME, partly due to lack of data availability.

For 2024, 9% of primary data has been used to calculate total Scope 3 GHG emissions. Primary data refers to specific, direct data collected from actual activities, processes, or transactions and represents actual measurements, rather than estimates or generalized assumptions.

Total GHG emissions intensity location-based and market- based is calculated by dividing the total GHG emissions by the total net revenue as per the financial statement reported in Chapter 06. Financial Statements - note (1) – Turnover and orderbook. This metric is expressed in metric tons of CO₂ equivalent per million euro (tCO₂e/mio euro).

2.4.9.2. Metrics

In 2024, total Scope 1 and Scope 2 (location-based) GHG emissions amounts to 970 kt CO₂e. The amount of DEME’s annual total global GHG emissions is largely dependent on the type of projects and the vessel occupancy rates. 0% of our Scope 1 emissions are regulated under an emission trading scheme.

In 2024 the total Scope 3 emissions amounts to 1,041 kt CO₂e. The disclosed Scope 3 numbers should be considered as initial estimates, primarily based on spend data (91%) and only 9% on primary data. These estimates are subject to further refinement in the coming years.

DEME’s GHG emissions intensity relating to net revenue, is 490 t CO₂ e per million euro.

07 — Sustai nability statements DEME Annual Report 2024 295

GHG emissions Scope 1 - Scope 2 - Scope 3

Retrospective Milestones and target years	Base year	Base year N (2024)	% N / N-1	Annual % target/	2025	2030	2050
Scope 1 GHG emissions
Gross Scope 1 GHG emissions (t CO₂e)		967,404
Percentage of Scope 1 GHG emissions from regulated emission trading schemes (%)		0
Scope 2 GHG emissions
Gross location-based Scope 2 GHG emissions (t CO₂e)		2,529
Gross market-based Scope 2 GHG emissions (t CO₂e)		749
Scope 3 GHG emissions
Total Gross indirect (Scope 3) GHG emissions (t CO₂e)		1,040,936
1. Purchased goods and services (t CO₂e)		357,852
Optional sub-category: Cloud computing and data centre services		NA
2. Capital goods (t CO₂e)		114,526
3. Fuel and energy-related (t CO₂e)		327,128
4. Upstream transportation and distribution (t CO₂e)		NA
5. Waste generated in operations (t CO₂e)		NA
6. Business travel (t CO₂e)		49,821
7. Employee commuting (t CO₂e)		NA
8. Upstream leased assets (t CO₂e)		191,608
9. Downstream transportation (t CO₂e)		NA
10. Processing of sold products (t CO₂e)		NA
11. Use of sold products (t CO₂e)		NA
12. End-of-life treatment of sold products (t CO₂e)		NA
13. Downstream leased assets (t CO₂e)		NA
14. Franchises (t CO₂e)		NA
15. Investments (t CO₂e)		NA
Total GHG emissions
Total GHG emissions (location-based) (t CO₂e)		2,010,869
Total GHG emissions (market-based) (t CO₂e)		2,009,089

296

GHG emissions Scope 1, Scope 2 and Scope 3 and Biogenic emissions

	2024
1. Gross Scope 1 – Accounting perimeter (t CO2e)	915,081
2. Gross Scope 1 – Operational control (t CO2e)	52,323
3. Percentage of Scope 1 GHG emissions from regulated trading schemes (%)	0
4. Gross location-based Scope 2 GHG emissions – Accounting perimeter (t CO2e)	2,186
5. Gross location-based Scope 2 GHG emissions – Operational control (t CO2e)	343
6.

2.4.10. GHG removals and GHG mitigation projects financed through carbon credits

DEME has no GHG removals or storage resulting from projects developed in their own operations or contributed to in their upstream and downstream value chain. Additionally, there are no GHG emission reductions or removals taken into account in the disclosed GHG emissions from climate change mitigation projects outside their value chain that they have financed or intend to finance through any purchase of carbon credits.

2.4.11. Internal carbon pricing

DEME does not have structural internal carbon pricing schemes to support decision-making or incentivize the implementation of climate-related policies and targets. However, DEME is subject to the EU Emissions Trading System (ETS) as from 2027, this is implicitly considered by factoring the relevant ETS price into operational and capital expenditure decisions. Reference is made to the above section 2.2.3.1.

2.4.12. Anticipated financial effects from material physical and transitional risks and potential climate-related opportunities

DEME uses the phase-in requirements regarding anticipated financial effects from material physical and transitional risks and potential climate-related opportunities. As from next reporting year, qualitative disclosures will be provided, and by the reporting year ending 31 December2027, a monetary impact will be disclosed.

GHG intensity per net revenue

	2024
Total GHG emissions (location-based) per net revenue (t CO₂e / mio euro)	490
Total GHG emissions (market-based) per net revenue (t CO₂e/ mio euro)	490

07 — Sustainability statements

DEME Annual Report 2024 297

3. Social

3.1. ESRS S1 Own Workforce

SBM-1 SMB-3 S1.SBM-3 S1-1 S1-2 S1-3 S1-6

The CSRD introduces the term ‘own workforce’. An undertaking’s ‘own workforce’ is understood to include both:
— employees, i.e. those persons in an employment relationship with the undertaking, and
— non-employee workers, engaged in a company’s core business, e.g. persons who are not in an employment relationship with the undertaking, but whose work is controlled by it and perform roles that are the same as or similar to those of its employees or are otherwise engaged in the undertaking’s core business.

As detailed in Section 1.1.5.5 Phase-in requirements and transitional provisions, DEME utilizes the phase-in provisions outlined in ESRS 1 ‘General Requirements’ (section 10.4 - Transitional Provision) and Appendix C (List of Phased-in Disclosure Requirements). Therefore, the disclosures of all requirements related to S1 – own workforce are limited to DEME ‘own workforce – employees’.

3.1.1. S1 - Material impacts, risks and opportunities and their interaction with the strategy and business model

All individuals in DEME’s workforce - own employees, are covered under the disclosures required by ESRS 2. The health and safety risks for workers within DEME’s workforce are primarily linked to the nature of DEME’s operations and the tasks performed by crew and workmen on vessels and project sites. Examples include high-risk activities such as maritime and lifting operations and working at heights. The highest health and safety risks are associated with crew members and workmen on vessels and project sites, who constitute approximately 45% of the workforce. These risks apply regardless of employment type -whether they are employees, self-employed, or personnel provided by third-party contractors, as long as they are crew members on vessels and project sites. Negative impacts on health and safety are solely due to individual incidents. There are no associated material risks or opportunities arising from impacts and dependencies on the workforce. There are no known additional material impacts on workers from DEME’s decarbonization plan aimed at reducing negative environmental impacts and achieving greener, climate-neutral operations. Continuous monitoring of DEME’s incidents statistics confirms that workers at project sites and maritime crew are at the highest risk.

3.1.2. Policies related to own workforce

DEME’s Human Rights Policy is a comprehensive framework that outlines the company’s commitment to respecting and protecting human rights across its operations and gives access to remedy. This policy aims to be in accordance with the UN Guiding Principles on Business and Human Rights, the International Labour Organization’s (‘ILO’) Declaration on Fundamental Principles and Rights at Work and the OECD Guidelines for Multinational Enterprises. DEME’s Human Rights Policy outlines several key commitments that are particularly relevant to its own workforce. The policy applies to all directors and employees, whether full-time, part-time, permanent, or temporary. DEME’s business is conducted with respect, integrity, and compliance with all applicable laws and regulations. This includes ensuring that business partners adhere to the same principles. We adhere to the essential rights and freedoms detailed in the United Nations Universal Declaration of Human Rights, the International Covenant on Civil and Political Rights, the International Covenant on Economic, Social and Cultural Rights, and ILO’s fundamental conventions. The Human Rights Policy explicitly states that the company will never tolerate any form of slavery, child labor, forced labor, modern slavery or human trafficking and includes commitments regarding living wages, working conditions and working time, freedom of association, non-discrimination and occupational health and safety. DEME abides by laws and regulations on the minimum working age and prohibits hiring individuals under 18 for hazardous work. Measures are in place to verify the age of all personnel and address any occurrences of child labor immediately. We ensure that all employees are informed of their employment terms, work voluntarily, and can terminate their employment. DEME compensates employees with wages and benefits that meet or exceed legal requirements and ensures compliance with laws related to overtime. The company recognizes the freedom of association, including forming and joining trade unions, and the right of workers to bargain freely. DEME has also established comprehensive policies aimed at eliminating discrimination, including harassment, and promoting equal opportunities. The policy explicitly covers various grounds for discrimination, including racial and ethnic origin, colour, sex, sexual orientation, gender identity, disability, age, religion, political opinion, national extraction, social origin and other forms of discrimination covered by regulation and national law. DEME is committed to ensuring that workers are not discriminated against based on these characteristics or any other attributes that do not pertain directly to 298 their work performance. DEME implements these policies through specific procedures to ensure that discrimination is prevented, mitigated, and acted upon once detected. To monitor compliance with its policies, DEME employs procedures and controls to prevent human rights violations. For instance, it conducts age verification at recruitment and payroll checks to prevent child labor and forced labor. Within DEME, confidential counselors have been appointed so that a solution can be sought informally through discussions, an intervention with another person in the company or an attempt at reconciliation. Although DEME has no specific policy related to inclusion and positive action for people from groups at particular risk of vulnerability within its workforce, DEME is committed to creating an inclusive culture where every individual can thrive, ensuring that all personnel have equal opportunities in recruitment, career development, training, and rewards. DEME has a policy and management system for preventing workplace accidents. We are committed to ensuring the occupational health and safety of our employees through our QHSE-S policy, QHSE Management system, and risk management process, aimed at reducing accidents and work-related illnesses while promoting prevention and continuous improvement. For more detailed information we refer to Section 3.2. ESRS S1 Own Workforce Occupational Health and Safety. Finally, DEME provides a grievance mechanism to identify and address adverse human rights impacts, allowing concerns to be raised and remediated early to prevent escalation. For more detailed information we refer to the Section 3.1.4 Processes to remediate negative impacts and channels for own workforce to raise concerns.

3.1.3. Processes for engaging with own workers and workers’ representatives

While we don’t have a global framework agreement or formal agreements with workers’ representatives regarding human rights, we value effective social dialogue and open communication between employees and management.# SUSTAINABILITY STATEMENTS

DEME Annual Report 2024

We encourage discussions about working conditions without fear of reprisal and comply with local laws and regulations in all our operations. At DEME, there are formal and informal consultations with employees and their representatives for information, consultation, or decision-making. Meetings can be structural or ad hoc and occur at different frequencies depending on the group. The Chief HR Officer is responsible for overseeing these operations, engaging with the workforce and workers’ representatives. Reaching agreements with employees or their representatives, implementing these as collective labor agreements, and avoiding collective conflicts and strikes demonstrate the effectiveness of the engagement.

3.1.4. Processes to remediate negative impacts and channels for own workforce to raise concerns

DEME is committed to addressing and remedying any material negative impacts on its workforce, particularly injuries and ill health, that it has caused or contributed to. The company has a designated intervention team that provides general first aid and ensures that further medical treatment is administered in accordance with national legislation and DEME’s hospitalization insurance procedures. DEME also aims to provide work that meets restricted work requirements to the maximum extent possible. To assess the effectiveness of the remedies provided, DEME regularly monitors and evaluates the outcomes through feedback mechanisms and continuous improvement processes. This ensures that the measures taken are effective in addressing the issues and preventing recurrence, thereby maintaining a safe and supportive work environment.

DEME has implemented comprehensive safeguards for reporting irregularities, including robust whistleblowing protection mechanisms. Our Whistleblowing Policy is designed to provide a secure and confidential channel for employees and other stakeholders to report any concerns about unlawful behavior or behavior that contradicts our Code of Ethics and Business Integrity. This policy explicitly refers to our Code and covers any form of unlawful behavior, ensuring that all reports are taken seriously and investigated promptly and independently. The policy outlines who can report (internal and external stakeholders) and describes the mechanisms for reporting, ensuring that whistleblowers are protected from retaliation. This includes maintaining the confidentiality of the whistleblower’s identity and providing support throughout the investigation process. A summary of our Whistleblowing Policy is publicly available on the DEME website, with the full text available to our personnel and to external parties upon receiving either a reported issue or on their first substantiated request; thus, ensuring transparency and accessibility for all stakeholders. This aligns with our commitment to fostering a culture of openness and accountability within our organization.

Any integrity concern may be communicated by email or by regular mail. Many jurisdictions also offer external whistleblowing channels. However, the reporting individual is being strongly encouraged to report through DEME’s internal reporting channels first as this allows DEME to address the concern effectively and take immediate, remedial action where applicable. Reports may be filed on a disclosed or anonymous basis. However, reporting individuals are strongly recommended to self-identify as anonymous reporting (i) will prevent DEME informing the reporting individual on the progress and closure of the file, (ii) makes proper investigation difficult (if not impossible) and (iii) prevents DEME from protecting the reporting individual against potential retaliation. For these reasons, DEME reserves the right to decline the investigation of any anonymous report that does not contain enough factual elements to allow the company to investigate the report with proper care and diligence.

After ascertaining the nature of the reported or suspected concern, an acknowledgement of receipt will be sent to any reporting individual that has disclosed their identity, within a timeframe of 7 calendar days. Upon reasonable concern, a preliminary investigative process may be conducted by DEME’s Compliance Department. These investigations will be carried out objectively, confidentially and without regard to any person’s relationship to the organization, position or length of service. Following this preliminary investigation, the Compliance Department will notify the Reporting Committee members as soon as possible and they shall discuss the further measures to be adopted, if any, on the reports received.

Following acknowledgement of receipt, a reporting individual will be informed within a timeframe of 3 months of the conclusions reached by the Reporting Committee and on any actions envisaged or taken as follow-up and on the grounds for such follow-up. DEME will seek to protect its reputation and recover its assets through all legal means available, which may include handing over the investigation to the police, or other authorities if so required. All decisions to refer the examination results to the appropriate law enforcement and/or regulatory agencies for independent investigation are made by the Reporting Committee.

DEME strictly prohibits any retaliation, directly or indirectly, for reporting in good faith under the Whistleblowing Policy. Reporting in good faith implies that the reporting individual should have reasonable grounds to believe, considering the circumstances and the information available to them at the time of reporting, that the matters reported are true. However, all possible measures are taken to avoid people becoming victims of false accusations. Reports made in bad faith, false, maliciously, frivolously, recklessly or with a view to personal gain, may result in disciplinary action. In addition, this policy shall not prevent DEME from taking employment- related decisions which are not related to the reporting.

DEME has established independent bodies to oversee the implementation of these safeguards, investigate allegations of irregularities, and enforce compliance. These bodies operate with the necessary independence and authority to carry out their functions effectively, free from any undue influence. During onboarding, employees receive details about DEME’s Code of Ethics and Business Integrity as well as the social consultation and their representatives. Noticeboards, both physical and digital, display contact information for employee representatives and meeting minutes.

3.1.5. Characteristics of the undertaking’s employees

3.1.5.1. Accounting principles

DEME defines ‘own workforce – employees’ as any individual who has an employment relationship with a DEME company, engaged through an employment contract or similar agreement, and is on the payroll of that company. As stated above and detailed in Section 1.1.5.5 Phase-in requirements, DEME follows the phase-in provisions outlined in ESRS 1 ‘General Requirements’ (Section 10.4 - Transitional Provision) and Appendix C (List of Phased-in Disclosure Requirements). Therefore, all metrics related to S1 – own workforce for 2024 are limited to DEME ‘own workforce – employees’.

The headcount data of DEME employees is based on the headcount at the end of the reporting period, specifically the total number of employees on DEME’s payroll as of 31 December 2024. This aligns with the same scope and boundaries as the number of employees reported in FTEs, as provided in Chapter 06. Financial Statements – note (3) – Personnel expenses and employment.

Gender is reported in two categories: ‘male’ and ‘female’, while the country refers to the employee’s payroll country. Reporting on contract type includes permanent employees and temporary employees. To calculate the number of employees who left the organization, we use the total headcount of employees who departed the group during the reporting period. This includes individuals who left voluntarily, were dismissed, retired, or passed away, as recorded in the local payroll data. To determine the employee turnover rate, we calculate the percentage of the total headcount of employees who left during the reporting period relative to the total headcount at the end of the reporting year.

3.1.5.2. Metrics

In 2024, DEME’s total headcount exceeds 5,800 employees, with approximately 83% male and 17% female. These gender ratios align with industry averages in the construction and offshore sectors, where the workforce tends to be predominantly male.

An overview of the distribution of DEME employees based on payroll by geographical areas indicates that DEME is a truly international organization, operating in various countries worldwide and conducting operations across different geographies. The head count for countries, representing at least 10% of the total number of employees, is reported for Belgium and the Netherlands. The majority of DEME’s employees hold permanent contracts. The regime of non-guaranteed hours does not apply to DEME.

The employee turnover rate is 10% for the reporting period. This rate is calculated based on the ESRS definition of employees who have left the organization. It includes all types of leavers: those, who left voluntarily, due to dismissal, retirement, or death in service.# DEME Annual Report 2024

3.2. ESRS S1 Own Workforce

Occupational Health and Safety (material)

S1-1

S1-2

S1-3

S1-4

S1-5

S1-14

For DEME, occupational health and safety - which focuses on lowering accidents and work-related illnesses while fostering a culture of prevention and improvement - is a material topic due to the human, social, and economic impact of such incidents. DEME consistently strives to improve its safety performance and practices through continuous evaluation and enhancement efforts. Our focus is not only on identifying potential risks but also on acknowledging and reinforcing successful safety measures. The principle of embedding safety within our organizational culture is not merely a slogan but a fundamental value. This is evidenced by our extensive commitment to operational risk management, which includes the systematic sharing of data and knowledge across all levels of the organization. DEME actively promotes a culture where employees are encouraged to look out for one another and to uphold best safety practices. This approach is encapsulated in the seven pillars of DEME’s Safety DNA.

3.2.1. Policies related to Occupational Health and Safety

DEME’s policy on Occupational Health and Safety strives to minimize negative impacts on its workforce, aiming for a Zero Harm Goal. This policy is applicable to all employees within the organization. The highest level of responsibility for overseeing the implementation of this policy lies with the Strategic Operations Director. The organization adheres to all legal obligations as defined by these standards: ISO 9001 (Quality Management System), the Safety, Health, and Environmental Checklist for Contractors (SCC), the International Safety Management Code for safe ship management and pollution prevention (ISM Code), the International Ship & Port Facility Security Code (ISPS Code), ISO 45001 (Occupational Health and Safety Management System, including workplace well-being), and the Safety Culture Ladder.

Complying with legal standards, DEME uses a risk-based approach to identify, reduce, and control risks in all aspects of their work. This includes employing various risk assessment tools to manage potential hazards effectively. Throughout DEME, various tools for communication, consultation, and participation in occupational health and safety are employed at different times. Examples include annual QHSE campaigns such as the Safety Moment Day and Safety Week, which are implemented across all DEME companies, offices, sites, and vessels. Additional methods of communication include the Safety Committee, risk review meetings, Toolbox Talks, Employee Performance Review, and QHSE Seminars and Meetings.

Consultation and participation occur directly with both the undertaking’s own workforce and workers’ representatives. The workforce is actively involved in QHSE campaigns and safety meetings and the workers’ representatives always discuss QHSE issues during the safety committees. During project-specific risk management meetings potential hazards are identified at a high level. During these discussions, all involved parties review procedures and risk assessments, considering similar operations. Daily Toolbox Talks facilitate open communication about QHSE issues. These meetings allowing everyone to voice their concerns and providing an opportunity for onsite workers to give their feedback. The frequency of these interactions heavily depends on the tool being used; they can occur monthly, weekly, or daily. They might be requested or aligned with specific milestones. Various communication tools ensure engagement at different stages, including tendering, design, project milestones, completion, and support phases. Employees are encouraged to provide feedback on QHSE- related issues and are consulted through appropriate channels regarding major changes affecting QHSE.

To ensure transparency with potentially impacted stakeholders, this policy is printed and displayed in our offices and abroad vessels. DEME also employs various tools to gauge workforce awareness and confidence in our structures and processes. Primarily, observations can be reported via Apprise (an internal program), including suggestions for improvements, comments and ideas. Every DEME employee has the opportunity to submit an observation.

3.2.2. Actions

At the corporate level, several initiatives were implemented during 2024. At the beginning of the year, a Communication Plan was established that commenced with the traditional ‘New Year’s Resolution’. A ‘Safety Week’ was held focusing on the theme ‘Gravity doesn’t take a break’. To understand potential issues, an in-depth analysis of near-misses, hazardous situations, and incidents with ‘High Potential’ (HIPO) related to people or objects falling from height was conducted. DEME reviewed and summarized this significant data and encouraged colleagues involved in HIPO situations to share their experiences. Moreover, safety videos were utilized in numerous toolbox meetings, reaching thousands of participants. These videos addressed various subjects, including open manholes, hand safety, standard lifts, maritime operations, dropped objects, and earthworks, among others. Prior to the launch of DEME’s annual Safety Moment Day, more than 270 ‘Safety Success Stories’ were submitted by nearly 140 participating projects, vessels, and other locations. These stories highlighted identifying hazards, establishing safe access, and technology- driven safety achievements. The most outstanding Success Stories were presented during the Safety Moment Day itself.

In addition to corporate-level actions and initiatives, each operating segment of DEME has an annual QHSE Action Plan detailing the year’s goals, initiatives, and actions.

3.2.3. Tracking the effectiveness of policies and actions

The effectiveness of policies and actions, including workforce engagement, is reviewed annually per ISO 45001 requirements. This involves top management evaluating the Occupational Health and Safety Management System at planned intervals to ensure its suitability, adequacy, and effectiveness. The review covers previous actions, changes in external and internal issues, stakeholder needs, legal requirements, risks, opportunities, policy achievement, occupational health and safety performance, trends in incidents, non-conformities, compliance, audit results, worker participation, resource adequacy, communication, and continual improvement opportunities. One of the key topics in this management review is assessing whether there are sufficient resources to address all QHSE aspects. DEME is dedicated to upholding the highest standards of Quality, Health, Safety, and Environment across its projects. To ensure this, the company has a devoted team of QHSE support staff who play an essential role in executing projects safely and efficiently. These professionals are coordinated through a clear hierarchical structure to guarantee effective communication and alignment with project objectives. Their assignment to projects is carefully planned based on the specific scope and risks involved in each undertaking. This focused strategy allows DEME to allocate the necessary expertise precisely where it is needed, thereby enhancing both project performance and safety outcomes. Furthermore, the use of organizational charts aids in the optimal allocation of personnel. By clearly outlining roles and responsibilities, these charts ensure that the appropriate individuals are assigned to the corresponding projects, promoting a cooperative and efficient working environment. Both internal and external audits check whether implemented actions are effective and accurate. Finally, the effectiveness of DEME’s occupational health and safety policies and actions is monitored through a set of safety indicators that reflect DEME’s Safety Performance.

— Target: The achievement of the annual Worldwide Lost Time Injury Frequency Rate (‘Worldwide LTIFR’)

The Worldwide LTIFR target is included in the overall QHSE-S policies and seeks to reduce the number of incidents within the group. Based on a thorough analysis of historical performance, the target value for 2020 has been set at 0.2. This target value of 0.2 will be upheld until 2026.

— Other methods to track the effectiveness of policies and actions include the achievement of various safety indicators as reflected in DEME’s Safety Performance dashboard. These indicators include HIPO incidents, Safety Success Stories, observations, inspections, toolbox participations, timely closed actions, incident investigations, and promptly reported incidents. The scope of these indicators aligns with organizational boundaries, not with the scope of CSRD or official financial reporting. For more information we refer to the Chapter 04. Sustainability Journey of the Annual Report 2024.

3.2.4. Occupational Health and Safety metrics

3.2.4.1.# Accounting principles

All mandatory occupational health and safety-related metrics are reported in accordance with the ESRS scope, boundaries, definitions, and calculation methodology. For 2024, all safety metrics focus solely on DEME’s own employees. Reporting on non-employees is omitted based on the phase-in provisions outlined in ESRS 1 ‘General Requirements’ (Section 10.4 – Transitional Provisions) and Appendix C of ESRS 1 (List of Phased-in Disclosure Requirements). The percentage of employees covered by a health and safety management system, based on legal requirements and/ or recognized standards or guidelines is calculated on a headcount basis. A Health and Safety Management System is implemented across all DEME entities included in DEME’s multisite ISO 45001 Certificate. ISO 45001 is an international standard that specifies requirements for an occupational health and safety (OH&S) management system. It provides a framework for organizations to manage risks and improve OH&S performance. Thus, the percentage is determined by comparing the headcount covered by the ISO 45001 certification to the total number of employees (headcount). The number of fatalities in own workforce as a result of work-related injuries and work-related ill health are restricted to those occurring within DEME’s own employees. Fatalities from work-related injuries and ill health of other workers on the undertaking’s sites will be reported as from next year based on the phase-in provisions outlined in ESRS 1 ‘General Requirements’ (Section 10.4 – Transitional Provisions) and Appendix C of ESRS 1 (List of Phased-in Disclosure Requirements). The Total Recordable Incident Rate (TRIR) quantifies the occurrence of workplace incidents and injuries that need medical attention beyond first aid. These recordable incidents include fatalities, lost time injuries, restricted work cases, and medical treatment cases, aligning with ESRS and CSRD guidelines and further defined by the DEME Incident Management Procedure. The TRIR is computed by multiplying the number of recordable accidents by 1,000,000 and dividing by the total hours worked (based on 2,779 hours per FTE). DEME’s entity-specific indicator, Worldwide Lost Time Injury Frequency Rate (WW LTIFR), adheres to the same scope and boundaries and is aligned with the Financial Statements’ scope and boundaries, covering all fully consolidated entities. The WW LTIFR has an entity-specific definition and calculation methodology. This metric reflects the accidents of DEME’s permanent employees and temporary employees involving work incapacity (≥ 24 hours or ≥ 1 shift) multiplied by 200,000 and divided by the number of hours worked. The ‘Worldwide’ method is a risk-based method that combines ‘risk level rate’ (= event that resulted in the injury) and ‘injury rate’ (= type of injury). To determine if an incident scores as ‘Worldwide’, the ‘risk level rate’ and ‘injury rate’ are multiplied.

07 — Sustainability statements

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TRIR and WW LTIFR calculations at DEME account for different working schedules, distinguishing between staff and maritime personnel (including workers in maritime supporting functions). TRIR, which measures overall occupational risk, considers maritime personnel’s full presence on board. In contrast, WW LTIFR, focused on lost time injuries, is based on operational execution time. Using distinct baselines for hours worked ensures each metric accurately reflects its intended safety performance.

3.2.4.2. Metrics

96% of DEME employees are covered by an ISO 45001-based health and safety management system.
In this reporting period, there were no fatalities among DEME employees due to work-related injuries or illnesses.
The number of recordable work-related accidents was 73, with a Total Recordable Incident Rate (TRIR) of 4.6 in 2024.
DEME’s Worldwide Lost Time Injury Frequency Rate (WW LTIFR) is 0.1, well below the target of 0.2.

Occupational Health and Safety

2024
Percentage of people in its own workforce who are covered by health and safety management system based on legal requirements and (or) recognized standards or guidelines (%)	96
Number of fatalities in own workforce as a result of work-related injuries and work-related ill health	0
Number of recordable work-related accidents for own workforce	73
Rate of recordable work-related accidents for own workforce (TRIR)	4.6
Worldwide Lost Time Injury Frequency Rate (WW LTIFR) – entity specific	0.10

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4. Governance

4.1. ESRS G1 Business conduct

G1-IRO-1 The process for identifying and assessing impacts, risks, and opportunities related to ESRS G1 Business Conduct followed the same procedural steps and methodologies outlined previously (see detailed in sections 1.4.2. Process and 1.4.3. Methodology of the Sustainability Statements related to the DMA). The assessment was informed by various sources, including risk registers, compliance assessments, and stakeholder feedback. These sources provided a detailed understanding of the potential impacts and risks and opportunities, which led to the conclusion that none of them were assessed as material for this topic.

4.2. Governance-related ESRS 2 disclosure requirements

GOV-1: The role of the administrative, management and supervisory bodies
GOV-2: Information provided to and sustainability matters addressed by the undertaking’s administrative, management and supervisory bodies
GOV-3: Integration of sustainability-related performance in incentive schemes
GOV-5: Risk management and internal controls over sustainability reporting

For more detailed information addressing the governance- related ESRS 2 disclosure requirements we refer to the respective relevant sections of Chapter 05. Corporate governance and risk management.

4.3. Statement on due diligence

GOV-4 DEME adheres to its Code of Ethics & Business Integrity, which provides essential guidelines for conducting business responsibly, making sound ethical decisions, and building trust among its stakeholders. DEME’s Code underscores the company’s commitment to ethical conduct and integrity in all its operations. It emphasizes the importance of transparency, compliance with laws and regulations, and fostering a respectful and inclusive work environment. The Code ensures fair treatment and equal opportunities for all employees, prioritizes health, safety, and environmental protection, and safeguards confidential information and data privacy. DEME upholds a zero-tolerance policy towards corruption and bribery, promoting ethical business practices across its operations. The Code of Ethics & Business Integrity applies to all employees, officers, and directors of the company. Additionally, DEME’s Code of Ethics & Business Integrity for Business Partners extends to all contractors, suppliers, and other third parties working with or on behalf of DEME, ensuring they adhere to the same high standards of ethical behavior and integrity. DEME maintains a specific due diligence procedure for third parties, applicable worldwide to all personnel and focusing on sanctions, bribery and corruption related risks. The procedure uses a standardized risk methodology to segment DEME’s business partners such as suppliers, subcontractors, clients, partners, etc. into varying risk levels based on the relative weights of attributes and sub-attributes. These weights are evaluated regularly and can be adjusted to address a changing risk landscape. To tackle human rights and environmental impacts and comply with regulations, DEME has adopted an ESG risk management approach using a third-party supplier assessment tool. The aim is to meet current and future ESG regulations, such as the Corporate Sustainability Due Diligence Directive. In 2024, DEME began using this tool with core and strategic suppliers, covering more than a quarter of our annual procurement spend.

Core elements of due diligence

Sections in the Sustainability Statements or in the DEME Annual Report (with cross reference in the Sustainability Statements)
1. Embedding due diligence in governance, strategy and business model	Chapter 05. Corporate governance & risk management
2. Engaging with affected stakeholders in all key steps of the due diligence	General: section 1.3 Social: sections 3.1.2, 3.1.3 & 3.2.1
3. Identifying and assessing adverse impacts	section 1.4
4. Taking actions to address those adverse impacts	Environmental: sections 2.3.4, 2.4.3, 2.4.4, 2.4.5, 3.1.4, 3.2.2
5. Tracking the effectiveness of these efforts and communicating	General: section 1.3 Environmental: 2.3.5, 2.4.6 Social: 3.2.3

07 — Sustainability statements

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GLOSSARY

Activity Line: An Activity Line is the lowest level of internal operating segment to report on.
Associates: Associates are companies in which the group has significant influence such as the power to take part in the financial and operating policies of a company without having control or joint control over these policies.
AVISO: Alternatives, Value (creation, engineering), Innovation, Smarts & Optimization. An internal innovation campaign focusing on attaining excellence in business by introducing novel solutions.
BOP: Balance of Plant
Biofuel: Fuels produced from renewable biological sources such as plants.
Biogenic emissions: Emissions of greenhouse gases that originate from natural sources, such as plants, animals, and microbial activity.
CapEx: Capital Expenditure. In our reporting this is Capital Expenditure, excluding investments in financial fixed assets.
Carbon Credits: Transferable certificates representing the compensation of one ton of carbon dioxide equivalent emitted.
CCRA: A Corporate Climate Responsibility Assessment (CCRA) is a framework for evaluating a company’s or asset’s climate-related risks, opportunities, and overall impact on climate change.
CH₄: CH₄ or methane is a known greenhouse gas.# Appendix

Definitions and Acronyms

Circular economy: An economic system aimed at eliminating waste and the continual use of resources through principles of circular design, reuse, repair, refurbishment and recycling.
Climate neutrality: Achieving net zero greenhouse gas emissions by balancing those emissions, so they are equal to (or less than) the emissions that get removed.
Climate change: Climate change refers to long-term shifts in temperatures and weather patterns, primarily caused by human activities.
Climate Transition Plan: A company’s strategy, targets, and actions to align its business model with climate-related goals, in accordance with the CSRD.
CSDDD: The Corporate Sustainability Due Diligence Directive is an EU regulation that mandates companies to identify, prevent, and mitigate adverse human rights and environmental impacts in their operations and supply chains.
CSRD: Corporate Sustainability Reporting Directive (CSRD) is the new EU legislation requiring all large companies to publish regular reports on their environmental and social impact activities. It helps investors, consumers, policymakers, and other stakeholders evaluate their non-financial performance.
Cutter suction dredger (CSD): A stationary hydraulic dredger, held in place using spuds and anchors, which makes use of a cutter head to loosen the material to be dredged. It cuts and pumps the dredged materials into a pressured pipeline ashore or into barges. While dredging the cutter head describes arcs and is swung around the spud pole powered by winches. It combines powerful cutting with suction dredging techniques. The cutter head can be replaced by several kinds of suction heads for special purposes, such as environmental dredging. A CSD is mainly used where the sea- and riverbed are hard and/or compact. Large, heavy-duty cutter dredgers are capable of dredging some types of rock, which have not been pretreated. Most of the DEME cutter suction dredgers are self-propelled to allow easy movement from site to site.
Cradle to gate: From the extraction of raw materials (cradle) to the point it leaves the manufacturing process (gate).
DF: Dual Fuel Main Engines (LNG/MGO)
DMA: A Double Materiality Assessment evaluates both the impact of the company’s activities on the environment and society (inside-out, impact materiality) and the impact of environmental and social issues on the company’s financial performance (outside-in, financial materiality).
DNSH: Do No Significant Harm. Avoiding significant harm in certain categories is used in the EU Taxonomy as one of the conditions to align an activity as ‘green’.
DP/DT: Dynamic Positioning / Dynamic Tracking
EBIT: EBIT is the operating result or earnings before financial result and taxes and before our share in the result of joint ventures and associates.
EBITDA: EBITDA is the sum of operating result (EBIT), depreciation, amortization expenses and impairment of goodwill.
EFRAG: The European Financial Reporting Advisory Group is an organization that provides technical advice to the European Commission on accounting standards and financial reporting.
EIA: An Environmental Impact Assessment is a process used to evaluate the potential environmental effects of a project or asset.
Emission factors: The conversion factors used to calculate the emissions produced per specified unit.
Energy transition: The process of shifting from fossil- based energy systems to renewable energy sources, including expanding offshore renewable energy solutions.
EPC project: An Engineering, Procurement and Construction project is a contract type that defines the contractor’s scope of work. A contractor provides the works for the Engineering, Procurement and Construction and handover to the owner for start-up and operation.
EPCI project: An Engineering, Procurement, Construction and Installation project is one of the typical contract types awarded to the Offshore Energy segment.
ESG: Environmental, Social and Governance
ESRS: The European Sustainability Reporting Standards (ESRS) are a reporting framework for standardized, transparent reporting on sustainability aspects, mandatory to EU and a number of non-EU companies under the Corporate Sustainability Reporting Directive (CSRD). Approved by the European Financial Reporting Advisory Group (EFRAG) in 2022, ESRS aim to standardize ESG reporting in the EU, ensuring that companies provide consistent, comparable, and reliable information on their environmental, social, and governance (ESG) impacts.
ETS: The Emissions Trading System is a market-based approach used to control and limit emissions in certain sectors by providing a cap-and-trade system.
EU Taxonomy: Regulation that determines which investments can be classified as ‘green’ and which contribute to the realization of the EU Green Deal. The classification is based on technical screening criteria (TSC) and minimum criteria for the avoidance of significant harm (DNSH).
EU Taxonomy-aligned CapEx: Investments in tangible and intangible assets that contribute to Taxonomy-aligned economic activities. This includes the capitalized expenditures related to assets or processes associated with Taxonomy-aligned economic activities as a proportion of DEME’s CapEx - that is accounted for based on IAS 16 (73: (e)(i) and (iii)), and IAS 38 (118: (e) (i))) - though corrected for cash corrections and business combinations, and added with IFRS 16 investments (53: (h)).
EU Taxonomy OpEx: EU Taxonomy OpEx differs from DEME’s Total OpEx as it is only limited to non-capitalized costs related to R&D, short-term leases, maintenance and repairs, and other direct expenditures necessary for the continued functioning of assets.
EU Taxonomy-Aligned Turnover: The turnover associated with Taxonomy-aligned economic activities as a proportion of the total turnover.
Fallpipe vessel: A self-propelled vessel designed specifically for dumping rocks on the seabed. The vessel is able to transport and dump rocks of variable sizes and is equipped with a flexible fallpipe which can be lowered into the water to install rock on pipelines and other subsea structures. The vessel is equipped with a dynamic positioning system, making it possible to position rocks very accurately. The fallpipe vessel can position rock to a depth of 2,000 meters by using an active heave compensated Remotely Operated Vehicle.
Fleet utilization rate: The fleet utilization rate is the weighted average operational occupation in weeks of the DEME fleet, expressed over a given reporting period. It is calculated as a weighted average based upon internal rates of hire of the vessels.
Free cash flow: Free cash flow is computed as the sum of cash flow from operating activities and cash flow from investing activities decreased with the cash flow related to lease repayments that are reported in the cash flow from financial activities.
FTE: Full-time equivalent
Fuel EU Maritime Regulation: An EU regulation aimed at promoting the use of sustainable fuels in maritime transport to reduce greenhouse gas emissions.
GHG emissions: Greenhouse gases are compound gases that trap heat or longwave radiation in the atmosphere. Their presence in the atmosphere makes the Earth’s surface warmer.
GHG emissions Scope 1: Scope 1 includes all direct GHG emissions. These occur from sources that are owned or controlled by DEME (e.g. combustion of fuel and natural gas).
GHG emissions Scope 2: Scope 2 accounts for indirect GHG emissions from the generation of electricity purchased by DEME. Scope 2 emissions physically occur at the facility where electricity is generated which can be calculated through a market- or location-based methodology.
GHG emissions Scope 3: Scope 3 is a reporting category for all other indirect emissions. These emissions are a consequence of DEME’s activities but occur through sources that are not owned or controlled by DEME.
GHG intensity: The amount of GHG emissions compared to an output such as unit of work (dredged m³ or per MW installed capacity) or a monetary unit (net revenue).
GHG Protocol: A comprehensive global standardized framework for measuring and managing greenhouse gas emissions.
GHG Removals: Capturing and storing atmospheric greenhouse gases, reducing their concentration in the atmosphere.
GoOs: Guarantees of Origin are tradable European energy certificates that verify the source of energy, ensuring it comes from renewable sources.
Green Initiatives: Any initiative, change or modification to a process, equipment or setup that reduces the environmental impact of a project.
GW: Gigawatt
HAZID: Hazard Identification is a qualitative method used to identify and review potential hazards and threats in a process at an early stage.
HAZOP: Hazard and Operability Analysis is a systematic method used to identify and evaluate potential hazards and operational issues in complex processes.
Headcount: Total number of permanent employees on DEME’s payroll at the end of the year. Headcount diverges from average FTEs accounted for in other nonfinancial KPIs.
HIPO: A High Potential Incident is an incident that could have had severe consequences, not only for people, but also for quality, assets, reputation and the environment.
IEA: International Energy Agency
IFRS: International Financial Reporting Standards (IFRS) are a set of accounting rules adopted by the European Union for the financial statements of public companies that are intended to make them consistent, transparent, and easily comparable around the world. The IFRS are issued by the London-based International Accounting Standards Board (IASB) and address record keeping, account reporting, and other aspects of financial reporting. Since 2005, all publicly listed companies within the European Union need to comply with these standards in their external financial reporting.
ILO: International Labour Organization
IMO: International Maritime Organization
Internal carbon pricing: Applying a price on carbon emissions within a company’s operations and/or supply chain.# Appendix

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kW Kilowatt

LMRA (Take 5) Last Minute Risk Assessment is a quick, on-the-spot evaluation of potential risks and hazards before starting a task.

Li-ion A lithium-ion (Li-ion) battery is an advanced battery technology that uses lithium ions as a key component of its electrochemistry.

LNG Liquefied Natural Gas

Location-based Scope 2 emissions Calculating GHG emissions using the emission factors from the average emissions of an item in a certain area.

Locked-in GHG emissions Greenhouse gas emissions that are expected to be released in the future due to existing infrastructure and investments.

Low carbon fuels Low carbon fuels combine the fuels for which the CO₂ emissions are lower compared to conventional fuel (marine gas oil). This category includes fuels such as Liquefied Natural Gas (LNG) and blended biofuels.

LTI A Lost Time Injury is an incident that results in an injury or disease resulting in time lost from work of ≥ 24 hours or ≥ 1 shift (the day of the incident not included). The declaration that the injured person is unable to work must have been made by a licensed medical professional. Commuting accidents, illnesses and other nonwork related accidents are excluded.

Management reporting The management reporting of the group is a quarterly internal reporting of the economic figures in which group companies, jointly controlled by DEME, are not consolidated by using the equity method (so in contradiction to the standards IFRS 10 and IFRS 11) but according to the proportionate method. As such, turnover and results of projects executed in joint ventures are visible, closely followed up and reported within the group. The presentation of the figures is also done by operational segment.

Market-based Scope 2 emissions Calculating GHG emissions using the emission factors from the supplier for a specific item.

MODIGA MODIGA is the name for Monopile Offshore Drilling Installation and Grouting Aid, serving as a drilling template and enabling controlled lowering using a liner, which also stabilizes the borehole.

MP Monopile

Multi-purpose cable installation vessel A multi-purpose cable installation vessel is a deep-sea vessel designed and used to lay underwater cables for telecommunications, electric power transmission and many other purposes. This type of vessel is used for connecting offshore wind farms through intra-array (inter-turbine) cables and consequently bringing the energy ashore through export cables. Besides cable laying, the vessel can be employed in a wide range of associated activities such as offshore support, ploughing, subsea rock installation, offshore construction, floating wind farm installation etc. The vessels are equipped with one or more cable carousels, allowing them to continuously load and install very long cables.

MW Megawatt

MWh A megawatt hour (MWh) equals 1,000 kilowatts of electricity generated per hour and is used to measure electric output.

MW beneficial ownership The amount of economic ownership of wind energy from offshore concessions in operation.

MW installed foundations MW installed foundations (contributed capacity) is calculated by counting the total number of foundations installed by DEME during the reporting period (between 1 January and 31 December) and multiplying by the corresponding turbine capacity. The turbine capacity is also called the rated power of the turbine. It is the power that the turbine generates for wind speeds above the ‘rated’ level. Each installed turbine has a specific rated power, expressed as a number of MW.

MW installed wind turbines The total turbine capacity installed by DEME during the reporting period (between 1 January and 31 December). The turbine capacity is also called the rated power of the turbine. It is the power that the turbine generates for wind speeds above the ‘rated’ level. Each installed turbine has a specific rated power, expressed as a number of MW.

MRV Maritime Regulation The EU monitoring, reporting, and verification regulation for ships mandates the monitoring and reporting of CO₂ emissions from maritime operations.

NACE codes A European industry standard classification system used to categorize economic activities.

312

Nature-based solutions Solutions that are inspired and supported by nature, which are cost effective, and simultaneously provide environmental, social and economic benefits and help build resilience.

Net financial debt Net financial debt is the sum of current and non-current interest-bearing debt (that includes lease liabilities) decreased with cash and cash equivalents.

Net-Zero Fuels Net-Zero Fuels are fuels that, over their lifetime, emit no additional GHG emissions.

NOx Nitrogen oxide (NO) and nitrogen dioxide (NO₂) are collectively known as nitrogen oxides (NOx), which are a group of poisonous, highly reactive gases. NOx form when fuel is burned at high temperatures and are air pollutants that cause a local environmental impact, such as the formation of acid rain and respiratory health effects.

OECD The Organisation for Economic Co-operation and Development is an international organization that works to promote policies that improve the economic and social well-being of people.

Offshore installation vessel (Floating or jack-up units) An afloat or self-elevating vessel used for the installation and maintenance of offshore wind farms, or any other offshore construction works. A jack-up vessel or self-elevating unit is a self-propelled mobile platform consisting of a buoyant hull fitted with a number of movable legs, capable of raising its hull over the surface of the seabed. Once on location, the hull is raised to the required elevation above the sea surface supported by the seabed, leading to stable working conditions independent of any swell on the sea.

OHS Occupational Health and Safety.

Operating working capital (OWC) Operating working capital (+ is receivable, - is payable) is net working capital (current assets less current liabilities), excluding interest-bearing debt and cash & cash equivalents and financial derivatives related to interest rate swaps and including other non- current assets and non-current liabilities (if any), as well as non-current financial derivatives (assets and liabilities), except for those related to interest rate swaps.

OpEx OpEx are all the operating expenses of the group. SG&A expenses incurred through normal business operations are also included, except for personnel expenses, depreciation, amortization and impairment costs and other operating expenses.

Opportunity and Risk Management (ORM) system A system for the proper identification, assessment and management of risks and opportunities with respect to tendering, preparation and execution of projects.

Orderbook The group’s orderbook is the contract value of assignments acquired as of 31 December but that is not yet accounted for as turnover because of non-completion. The orderbook also includes the group’s share in the orderbook of joint ventures, but not of associates. Contracts are not included in the orderbook until the agreement with the client is signed. A Letter of Award is not sufficient to include the contract in the orderbook according to the group. Additionally, financial close must be reached when projects will be executed in ‘uncertain’ countries before including them in the orderbook. ‘Uncertain countries’ are identified at the discretion of the Executive Committee.

OSS (offshore substation) Offshore substations are dedicated platforms that collect energy generated from offshore wind farms and transfer it to shore through an export cable. The systems that collect and export the power generated by turbines through specialized subsea cables are an essential component of offshore wind farms, especially at large, multi-megawatt sites.

PFAS Per- and Polyfluoroalkyl Substances are known as ‘forever chemicals’ due to their persistence in the environment and potential toxicity, leading to significant environmental and health impacts.

PM Particle pollution — also called particulate matter (PM) — is made up of particles (tiny pieces) of solids or liquids that are in the air. These particles may include dust, dirt, soot, smoke or drops of liquid which have a local environmental impact and can be harmful for health when breathing them in.

PPP Public-Private Partnership

R&D Research & Development

RECs Renewable Energy Certificates are tradable energy certificates in the USA that verify the source of energy, ensuring it comes from renewable sources.

QHSE(-S) Quality, Health, Safety, and Environment.

Investments Investments is the amount paid for the acquisition of ‘intangible assets’ and ‘property, plant and equipment’. Reference is made to the consolidated cash flow from investing activities.

IRO The environmental, social, and governance Impacts, Risks, and Opportunities associated with a company’s activities identified in the DMA.

IP Intellectual property

IPCC The Intergovernmental Panel on Climate Change is an international body responsible for assessing the science related to climate change and providing policymakers with regular scientific assessments.

ISA International Seabed Authority

ISM Code The International Safety Management Code is an international standard for the safe management and operation of ships and for pollution prevention.

ISPS Code The International Ship and Port Facility Security Code is a comprehensive set of measures to enhance the security of ships and port facilities.

Joint control Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the relevant activities require unanimous consent of the parties sharing control.

Joint Venture A joint venture is a joint arrangement whereby the parties exerting joint control over the arrangement have rights to the net assets of the joint arrangement.# 08 — Appendix

DEME Annual Report 2024

RCP

A Representative Concentration Pathway is a greenhouse gas concentration trajectory adopted by the IPCC to describe different climate futures, based on varying levels of greenhouse gas emissions.

Salvage works

Salvage works include the following activities: heavy lift support during salvage operations and wreck removals.

SCC

Safety, Health, and Environment Checklist for Contractors is a standardized checklist used to ensure that contractors comply with safety, health, and environmental regulations.

Segment

A segment is an aggregation of operating segments (activity lines) to report on.

SEUs

Significant Energy Users

SG&A costs

Sales, General and Administrative expenses. All expenses made at DEME level related to Supporting Services’ Departments and the Sales and Tender organization. As such, these expenses are not directly linked to any projects or type of equipment. They are expenses of a non-operational nature.

Sustainability Board

The Sustainability Board provides guidance on both strategic and operational sustainability topics to ensure that any decisions are aligned with our values, sustainability strategy and objectives. The Executive Committee is part of the Sustainability Board.

TIER III

A Tier III compliant vessel refers to a ship that meets the IMO (International Maritime Organization) Tier III emission standards set by the MARPOL Annex VI regulations. These standards focus on reducing nitrogen oxide (NOₓ) emissions from marine diesel engines, particularly in Emission Control Areas (ECAs).

TP

Transition Piece

T&I

Transport & Installation

Time To Internal

DEME system for career development. The Time To Program is a formal feedback moment between employee and manager to support career development.

Trailing suction hopper dredger (TSHD)

A self-propelled vessel, which fills its hold or hopper during dredging activities. The vessel is equipped with either single or twin trailing suction dredge pipes that extend to the sea bottom. While trailing at low speed, using centrifugal pumps, the dredged materials are stored in the hopper. Afterwards the vessel can sail long distances and empty its hold by opening bottom doors or valves (dumping), by rainbowing or by pumping its load ashore through the use of floating and land pipelines. This kind of dredger, which can operate independently, is mainly used in open waters.

Transition risk

The financial risks associated with the transition to a lower carbon economy, including changes in policy, technology, and market dynamics.

TRIR

The Total Recordable Incident Rate quantifies the occurrence of workplace incidents and injuries that need medical attention beyond first aid.

TSC

Technical screening criteria defined for each economic activity in the EU Taxonomy and used to determine whether a particular activity can be aligned as ‘green’.

Tank-to-Wheel (TTW)

Calculating emissions and energy consumption from the point of fuel storage in a vehicle’s tank to the point where the energy is used.

WTG

Wind Turbine Generator

Well-to-Wheel (WTW)

Calculating emissions and energy consumption from the point of fuel production to the point where the energy is used.

WW LTIFR (‘Safety thermometer’)

The Worldwide Lost Time Injury Frequency Rate (Worldwide LTIFR) is the metric reflecting accidents of DEME employees and temporary employees involving work incapacity (≥ 24 hours or ≥ 1 shift) multiplied by 200,000 and divided by the number of hours worked. The ‘Worldwide’ method is a risk-based method that combines ‘risk level rate’ (= event that resulted in the injury) and ‘injury rate’ (= type of injury). To determine if an incident scores as ‘Worldwide’, the ‘risk level rate’ and ‘injury rate’ are multiplied.

Zero carbon fuels

Fuels that emit no carbon dioxide when consumed.

Zero-emission equipment/cars

Vehicles that use propulsion technology that do not produce internal combustion engine exhaust or other carbon emissions during operation, such as electric vehicles.

FLEET AND EQUIPMENT

(1) Dredging fleet and equipment

01 Trailing suction hopper dredgers

Vessel Name	Power/Capacity
Spartacus, DF	44,580 kW
Congo River, DP/DT	30,190 m³
D’Artagnan	28,200 kW
Pearl River, DP/DT	24,130 m³
Ambiorix	28,170 kW
Nile River, DP/DT	17,000 m³
Amazone	12,854 kW
Bonny River, DP2, DF	14,900 m³
Ganga	6,035 kW
Lange Wapper, DP/DT	13,700 m³
Cap Martin	5,541 kW
Uilenspiegel, DP/DT	13,692 m³
Vlaanderen XVI	1,786 kW
Breughel, DP/DT	11,796 m³
Blanew	579 kW
Brabo, DP/DT	11,650 m³
Breydel, DP/DT	11,296 m³

02 Cutter suction dredgers

Vessel Name	Power/Capacity
Antigoon	8,460 m³
Pinocchio	2,416 kW
Scheldt River, DP/DT, DF	8,373 m³
Peter The Great	1,964 kW
Meuse River, DP/DT, DF ready	8,290 m³
Marieke	5,580 m³
Artevelde	5,580 m³
Reynaert	5,580 m³
Pallieter	5,320 m³
Victor Horta	5,136 m³
Charlemagne	5,000 m³
Minerva, DF	3,500 m³
Mellina	3,309 m³
River Thames	2,500 m³

DF Dual Fuel Main Engines (LNG/MGO)
DP/DT Dynamic Positioning / Dynamic Tracking

(1) The following list provides an overview of the vessels of DEME and its subsidiaries that are operationally deployable as of 1 March 2025.

03 Backhoe dredgers

Vessel Name	Power/Capacity
IJburg . . . .. . . . . . . .. . . . . . . . .. . . . . . . . .. . . . .. . . .. . . . .. . . .. . . . . .	3-5 m³
VW9	1.5 m³
VW47	1.5 m³
VW55	1.5 m³
Sambre	1.5 m³
Sclessin	1.5 m³
Floreffe . . . . . . . .. . .. . . . .. . . . . . . .. . . . . . . . .. . . . .. . . .. . . . .. . . .. . .	0,5 - 1 m³

04 Self-propelled split hopper barges

Vessel Name	Capacity
Bengel	3,595 m³
Deugniet	3,595 m³
Sloeber	2,735 m³
Pagadder	2,735 m³
Vlaanderen VII	1,000 m³
Vlaanderen VIII	1,000 m³

05 Water injection dredgers

Vessel Name	Capacity
Dhamra	2 x 6,000 m³/h

06 Spreader and multipurpose pontoons

Vessel Name	Capacity
Al Dana
Naseem

07 Inland/River dredgers

Trailing suction hopper dredgers

Vessel Name	Capacity
Piet Hein	967 m³
Zeeland	735 m³

Plain suction dredgers

Vessel Name	Capacity
Grinza 6	646 m³
Grinza 7	646 m³

Barge unloading suction dredgers

Vessel Name	Power/Capacity
Texel	2,076 kW
Arlésienne	320 kW

08 — Appendix

04 Self-propelled split hopper barges

05 Water injection dredgers

06 Spreader and multipurpose pontoons

07 Inland/River dredgers

08

Offshore fleet and equipment

08 Floating offshore installation vessels

11 Cable installation & multipurpose vessels

Vessel Name	Capacity
Green Jade (1) , DP3, DF	38,000 t
Living Stone, DP3, DF	Crane: 4,000 t; Cable installation: 10,000 t
Orion, DP3, DF	35,000 t
Viking Neptun, DP3	Crane: 5,000 t; Cable installation:

Vessel Fleet

Vessel Type	Name/Description	Capacity/Size
Jack-up offshore installation vessels	Gulliver (1)	12,500 t
Heavy lift vessels	Innovation, DP2	4,000 t
	Rambiz (1)	8,000 t
	Crane	1,500 t
	Sea Installer, DP2	7,400 t
	Offshore maintenance & Crane	1,600 t
geophysical survey vessels	Sea Challenger, DP2	7,400 t
	Aquata	pax
	Crane	900 t
	Arista	pax
	Apollo, DP2	4,500 t
	Karina, DP2 Crane	800 t
	Neptune, DP2	1,600 t
Offshore pontoons	Crane	600 t
	Bremen	10,000 t
Fallpipe vessels	Stralsund	10,000 t
	Yellowstone, DP2, DF	37,000 t
	Flintstone, DP2	17,500 t
	Seahorse, DP2 (1)	16,500 t
	Rollingstone, DP2	11,500 t

DF: Dual Fuel Main Engines (LNG/MGO)
DP/DT: Dynamic Positioning / Dynamic Tracking
(1): Co-ownership

Environmental Technology

Fixed recycling centers:

GRC Kallo, Port of Antwerp (BE)
GRC Zolder, Albertkanaal (BE)
RC Antwerpen (BE)
RC Charleroi (BE)
RC Deinze (BE)
RC Desteldonk (BE)
RC Gent (BE)
RC Liège (BE)
RC Puurs (BE)
RC Sédisol (BE)
RC Tubize (BE)
RC Zeebrugge (BE)
RC Den Helder (NL)
RC Wambrechies (FR)

Mobile treatment plants:

Mobile filter presses
Mobile immobilization plants
Mobile soil washing plants
Mobile thermal plant

Annex 1: ESRS Content Index

Disclosure Requirement	Comment	Paragraph section
ESRS 2 General disclosures
Basis for preparation
BP-1 General basis for preparation of Sustainability Statements		Chapter 07. Sustainability Statements - Section 1.1.
BP-2 Disclosures in relation to specific circumstances		Chapter 07. Sustainability Statements - Section 1.1.5.
Governance
GOV-1 The role of the administrative, management and supervisory bodies		Chapter 05. Corporate governance and risk management
GOV-2 Information provided to and sustainability matters addressed by the undertaking’s administrative, management and supervisory bodies		Chapter 05. Corporate governance & risk management
GOV-3 Integration of sustainability-related performance in incentive schemes		Chapter 05. Corporate governance & risk management
GOV-4 Statement on due diligence		Chapter 07. Sustainability Statements – Section 4.3.
GOV-5 Risk management and internal controls over sustainability reporting		Chapter 05. Corporate governance & risk management
Strategy
SBM-1 Strategy, business model and value chain		Chapter 3. Segments Chapter 07. Sustainability Statements – Section 1.2.
SBM-2 Interests and views of stakeholders		Chapter 07. Sustainability Statements – Section 1.3.
SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model		Chapter 07. Sustainability Statements – Section 1.4.4. Chapter 07. Sustainability Statements – Section 2.2.3.4. Chapter 07. Sustainability Statements – Section 2.2.4. Chapter 07. Sustainability Statements – Section 2.3.3.
Impact, risk and opportunity management
IRO-1 Description of the processes to identify and assess material impacts, risks and opportunities		Chapter 07. Sustainability Statements - Section 1.4.
IRO-2 Disclosure requirements in ESRS covered by the undertaking’s Sustainability Statements		Chapter 08. Appendix - ESG Appendix
Topical standards
ESRS E1 Climate change
GOV-3 Integration of sustainability-related performance in incentive schemes		Chapter 05. Corporate governance & risk management
E1-1 Transition plan for climate change mitigation		Chapter 07. Sustainability Statements - Section 2.4.2.
SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model		Chapter 07. Sustainability Statements - Section 2.2. Chapter 07. Sustainability Statements - Section 1.4.4.
IRO-1 Description of the processes to identify and assess material climate-related impacts, risks and opportunities		Chapter 07. Sustainability Statements - Section 2.2. Chapter 07. Sustainability Statements - Section 2.4.1.
E1-2 Policies related to climate change mitigation and adaptation		Chapter 07. Sustainability Statements - Section 2.4.3.
E1-3 Actions and resources in relation to climate change policies		Chapter 07. Sustainability Statements - Section 2.4.4 Chapter 07. Sustainability Statements - Section 2.4.6.
E1-4 Targets related to climate change mitigation and adaptation		Chapter 07. Sustainability Statements - Section 2.4.4.3. Chapter 07. Sustainability Statements - Section 2.4.6.
E1-5 Energy Consumption and mix		Chapter 07. Sustainability Statements - Section 2.4.7.2. Chapter 07. Sustainability Statements - Section 2.4.8.2.
E1-6 Gross scopes 1, 2 & 3 and total GHG emissions		Chapter 07. Sustainability Statements - Section 2.4.9.2.
E1-7 GHG removals and GHG mitigation projects financed through carbon credits		Chapter 07. Sustainability Statements - Section 2.4.10.
E1-8 Internal carbon pricing		Chapter 07. Sustainability Statements - Section 2.4.11.
E1-9 Anticipated financial effects from material physical and transition risks and potential climate-related opportunities	Omitted for the first year of preparing the Sustainability Statements, in line with phase-in provisions.	Chapter 07. Sustainability Statements - Section 2.4.12.
ESRS S1 Own workforce
SBM-2 Interests and views of stakeholders		Chapter 07. Sustainability Statements - Section 1.3.
SBM-3 Material impacts, risks and opportunities and their interaction with strategy and business model		Chapter 07. Sustainability Statements - Section 1.4.4. Chapter 07. Sustainability Statements - Section 3.1.1.
S1-1 Policies related to own workforce		Chapter 07. Sustainability Statements - Section 3.1.2. Chapter 07. Sustainability Statements - Section 3.1.3. Chapter 07. Sustainability Statements - Section 3.2.1.
S1-2 Processes for engaging with own workers and workers’ representatives about impacts		Chapter 07. Sustainability Statements - Section 3.1.3. Chapter 07. Sustainability Statements - Section 3.2.1.
S1-3 Processes to remediate negative impacts and channels for own workers to raise concerns		Chapter 07. Sustainability Statements - Section 3.1.4. Chapter 07. Sustainability Statements - Section 3.2.1.
S1-4 Taking action on material impacts on own workforce, and approaches to mitigating material risks and pursuing material opportunities related to own workforce, and effectiveness of those actions		Chapter 07. Sustainability Statements - Section 3.2.2.
S1-5 Targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities		Chapter 07. Sustainability Statements - Section 3.2.3.
S1-6 Characteristics of the undertaking’s employees		Chapter 07. Sustainability Statements - Section 3.1.5.
S1-7 Characteristics of non-employee workers in the undertaking’s own workforce	Omitted for the first year of preparing the Sustainability Statements, in line with phase-in provisions.
S1-14 Health and Safety metrics		Chapter 07. Sustainability Statements - Section 3.2.4.
Company specific topics
Energy Transition Policies		Chapter 07. Sustainability Statements - Section 2.3.4.
Actions and resources		Chapter 07. Sustainability Statements - Section 2.3.4.
Metrics		Chapter 07. Sustainability Statements - Section 2.3.5.
Tracking effectiveness in policies and actions		Chapter 07. Sustainability Statements - Section 2.3.5.

Annex 2: List of datapoints that derive from other EU Legislation

Disclosure Requirement and related datapoint	SFDR Reference	Pillar 3 reference	Paragraph Section/Pages
ESRS 2 GOV-1 Board's gender	Delegated Regulation (EU) 2020/1816, Annex II	paragraph 21 (d) of Table #1 of Annex 1	Chapter 5. Corporate governance & risk management paragraph 30
ESRS 2 GOV-1 Percentage of board members who are Independent	Delegated Regulation (EU) 2020/1816, Annex II	paragraph 21 (e) of Table #1 of Annex 1	Chapter 5. Corporate governance & risk management paragraph 30
ESRS 2 GOV-4 Statement on due diligence	Delegated Regulation (EU) 2020/1816, Annex II	paragraph 10 of Table #3 of Annex 1	Chapter 07. Sustainability Statements - Section 4.3.
ESRS 2 SBM-1 Involvement in activities related to fossil fuel	Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 Table 1: Qualitative information on Environmental risk and Table 2: Qualitative information on Social risk	paragraph 40 (d) i of Table #1 of Annex 1	Chapter 07. Sustainability Statements -Section 1.2.1.
ESRS 2 SBM-1 Involvement in	Delegated Regulation (EU) 2020/1816, Annex II	paragraph 9 of Table #1 of Annex 1	Chapter 07.
Indicator number 13			Sustainability Statements -Section 1.2.1.
Indicator number 4
Indicator number 9

(Note: The original text for Annex 2 was cut off, so the last entry is incomplete.)# 08 — Appendix

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322

Disclosure Requirement and related datapoint	SFDR Reference	Pillar 3 reference	Benchmark Regulation reference	Paragraph	Section/Pages
ESRS E1-1 Transition plan to reach climate neutrality by 2050	Regulation (EU) 2021/1119, Article 2(1)			14	-Section 2.4.2.
ESRS E1-1 Undertakings excluded from Paris-aligned Benchmarks	Commission Implementing Regulation (EU) 2022/2453		Delegated Regulation (EU) No 575/2013; Article12.1 (d) to (g) and Article 12.2	16
ESRS E1-4 GHG emission reduction targets	Indicator number 4 of Table #2 of Annex 1		Delegated Regulation (EU) 2020/1818, Article 6	34	-Section 2.4.6.
ESRS E1-5 Energy consumption from fossil sources disaggregated by sources (only high climate impact sectors)	Indicator number 5 of Table #1 and Indicator number 5 of Table #2 of Annex 1			38	-Section 2.4.7.
ESRS E1-5 Energy consumption and mix	Indicator number 5 of Table #1 of Annex 1			37	-Section 2.4.7.
ESRS E1-5 Energy intensity associated with activities in high climate impact sectors	Indicator number 6 of Table #1 of Annex 1			40 to 43	-Section 2.4.7.
ESRS E1-6 Gross Scope 1, 2, 3 and Total GHG emissions	Indicators number 1 and 2 of Table #1 of Annex 1	Template 1: Banking book - Climate change transition risk: Credit quality of exposures by sector, emissions and residual maturity	Delegated Regulation (EU) 2020/1818, Article 5(1), 6 and 8(1)	44	-Section 2.4.9.2.
ESRS E1-6 Gross GHG emissions intensity	Indicators number 3 of Table #1 of Annex 1	Template 3: Banking book - Climate change transition risk: alignment metrics	Delegated Regulation (EU) 2020/1818, Article 8(1)	53 to 55	-Section 2.4.9.2.
ESRS E1-7 GHG removals and carbon credits	Regulation (EU) 2021/1119, Article 2(1)			56	-Section 2.4.10.

323

Disclosure Requirement and related datapoint	SFDR Reference	Pillar 3 reference	Benchmark Regulation reference	Paragraph
ESRS E1-9 Exposure of the portfolio to climate-related physical risks	Delegated Regulation (EU) 2020/1818, Annex II			66
ESRS E1-9 Disaggregation of monetary amounts by acute and chronic physical risk			Article 449 a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 paragraphs 46 and 47; Template 5: Banking book - Climate change physical risk: Exposures subject to physical risk.	66
ESRS E1-9 Location of significant assets at material physical risk			Article 449 a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 paragraph 34; Template 2: Banking book -Climate change transition risk: Loans collateralised by immovable property - Energy efficiency of the collateral	66 (c)
ESRS E1-9 Breakdown of the carrying value of its real estate assets by energy-efficiency classes			Article 449 a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 paragraph 34; Template 2: Banking book -Climate change transition risk: Loans collateralised by immovable property - Energy efficiency of the collateral	67 (c)
ESRS E1-9 Degree of exposure of the portfolio to climate- related opportunities	Delegated Regulation (EU) 2020/1818, Annex II			69
ESRS E2-4 Amount of each pollutant listed in Annex II of the E-PRTR Regulation (European Pollutant Release and Transfer Register) emitted to air, water and soil,	Indicator number 8 of Table #1 of Annex 1; Indicator number 2 of Table #2 of Annex 1; Indicator number 1 of Table #2 of Annex 1; Indicator number 3 of Table #2 of Annex 1			28
ESRS E3-1 Water and marine resources	Indicator number 7 of Table #2 of Annex 1			9
ESRS E3-1 Dedicated policy	Indicator number 8 of Table 2 of Annex 1			13
ESRS E3-1 Sustainable oceans and seas	Indicator number 12 of Table #2 of Annex 1			14
ESRS E3-4 Total water recycled and reused	Indicator number 6.2 of Table #2 of Annex 1			28 (c)
ESRS E3-4 Total water consumption in m3 per net revenue on own operations	Indicator number 6.1 of Table #2 of Annex 1			29
ESRS 2- IRO 1 E4	Indicator number 7 of Table #1 of Annex 1			16 (a) i
ESRS 2- IRO 1 E4	Indicator number 10 of Table #2 of Annex 1			16 (b)
ESRS 2- IRO 1 E4	Indicator number 14 of Table #2 of Annex 1			16 (c)
ESRS E4-2 Sustainable land / agriculture practices or policies	Indicator number 11 of Table #2 of Annex 1			24 (b)
ESRS E4-2 Sustainable oceans / seas practices or policies	Indicator number 12 of Table #2 of Annex 1			24 (c)
ESRS E4-2 Policies to address deforestation	Indicator number 15 of Table #2 of Annex 1			24 (d)
ESRS E5-5 Non-recycled waste	Indicator number 13 of Table #2 of Annex 1			37 (d)
ESRS E5-5 Hazardous waste and radioactive waste	Indicator number 9 of Table #1 of Annex 1			39
ESRS 2- SBM3 - S1 Risk of incidents of forced labour	Indicator number 13 of Table #3 of Annex 1			14 (f)
ESRS 2- SBM3 - S1 Risk of incidents of child labour	Indicator number 12 of Table #3 of Annex 1			14 (g)
ESRS S1-1 Human rights policy commitments	Indicator number 9 of Table #3 and Indicator number 11 of Table #1 of Annex 1			20
ESRS S1-1 Due diligence policies on issues addressed by the fundamental International Labor Organisation Conventions 1 to 8,	Delegated Regulation (EU) 2020/1816, Annex II			21
ESRS S1-1 Processes and measures for preventing trafficking in human beings	Indicator number 11 of Table #3 of Annex 1			22
ESRS S1-1 Workplace accident prevention policy or management system	Indicator number 1 of Table #3 of Annex 1	Chapter 07. Sustainability Statements -Section 3.1.2.		23
ESRS S1-3 Grievance/ complaints handling mechanisms	Indicator number 5 of Table #3 of Annex 1	Chapter 07. Sustainability Statements -Section 3.1.4.		32 (c)

324

Disclosure Requirement and related datapoint	SFDR Reference	Benchmark Regulation reference	Paragraph	Section/Pages
ESRS S1-14 Number of fatalities and rate of work-related accidents	Indicator number 2 of Table #3 of Annex 1	Delegated Regulation (EU) 2020/1816, Annex II	88 (b) and (c)	-Section 3.2.4.
ESRS S1-14 Number of days lost to injuries, accidents, fatalities or illness	Indicator number 3 of Table #3 of Annex 1		88 (e)
ESRS S1-16 Unadjusted gender pay gap	Indicator number 12 of Table#1 of Annex 1	Delegated Regulation (EU) 2020/1816, Annex II	97 (a)
ESRS S1-16 Excessive CEO pay ratio	Indicator number 8 of Table #3 of Annex 1		97 (b)
ESRS S1-17 Incidents of discrimination	Indicator number 7 of Table #3 of Annex 1		103 (a)
ESRS S1-17 Non-respect of UNGPs on Business and Human Rights and OECD guidelines	Indicator number 10 of Table #1 and Indicator number 14 of Table #3 of Annex 1	Delegated Regulation (EU) 2020/1816, Annex II Delegated Regulation (EU) 2020/1818 Article 12 (1)	104 (a)
ESRS 2- SBM3 – S2 Significant risk of child labour or forced labour in the value chain	Indicators number 12 and 13 of Table #3 of Annex 1		11 (b)
ESRS S2-1 Human rights policy commitments	Indicator number 9 of Table #3 and Indicator number 11 of Table #1 of Annex 1		17
ESRS S2-1 Policies related to value chain workers	Indicator number 11 and 14 of Table #3 of Annex 1		18
ESRS S2-1 Non-respect of UNGPs on Business and Human Rights principles and OECD guidelines	Indicator number 10 of Table #1 of Annex 1	Delegated Regulation (EU) 2020/1816, Annex II Delegated Regulation (EU) 2020/1818, Article 12 (1)	19
ESRS S2-1 Due diligence policies on issues addressed by the fundamental International Labor Organisation (‘ILO’) Conventions 1 to 8,		Delegated Regulation (EU) 2020/1816, Annex II

325

Disclosure Requirement and related datapoint	SFDR Reference	Pillar 3 reference	Benchmark Regulation reference	Paragraph
activities related to chemical production	Table #2 of Annex 1 (EU) 2020/1816, paragraph 40 (d) ii		Delegated Regulation (EU) 2020/1818, Article 12(1)
activities related to controversial weapons	Table #1 of Annex 1 Regulation (EU) 2020/1818, paragraph 40 (d) iii		Delegated Regulation (EU) 2020/1816, Annex II
activities related to cultivation and production of tobacco	Table #1 of Annex 1 Regulation (EU) 2020/1818, Article 12(1)		Delegated Regulation (EU) 2020/1816, Annex II
ESRS E1-1 Transition plan to reach climate neutrality by 2050	Regulation (EU) 2021/1119, Chapter 07. Sustainability Statements -Section 2.4.2.			14
ESRS E1-1 Undertakings excluded from Paris-aligned Benchmarks	Article 449 a Regulation (EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453		Delegated Regulation (EU) 2020/1818, paragraph 16 (g)
ESRS E1-4 GHG emission reduction targets	Paragraph 34 Indicator number 4 of Table #2 of Annex 1		Delegated Regulation (EU) 2020/1818, Article 6 Chapter 07. Sustainability Statements -Section 2.4.6.
ESRS E1-5 Energy consumption from fossil sources disaggregated by sources (only high climate impact sectors)	Paragraph 38 Indicator number 5 of Table #1 and Indicator number 5 of Table #2 of Annex 1		Chapter 07. Sustainability Statements -Section 2.4.7.
ESRS E1-5 Energy consumption and mix	Paragraph 37 Indicator number 5 of Table #1 of Annex 1		Chapter 07. Sustainability Statements -Section 2.4.7.
ESRS E1-5 Energy intensity associated with activities in high climate impact sectors	Paragraphs 40 to 43 Indicator number 6 of Table #1 of Annex 1		Chapter 07. Sustainability Statements -Section 2.4.7.
ESRS E1-6 Gross Scope 1, 2, 3 and Total GHG emissions	Paragraph 44 Indicators number 1 and 2 of Table #1 of Annex 1	Template 1: Banking book - Climate change transition risk: Credit quality of exposures by sector, emissions and residual maturity	Delegated Regulation (EU) 2020/1818, Article 5(1), 6 and 8(1) Chapter 07. Sustainability Statements -Section 2.4.9.2.
ESRS E1-6 Gross GHG emissions intensity	Paragraphs 53 to 55 Indicators number 3 of Table #1 of Annex 1	Template 3: Banking book - Climate change transition risk: alignment metrics	Delegated Regulation (EU) 2020/1818, Article 8(1) Chapter 07. Sustainability Statements -Section 2.4.9.2.
ESRS E1-7 GHG removals and carbon credits	Paragraph 56 Regulation (EU) 2021/1119, Article 2(1)		Chapter 07. Sustainability Statements -Section 2.4.10.
ESRS E1-9 Exposure of the Delegated Regulation Not applicable benchmark portfolio to (EU) 2020/1818, Phase-in requirement climate-related physical Annex II Delegated risks			Regulation (EU) 2020/1816, Annex II	paragraph 66
ESRS E1-9 Disaggregation Article 449 a Not disclosed - of monetary amounts by Regulation (EU) Phase-in requirement acute and chronic physical No 575/2013; risk			Commission Implementing Regulation (EU) 2022/2453 paragraphs 46 and 47; Template 5: Banking book - Climate change physical risk: Exposures subject to physical risk.	paragraph 66
ESRS E1-9 Location of significant Article 449 a Not disclosed - assets at material physical Regulation Phase-in requirement risk			(EU) No 575/2013; Commission Implementing Regulation (EU) 2022/2453 paragraph 34; Template 2: Banking book -Climate change transition risk: Loans collateralised by immovable property - Energy efficiency of the collateral	paragraph 66 (c).
ESRS E1-9 Breakdown of the Article 449 a Not disclosed - carrying value of its real estate Regulation Phase-in requirement assets by energy-efficiency (EU) No 575/2013; classes			Commission Implementing Regulation (EU) 2022/2453 paragraph 34; Template 2: Banking book -Climate change transition risk: Loans collateralised by immovable property - Energy efficiency of the collateral	paragraph 67 (c).
ESRS E1-9 Degree of Delegated Regulation Not disclosed - exposure of the portfolio (EU) 2020/1818, Phase-in requirement to climate- related Annex II opportunities				paragraph 69
ESRS E2-4 Amount of each Indicator number 8 of Not material pollutant listed in Annex II Table #1 of Annex 1 of the E- PRTR Regulation Indicator number 2 of (European Pollutant Release Table #2 of Annex 1 and Transfer Register) Indicator number 1 of emitted to air, water and Table #2 of Annex 1 soil,			Indicator number 3 of Table #2 of Annex 1	paragraph 28
ESRS E3-1 Water and marine Indicator number 7 of Not material resources Table #2 of Annex 1				paragraph 9
ESRS E3-1 Dedicated Indicator number 8 of Not material policy Table 2 of Annex 1				paragraph 13
ESRS E3-1 Sustainable oceans Indicator number 12 Not material and seas paragraph 14 of Table #2 of Annex 1				paragraph 14
ESRS E3-4 Total water Indicator number 6.2 Not material recycled and reused of Table #2 of Annex 1 paragraph 28 (c)				paragraph 28 (c)
ESRS E3-4 Total water Indicator number 6.1 Not material consumption in m3 per of Table #2 of Annex 1 net revenue on own operations paragraph 29				paragraph 29
ESRS 2- IRO 1 E4 Indicator number 7 of Not material paragraph 16 (a) i Table #1 of Annex 1				paragraph 16 (a) i
ESRS 2- IRO 1 E4 Indicator number 10 Not material paragraph 16 (b) of Table #2 of Annex 1				paragraph 16 (b)
ESRS 2- IRO 1 E4 Indicator number 14 Not material paragraph 16 (c) of Table #2 of Annex 1				paragraph 16 (c)
ESRS E4-2 Sustainable land Indicator number 11 Not material / agriculture practices or of Table #2 of Annex 1 policies paragraph 24 (b)				paragraph 24 (b)
ESRS E4-2 Sustainable Indicator number 12 Not material oceans / seas practices or of Table #2 of Annex 1 policies paragraph 24 (c)				paragraph 24 (c)
ESRS E4-2 Policies to address Indicator number 15 Not material deforestation paragraph 24 (d) of Table #2 of Annex 1				paragraph 24 (d)
ESRS E5-5 Non-recycled Indicator number 13 Not material waste paragraph 37 (d) of Table #2 of Annex 1				paragraph 37 (d)
ESRS E5-5 Hazardous Indicator number 9 of Not material waste and radioactive Table #1 of Annex 1 waste paragraph 39				paragraph 39
ESRS 2- SBM3 - S1 Risk Indicator number 13 Not material of incidents of forced of Table #3 of Annex 1 labour paragraph 14 (f)				paragraph 14 (f)
ESRS 2- SBM3 - S1 Risk of Indicator number 12 Not material incidents of child labour of Table #3 of Annex 1 paragraph 14 (g)				paragraph 14 (g)
ESRS S1-1 Human rights Indicator number Not material policy commitments 9 of Table #3 and paragraph 20 Indicator number 11 of Table #1 of Annex 1				paragraph 20
ESRS S1-1 Due diligence Delegated Regulation Not material policy on issues addressed (EU) 2020/1816, by the fundamental Annex II International Labor Organisation Conventions 1 to 8, paragraph 21				paragraph 21
ESRS S1-1 Processes and Indicator number 11 Not material measures for preventing of Table #3 of Annex 1 trafficking in human beings paragraph 22				paragraph 22
ESRS S1-1 Workplace Indicator number 1 of Chapter 07. accident prevention Table #3 of Annex 1 policy or management Sustainability Statements system paragraph 23 -Section 3.1.2.’				paragraph 23
ESRS S1-3 Grievance/ Indicator number 5 of Chapter 07. complaints handling Table #3 of Annex 1 mechanisms paragraph 32 (c) Sustainability Statements -Section 3.1.4.’				paragraph 32 (c)
ESRS S1-14 Number of Indicator number 2 of Delegated Regulation Chapter 07. fatalities and number and Table #3 of Annex 1 (EU) 2020/1816, rate of work-related accidents Annex II Statements- paragraph 88 (b) and (c) Section 3.2.4.				paragraph 88 (b) and (c)
ESRS S1-14 Number Indicator number 3 of Not disclosed – of days lost to injuries, Table #3 of Annex 1 phase-in requirement. accidents, fatalities or illness paragraph 88 (e)				paragraph 88 (e)
ESRS S1-16 Unadjusted Indicator number 12 Delegated Regulation Not material gender pay gap of Table#1 of Annex 1 (EU) 2020/1816, paragraph 97 (a) Annex II				paragraph 97 (a)
ESRS S1-16 Excessive CEO Indicator number 8 of Not material pay ratio paragraph 97 (b) Table #3 of Annex 1				paragraph 97 (b)
ESRS S1-17 Incidents Indicator number 7 of Not material of discrimination Table #3 of Annex 1 paragraph 103 (a)				paragraph 103 (a)
ESRS S1-17 Non-respect Indicator number Delegated Regulation Not material of UNGPs on Business 10 of Table #1 and (EU) 2020/1816, and Human Rights Annex II Delegated of OECD paragraph 104 (a) of Table #3 of Annex 1 Regulation (EU) 2020/1818 Article 12 (1)				paragraph 104 (a)
ESRS 2- SBM3 – S2 Significant Indicators number Not material risk of child labour or 12 and 13 of Table forced labour in the value #3 of Annex 1 chain paragraph 11 (b)				paragraph 11 (b)
ESRS S2-1 Human rights Indicator number Not material policy commitments 9 of Table #3 and paragraph 17 Indicator number 11 of Table #1 of Annex 1				paragraph 17
ESRS S2-1 Policies Indicator number Not material related to value chain 11 and 14 of Table workers paragraph 18 #3 of Annex 1				paragraph 18
ESRS S2-1 Non-respect Indicator number 10 Delegated Regulation Not material of UNGPs on Business of Table #1 of Annex 1 (EU) 2020/1816, and Human Rights principles and Annex II Delegated OECD guidelines paragraph 19 Regulation (EU) 2020/1818, Article 12 (1)				paragraph 19
ESRS S2-1 Due diligence Delegated Regulation Not material policies on issues addressed (EU) 2020/1816, by the fundamental International Annex II Labor Organisation (‘ILO’) Conventions 1 to 8,

08 — Appendix

326 Disclosure Requirement and related datapoint

Benchmark Regulation reference	EU Climate Law reference	Paragraph	ESRS	Human rights Indicator number	Not material	issues and incidents of Table #3 of Annex 1
		paragraph 19	ESRS S2-4	14	Yes
		paragraph 36	ESRS S3-1	9	Yes	policy commitments of Table #3 of Annex
		paragraph 16	1 and Indicator number 11 of Table #1 of Annex 1
Delegated Regulation (EU) 2020/1816, Annex II	Delegated Regulation (EU) 2020/1818, Article12 (1)	paragraph 17	ESRS S3-1	10	Yes	Non-respect of UNGPs on Business and Human Rights, ILO principles or OECD guidelines of Table #1 Annex 1
		paragraph 17	ESRS S3-4	14	Yes	issues and incidents of Table #3 of Annex 1
		paragraph 36	ESRS S4-1	9	Yes	Policies related to consumers and end-users of Table #3 and paragraph 16
			Indicator number 11 of Table #1 of Annex 1
Delegated Regulation (EU) 2020/1816, Annex II	Delegated Regulation (EU) 2020/1818, Article 12 (1)	paragraph 17	ESRS S4-1	10	Yes	Non-respect of UNGPs on Business and Human Rights and OECD guidelines of Table #1 of Annex 1
		paragraph 17	ESRS S4-4	14	Yes	issues and incidents of Table #3 of Annex 1
		paragraph 35	ESRS G1-1	15	Yes	United Nations Convention against Corruption of Table #3 of Annex 1
		paragraph 10 (b)	ESRS G1-1	6	Yes	Protection of whistle-blowers of Table #3 of Annex 1
		paragraph 10 (d)	ESRS G1-4	17	Yes	Fines for violation of anti-corruption and anti-bribery laws of Table #3 of Annex 1
Delegated Regulation (EU) 2020/1816, Annex II		paragraph 24 (a)	ESRS G1-4	16	Yes	Standards of anti- corruption and anti-bribery of Table #3 of Annex 1
		paragraph 24 (b)

327 328 developments

RISK ASSESSMENT

Industry and market risks

| Description of the risk # 08 — Appendix DEME Annual Report 2024 331

Description of the risk

Risks can arise throughout the entire project management and execution process, from tendering to contract negotiation and, upon award, during the execution of the engineering, procurement, construction, commissioning and delivery. In addition, there is also the possibility that the customer will not be able to obtain the necessary financing or that it might not be able to do so in a timely manner etc. Operational risks can lead to possible cost overruns, particularly for those projects with fixed-price contracts or with limited price escalation provisions, where the actual costs may exceed the initial estimation made by DEME due to unanticipated costs (e.g. resulting from supply price increases, additional work, delays in performance, etc.). Such additional costs cannot always be passed on to the client, resulting in DEME bearing all, or at least a portion of these costs. Depending on the size of a project, variations from the estimated costs due to performance could have an adverse effect on DEME’s financial performance, operational results, or cash flows. In particular, projects based on new designs may entail higher risks of cost overruns because DEME may be less able to make a proper cost estimate beforehand, especially when it ventures into new business segments for the first time. Delays (due to possible internal and/or external factors) in meeting delivery performance requirements (e.g. ‘milestones’) may also result in potential penalties or damages. This includes third-party risks in the form of poor performance or non-performance of subcontractors, suppliers, vendors, joint venture partners or other parties, which could affect DEME’s ability to execute its projects as planned. For instance, this could happen when substitute manufacturers are limited, especially for those making specialized equipment. Potential penalties or damages, additional costs etc. may arise from not meeting performance requirements. These could be due to quality standards, the contract period, or cost overruns resulting from not complying with warranty obligations (e.g. responsibility for maintenance etc.). Adverse effects on DEME’s business could result from failure to comply with any changes in the applicable regulations and legislation, for example, safety and social obligations vis-à-vis subcontractors. There is also the potential of unlimited penalties or damages to be paid as some contracts, in particular public contracts, may not have limitation of liability clauses.

During a project, DEME may be confronted with certain other general risks which are, directly or indirectly, caused by factors that are inherent to DEME’s business (e.g. marine engineering contracts). DEME may be subject to increased project costs due to possible non-working days, a delay in the delivery of the works, injuries to employees or third parties, damage to equipment/vessels or those of third parties, as a result of any of the following factors:
— the determination of nature and composition of the soil and/or specific site conditions
— weather conditions and extreme events including storms, tsunamis, earthquakes, etc.
— wear and tear of equipment
— technical or mechanical incidents and breakdowns that may influence the performance of the vessels or cause damage to own or third-party equipment
— the concept and engineering of the project, as well as the assessment of the technical suitability of the equipment
— changes to the regulatory framework during the course of the contract
— the relationship with and reliance on subcontractors, suppliers and (joint venture) partners, particularly in the context of Engineering, Procurement, Construction and Installation (EPCI) projects

DEME requires various approvals, licenses, permits and certificates to operate its business. These have to be obtained, maintained and renewed. Without the required approvals, licenses, permits and certificates it may not be possible to operate its business. For instance, Belgian contractors must hold a ‘Certificate of Recognition’ which has to be renewed every five years. Comparable requirements exist for all of DEME’s activities worldwide. With respect to the fleet, vessels must fly a flag based on the completion of a registration procedure and a technical survey. Upon the successful completion, the vessel is granted a ‘Certificate of Registry’. The exact technical standards and procedures may differ from jurisdiction to jurisdiction and change with the passage of time. DEME makes sure that all of its certificates are kept up to date and that it meets international legal and other local mandatory QHSE requirements. Additional certificates are even obtained to ensure that DEME’s QHSE standard is higher than industry requirements. DEME holds an ISO Group Certificate, which includes more than 50 of our operational and commercial entities. All certified entities are compliant with the following standards:
* ISO 9001 Quality Management Systems
* ISO 14001 Environmental Management Systems
* ISO 14064 Reporting
* ISO 45001 Health and Safety Management Systems
* ISO 50001 Energy Management Systems

In addition to ISO, the QHSE Management System is compliant with other specific standards. Furthermore, vessels are subject to classification rules which are designed to protect vessels, crews and the environment among others. The ‘Class and Flag’ Department is responsible for maintaining the fleet’s flag and regulatory certificates and for planning any surveys required.

As a project developer and concession holder, DEME focuses on renewable energy, marine infrastructure, ports, dredging, green hydrogen and other special projects. The process from the first idea until the actual completion could entail an extensive period of time, even several years. This means that considerable costs could be incurred, and a lot of time may be spent on a potential new project, even though there is no guarantee that the project will eventually materialize. For example, obtaining a concession from the relevant governmental authority can be a risk due to uncertainty about the interpretation and/or application of regulations, onerous restrictions being imposed, or changes being adopted in respect of the conditions of the concession and/or political instability. Furthermore, it is vital to obtain the proper financing for the project with the right partners.

DEME is subject to third-party risks in respect of contractors, suppliers, vendors, joint venture partners or other parties involved in the engineering, design, procurement of materials, equipment and services for the performance of work on DEME’s projects. The successful completion of projects depends on the ability of these third parties to perform their contractual obligations and is subject to factors beyond DEME’s control, including actions or omissions by these parties and their subcontractors.

Potential impact

DEME Annual Report 2024 331

DEME Annual Report 2024 332

DEME Annual Report 2024 333

Risk management and control

The ORM Department deploys its ORM system for the timely identification, assessment and management of risks and opportunities with respect to tendering, preparation and the execution of projects. Opportunities and risks are continuously monitored so that timely decisions and necessary actions can be taken. There is also a Risk Committee, composed of the CEO, CFO and members of the Executive Committee, or any person appointed by the latter responsible for the relevant segment or any person appointed by the latter, complemented with Non-executive Directors and/or any other persons designated by the Board of Directors. As well as assisting the CEO in his task of assessing risk management matters, the Committee approves all binding offers related to major contract awards. The Risk Committee reports regularly to the Board of Directors on the performance of its duties and identifies any matters for which it believes action or improvement is necessary and makes recommendations regarding any steps to be taken.

DEME tries to manage some of those risks through its project management systems, including taking out appropriate insurance policies.

DEME Concessions

Within DEME there is a Technical Committee overseeing the group’s activities, as well as a special Technical Committee specifically for DEME Concessions. These are composed of the CEO, CFO and members of the Executive Committee, Non-executive Directors and/or any other persons designated by the Board. Members have the specialist expertise required for specific projects. They evaluate projects/investments that play a special role within the group from a risk, investment and image perspective.

DEME implements measures to minimize potential third-party risks, such as carrying out due diligence of third parties before doing business and procure-to-pay procedures for material third parties.

Third-Party Risk

Climate change and environmental risks

DEME is active in a sector with augmented greenhouse gases, which contribute to global warming. With upcoming regulation, DEME could be subject to carbon taxes and emissions trading schemes - referred to as a climate transition risk, which actually equates to a policy and legal risk. Carbon taxes do not only result in additional direct costs but also increase prices for procured products & services (e.g. steel, concrete, etc.). The impact of potential costs is subject to pass-through clauses in the contract which can be different for every project. DEME aims to achieve climate-neutral operations by 2050 and has set an intermediate GHG intensity target to reduce 40% of its fleet GHG emissions per dredged m3 or installed MW by 2030 versus the base year 2008.# To further work towards our 2030 target, DEME is focusing on three strategies: operational efficiency, technical efficiency and a shift to alternative fuels, which emit fewer GHG emissions. These measures will lower the exposure and impact from carbon taxes and emissions trading schemes. DEME’s activities face specific climate risks including more frequent and extreme weather events such as storms, heavy rainfall and flooding. This is referred to as acute climate physical risk. More extreme weather conditions could result in more operational downtime. DEME continuously monitors and assesses economic and climate-related circumstances to anticipate, limit or avoid any impact on its financials. Damage to assets as a result of extreme weather conditions such as storms are covered by casualty insurance policies. Climate change may cause certain chronic events such as changing wind patterns, ocean acidification, sea level rise, etc. Dredging, land reclamation, offshore works, infrastructure and environmental projects may face the consequences of these specific climate risks. For DEME Offshore’s projects and in view of EU Taxonomy reporting, DEME has chosen the IPCC’s RCP 8.5 scenario to serve as the baseline climate scenario. This is referred to as chronic climate physical risk. Ocean acidification could have a limited impact on offshore projects. For example, as the pH of the water decreases (and the acidity increases) the corrosion rate of a wind turbine structure increases, which could result in the replacement of sacrificial anodes or an increase in Impressed Current Cathodic Protection (ICCP). On the other hand, DEME identifies the rising sea level rise as an opportunity for its dredging activities. While designing wind turbine foundations, DEME takes parameters looking at chronic climate physical risks such as changing wind patterns and ocean acidification into account.

Impact of climate change (Climate physical risk - chronic)

Disturbance of the environment

| Description of the risk | Potential impact | Risk management and control al. There is no evidence to suggest that any of the aforementioned risks have occurred.

Financing

Financial risks

| Description of the risk # 08 — Appendix

DEME Annual Report 2024

337 Credit and counterparty risks — continued

| Description of the risk # IT-related risks

Description of the risk

DEME increasingly relies on digital communication, connectivity, and the use of technology to run its worldwide business, which has been further accelerated by remote working. Relying more heavily on digital communication and information technology, increases DEME’s exposure to potential cybercrimes, failures or disruptions in IT systems and other related risks. Information technology is crucial in supporting and protecting core and supporting processes. This enables DEME to work more fluidly and efficiently and makes it possible to follow up its local operations in almost real-time from its headquarters, but it also leads to a vulnerability linked to cyber security challenges and dependency on digitalized processes.

Potential impact

Risk management and control

Internal policies, procedures and instructions are in place to mitigate the information technology risk. These include Multi-factor Authentication, single sign-on with Office 365 for all cloud-based applications, hard-disk encryption, as well as End-Point protection on all PCs, regular ‘ethical hacking’ exercises, awareness campaigns and penetration testing by the Enterprise Security Office (ESO). In its role, ESO provides the management with periodic updates on the security risk landscape and performs security risk assessments. As such, the ESO informs the group about potential threats to the security of staff and property.

Cyber security is a vital aspect of our business as we operate in a highly competitive and dynamic market that requires constant innovation, adaptation and vigilance. We are committed to protecting our people, data, assets, and clients from cyber threats, and to comply with the relevant regulations and standards. We are aware of the challenges and opportunities that lie ahead. The cyber threat landscape is constantly evolving and becoming more sophisticated and complex, as cyber criminals and adversaries exploit modern technologies and vulnerabilities. We also face increasing regulatory and client expectations and demands, as well as competitive and market pressure.

One of the main goals of DEME’s Cyber Security Strategy is to establish a robust and consistent framework that guides our policies, procedures, and practices. To this end, it has adopted the Center for Internet Security (CIS) Controls, a set of best practices that are aligned with the most widely recognized cyber security standards, such as NIST (National Institute of Standards & Technology) and MITRE ATT&CK® (a globally accessible knowledge base of adversary tactics and techniques based on real-world observations). The CIS Controls, which have been implemented throughout the organization, provide a comprehensive and actionable roadmap to improve cyber security and to measure progress and performance.

In addition, DEME has undertaken several specific initiatives and projects to enhance its cyber security capabilities and resilience:
— Full rollout of Multi-factor Authentication (MFA) for all employees, contractors, and partners. MFA reduces the risk of unauthorized access and data breaches.
— Establishing a 24/7 Cyber Security Center (SOC), a dedicated team of experts and analysts that monitor, detect, and respond to cyber incidents and threats.
— Improvements in Disaster Recovery: increasing our Data Center redundancy and backup capabilities. DEME has invested in multiple data centers located in different zones and improved its backup and recovery processes by using cloud-based solutions.
— Deployment of Starlink, a satellite-based internet service that provides high-speed and low-latency connectivity to its fleet. Starlink, in combination with next-generation firewalls, enhances cyber security by enabling DEME to encrypt and secure its data transmissions.
— Conducting ethical hacker testing to identify and address potential vulnerabilities.
— Investing in training to equip the workforce so they can identify and counteract potential cyber security risks.

Intellectual property

Description of the risk

DEME makes use of certain proprietary technology and knowhow, including intellectual property and innovations that it has developed itself. To obtain a competitive advantage, DEME must use state-of-the-art technologies, often developed by its own employees. DEME enters into confidentiality agreements with third parties that are involved in Research & Development. The intellectual property rights arising from this R&D are owned by DEME on the basis of a standard contract with the inventor. Depending on the type and value of the intellectual property it may be protected further by filing a patent application.

Other risks

Description of the risk

A pandemic, such as COVID-19, can negatively affect DEME’s operations. It impacts the health of all our employees, suppliers, subcontractors and can disrupt the delivery of crucial supplies and lower demand. An outbreak of a pandemic impacts the health of the crew and staff and business continuity, on board, at project sites and offices and consequently, it has an impact on the financial position of the company. Local or international measures can limit travelling and include possible quarantine measures. Cooperation from all staff and crew, and compliance with DEME’s health and safety measures and vaccination recommendations enabled the company to limit the number of coronavirus infections. During 2024, DEME has kept the mitigation measures and protocols largely in place to assess COVID’s evolution and the associated government measures. The evolution and risks now appear to be reasonably under control with most governments relaxing their regulations.

DEME heavily relies on qualified, highly skilled personnel, professionals and managers. The success of DEME’s business depends largely on its ability to continue to recruit and retain skilled personnel, and to do so at competitive conditions. DEME must recruit and retain adequate numbers of highly qualified engineers, professionals and managers. Not being able to attract talent could limit the execution of current operations, as well as have an impact on the growth of DEME.

Potential impact

Risk management and control

Cooperation from all staff and crew, and compliance with DEME’s health and safety measures and vaccination recommendations enabled the company to limit the number of coronavirus infections. During 2024, DEME has kept the mitigation measures and protocols largely in place to assess COVID’s evolution and the associated government measures. The evolution and risks now appear to be reasonably under control with most governments relaxing their regulations.

To attract talent in this highly competitive market, DEME has a professional recruitment team. It is vital to motivate and retain its valuable employees, therefore DEME tries to recompense the long working hours, shift work, and night-time and weekend work with attractive conditions of employment and holiday arrangements. The company also invests in the development of employees through various training programs and prepares candidates for key promotions to improve their leadership capabilities.# Employment 342

ASSURANCE REPORTS

Statutory auditor’s report:

Report on the audit of the Consolidated Financial Statements
Report on other legal and regulatory requirements

08 — Appendix

DEME Annual Report 2024 343

EY Bedrijfsrevisoren EY Réviseurs d’Entreprises
Kouterveldstraat 7b bus 001
B - 1831 Diegem
Tel: +32 (0) 2 774 91 11
ey.com

Statutory auditor’s report to the general meeting of DEME Group NV for the year ended 31 December 2024

In the context of the statutory audit of the Consolidated Financial Statements) of DEME Group NV (the “Company”) and its subsidiaries (together the “Group”), we report to you as statutory auditor. This report includes our opinion on the consolidated statement of financial position as at 31 December 2024, consolidated statement of income, consolidated statement of comprehensive income, consolidated statement of changes in equity and the consolidated statement of cash flows for the year ended 31 December 2024 and the disclosures including material accounting policy information (all elements together the “Consolidated Financial Statements”) as well as our report on other legal and regulatory requirements. These two reports are considered one report and are inseparable.

We have been appointed as statutory auditor by the shareholders’ meeting of 29 June 2022, in accordance with the proposition by the Board of Directors following recommendation of the Audit Committee and following recommendation of the workers’ council. Our mandate expires at the shareholders’ meeting that will deliberate on the Consolidated Financial Statements for the year ending 31 December 2024. We performed the audit of the Consolidated Financial Statements of the Group during 3 consecutive years.

Report on the audit of the Consolidated Financial Statements

Unqualified opinion

We have audited the Consolidated Financial Statements of DEME Group NV, that comprise of the consolidated statement of financial position on 31 December 2024, consolidated statement of income, consolidated statement of comprehensive income, consolidated statement of changes in equity and the consolidated statement of cash flows of the year and the disclosures including, material accounting policy information, which show a consolidated balance sheet total of € 5.475.611 thousand and of which the consolidated income statement shows a profit for the year (share of the group) of € 288.228 thousand.

In our opinion, the Consolidated Financial Statements give a true and fair view of the consolidated net equity and financial position as at 31 December 2024, and of its consolidated results for the year then ended, prepared in accordance with the IFRS Accounting Standards as adopted by the European Union and with applicable legal and regulatory requirements in Belgium.

Basis for the unqualified opinion

We conducted our audit in accordance with International Standards on Auditing (“ISA’s”) applicable in Belgium. In addition, we have applied the ISA's approved by the International Auditing and Assurance Standards Board (“IAASB”) that apply at the current year-end date and have not yet been approved at national level. Our responsibilities under those standards are further described in the “Our responsibilities for the audit of the Consolidated Financial Statements” section of our report. We have complied with all ethical requirements that are relevant to our audit of the Consolidated Financial Statements in Belgium, including those with respect to independence. We have obtained from the Board of Directors and the officials of the Company the explanations and information necessary for the performance of our audit and we believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the Consolidated Financial Statements of the current reporting period. These matters were addressed in the context of our audit of the Consolidated Financial Statements as a whole and in forming our opinion thereon, and consequently we do not provide a separate opinion on these matters.

Revenue recognition and Project accounting

Besloten vennootschap Société à responsabilité limitée
RPR Brussel - RPM Bruxelles - BTW-TVA BE0446.334.711
- IBAN N° BE71 2100 9059 0069
*handelend in naam van een vennootschap:/agissant au nom d'une société

A member firm of Ernst & Young Global Limited

344
Audit report dated 20 March 2025 on the Consolidated Financial Statements of DEME Group NV as of and for the year ended 31 December 2024 (continued)

Description of the key audit matter
For the majority of its contracts (hereafter the “contracts” or the “projects”), the Group recognizes revenue and profit on the stage of completion based on the proportion of contract costs incurred for the work performed to the balance sheet date, relative to the estimated total costs of the contract at completion. The recognition of revenue and profit therefore relies on estimates in relation to the forecasted total costs on each contract. Cost contingencies may also be included in these estimates to take specific uncertain risks into account, or disputed claims against the Group, arising within each contract. The revenue on contracts may also include variation orders and claims, which are recognized on a contract-by-contract basis when the additional contract revenue can be measured reliably in line with IFRS. Revenue recognition and contract accounting often involves a high degree of judgment due to the complexity of projects, uncertainty about costs to complete and uncertainty about the outcome of discussions with clients on variation orders and claims. This is a key audit matter because there is a high degree of risk and related management judgement in estimating the amount of revenue and associated profit or loss to be recognized, and changes to these estimates could give rise to important variances.

Summary of the procedures performed
* We obtained an understanding of the process related to the contract follow up, the revenue and margin recognition and when applicable, the provisions for losses at completion, and we assessed the design and the implementation of the related key internal controls, including management review controls.
* Based on quantitative and qualitative criteria, we selected a sample of contracts to assess the most significant and complex project estimates. For this sample, we obtained an understanding of the current status and history of the projects and discussed the judgments inherent to these projects with senior executive and financial management. We analyzed the differences with prior period project estimates and assessed consistency of reporting of the status of the projects with the actual developments of the project during the year.
* We analyzed the calculation of the percentage of completion used to recognize revenue and margin for a sample of projects.
* We compared the financial performance of projects against budget and historical trends.
* We completed site visits for certain projects to observe the stage of completion of these projects and discussed the status with site personnel as well as complexities of the project that could impact its total forecasted cost.
* We analyzed correspondence with customers around variation orders and claims and assessed whether this information was consistent with the estimates made by the management.
* We inspected key clauses impacting the (un)bundling of contracts, delay penalties, bonuses or success fees. We assessed whether these key clauses have been appropriately reflected in the amounts recognized in the Consolidated Financial Statements.
* We assessed the adequacy of the information disclosed in the summary of material accounting principles, note 1 and note 13 to the Consolidated Financial Statements.

Uncertain tax positions

Description of the key audit matter
DEME operates its global business across a variety of countries subject to different tax regimes. The taxation of its operations can be subject to judgements and might result in diverging views of local tax authorities and that may span multiple years to get resolved. Where the amount of tax payable is uncertain, management establishes an accrual based on its best estimate of the probable amount to settle the liability. This is a key audit matter because management exercises significant judgement in assessing the liability for uncertain tax positions at balance sheet date and

2
08 — Appendix

DEME Annual Report 2024 345

Audit report dated 20 March 2025 on the Consolidated Financial Statements of DEME Group NV as of and for the year ended 31 December 2024 (continued)

changes to these estimates could give rise to important variances.

Summary of the procedures performed
* We obtained an understanding of the process in respect of accounting for (deferred) taxes and assessed the design and the implementation of the related key internal controls.
* We assessed the estimated probability of the identified tax risks and challenged management’s estimates of the potential outflows trough management inquiry and inspection of the supporting documentation (changes in tax legislation, correspondence with tax authorities and tax advisors, available rulings).
* We involved our tax professionals to assist us in the evaluation of management’s assumptions and application of relevant tax laws and regulations in the assessment of the Group’s uncertain tax positions.
* We assessed the adequacy of the information disclosed in the summary of material accounting principles and note 11 to the Consolidated Financial Statements.# Responsibilities of the Board of Directors for the preparation of the Consolidated Financial Statements

The Board of Directors is responsible for the preparation of the Consolidated Financial Statements that give a true and fair view in accordance with the IFRS Accounting Standards and with applicable legal and regulatory requirements in Belgium and for such internal controls relevant to the preparation of the Consolidated Financial Statements that are free from material misstatement, whether due to fraud or error. As part of the preparation of Consolidated Financial Statements, the Board of Directors is responsible for assessing the Company’s ability to continue as a going concern, and provide, if applicable, information on matters impacting going concern, The Board of Directors should prepare the financial statements using the going concern basis of accounting, unless the Board of Directors either intends to liquidate the Company or to cease business operations, or has no realistic alternative but to do so.

Our responsibilities for the audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance whether the Consolidated Financial Statements are free from material misstatement, whether due to fraud or error, and to express an opinion on these Consolidated Financial Statements based on our audit. Reasonable assurance is a high level of assurance, but not a guarantee that an audit conducted in accordance with the ISA’s will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Consolidated Financial Statements. In performing our audit, we comply with the legal, regulatory and normative framework that applies to the audit of the Consolidated Financial Statements in Belgium. However, a statutory audit does not provide assurance about the future viability of the Company and the Group, nor about the efficiency or effectiveness with which the board of directors has taken or will undertake the Company's and the Group’s business operations. Our responsibilities with regards to the going concern assumption used by the board of directors are described below.

As part of an audit in accordance with ISA’s, we exercise professional judgment and we maintain professional skepticism throughout the audit. We also perform the following tasks:

identification and assessment of the risks of material misstatement of the Consolidated Financial Statements, whether due to fraud or error, the planning and execution of audit procedures to respond to these risks and obtain audit evidence which is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting material misstatements resulting from fraud is higher than when such misstatements result from errors, since fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;
obtaining insight in the system of internal controls that are relevant for the audit and with the objective to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control;
evaluating the selected and applied accounting policies, and evaluating the reasonability of the accounting estimates and related disclosures made by the Board of Directors as well as the underlying information given by the Board of Directors;
conclude on the appropriateness of the Board of Directors’ use of the going-concern basis of accounting, and based on the audit evidence obtained, whether or not a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s or Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the Consolidated Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on audit evidence obtained up to the date of the auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going-concern;
evaluating the overall presentation, structure and content of the Consolidated Financial Statements, and evaluating whether the Consolidated Financial Statements reflect a true and fair view of the underlying transactions and events.

We communicate with the Audit Committee within the Board of Directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. Because we are ultimately responsible for the opinion, we are also responsible for directing, supervising and performing the audits of the subsidiaries. In this respect we have determined the nature and extent of the audit procedures to be carried out for group entities. We provide the Audit Committee within the Board of Directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. From the matters communicated with the Audit Committee within the Board of Directors, we determine those matters that were of most significance in the audit of the Consolidated Financial Statements of the current period and are therefore the key audit matters. We describe these matters in our report, unless the law or regulations prohibit this.

Report on other legal and regulatory requirements

Responsibilities of the Board of Directors

The Board of Directors is responsible for the preparation and the content of the Board of Directors’ report on the Consolidated Financial Statements, and other information included in the annual report.

Responsibilities of the auditor

In the context of our mandate and in accordance with the additional standard to the ISA’s applicable in Belgium, it is our responsibility to verify, in all material respects, the Board of Directors’ report on the Consolidated Financial Statements, and other information included in the annual report, as well as to report on these matters.

Aspects relating to Board of Directors’ report and other information included in the annual report

The Board of Directors’ report on the Consolidated Financial Statements contains the consolidated sustainability information that is subject to our separate limited assurance report. This section does not cover the assurance on the consolidated sustainability information included in the annual report.

In our opinion, after carrying out specific procedures on the Board of Directors’ report, the Board of Directors’ report is consistent with the Consolidated Financial Statements and has been prepared in accordance with article 3:32 of the Code of companies and associations.

In the context of our audit of the Consolidated Financial Statements, we are also responsible to consider whether, based on the information that we became aware of during the performance of our audit, the Board of Directors’ report and other information included in the annual report, being:

Financial and non-financial key figures
Group Performance 2024

contain any material inconsistencies or contains information that is inaccurate or otherwise misleading. In light of the work performed, there are no material inconsistencies to be reported.

Independence matters

Our audit firm and our network have not performed any services that are not compatible with the audit of the Consolidated Financial Statements and have remained independent of the Company during the course of our mandate. The fees related to additional services which are compatible with the audit of the Consolidated Financial Statements as referred to in article 3:65 of the Code of companies and associations were duly itemized and valued in the notes to the Consolidated Financial Statements.

European single electronic format (“ESEF”)

In accordance with the standard on the audit of the conformity of the financial statements with the European single electronic format (hereinafter "ESEF"), we have carried out the audit of the compliance of the ESEF format with the regulatory technical standards set by the European Delegated Regulation No 2019/815 of 17 December 2018 (hereinafter: "Delegated Regulation"). The board of directors is responsible for the preparation, in accordance with the ESEF requirements, of the consolidated financial statements in the form of an electronic file in ESEF format (hereinafter 'the digital consolidated financial statements') included in the annual financial report available on the portal of the FSMA (https://www.fsma.be/en/stori). It is our responsibility to obtain sufficient and appropriate supporting evidence to conclude that the format and markup language of the digital consolidated financial statements comply in all material respects with the ESEF requirements under the Delegated Regulation.# Statutory Auditor’s limited assurance report DEME Group’s Sustainability statement

At the attention of the general meeting of the shareholders:

As part of the limited assurance engagement on the sustainability statement of DEME Group (the “Company” or the “Group”), we are providing you with our report on this engagement. We were appointed by the General Meeting of 8 May 2024, in accordance with the proposal of the Board of Directors based on the recommendation of the audit committee and issued on the nomination by the Works Council of DEME Group, to carry out a limited assurance engagement on the Company's sustainability information, included in the Sustainability Statements section of the DEME Integrated Annual report as of 20 March 2025 and for the fiscal year ending 31 December 2024 (the "sustainability statement"). Our mandate expires on the date of the general meeting deliberating on the annual financial statements for the year ending on 31 December 2024. We have carried out our limited assurance engagement on the sustainability statement of DEME Group for 1 year.

Limited assurance conclusion

We have conducted a limited assurance engagement on the sustainability statement of DEME Group. Based on the procedures we have performed and the evidence we have obtained, nothing has come to our attention that causes us to believe that the sustainability statement, in all material respects:

Is not prepared in accordance with the requirements referred to in Article 3:32/2 of the Belgian Code of Companies and Associations, including compliance with applicable European sustainability information standards (the European Sustainability Reporting Standards (“ESRSs”))
Is not compliant to the process carried out by the Company (“the Process”) to identify the information included in the sustainability statement in accordance with the description set out in the Double materiality assessment section (ESRS 2 IRO- 1); and
Is not compliant with the requirements of Article 8 of EU Regulation 2020/852 (the “Taxonomy Regulation”) as disclosed in subsection EU Taxonomy within the environmental section of the sustainability statement.

Basis for conclusion

We conducted our limited assurance engagement in accordance with International Standard on Assurance Engagements (ISAE) 3000 (Revised), Assurance engagements other than audits or reviews of historical financial information (“ISAE 3000 (Revised)”), applicable in Belgium and issued by the International Auditing and Assurance Standards Board. Our responsibilities under this standard are further described in the Statutory Auditor’s responsibilities section of our report related to our limited assurance engagement under the section “Statutory Auditor’s responsibilities”. We have complied with all ethical requirements relevant to the assurance of sustainability engagement in Belgium, including those relating to independence. The firm applies International Standard on Quality Management 1 (“ISQM 1”), which requires the firm to design, implement and operate a system of quality management including policies or procedures regarding compliance with ethical requirements, professional standards and applicable legal and regulatory requirements. We have obtained from the Company's Board of Directors and its appointees the explanations and information necessary for our limited assurance engagement.

08 — Appendix DEME Annual Report 2024 349

We believe that the evidence we have obtained is sufficient and appropriate to provide a basis for our conclusion.

Other matters

The scope of our work is only restricted to the limited assurance engagement on the Company's sustainability statement with respect to the current reporting period. Our assurance does not extend to information relating to the comparative figures.

Responsibilities of the Board of Directors for the Sustainability statement in relation with the preparation of sustainability information

The Board of Directors of the Company is responsible for designing and implementing a process to identify the information reported in the sustainability statement in accordance with the ESRS and for disclosing this Process in the Double materiality assessment section (ESRS 2 IRO-1) of the sustainability statement. This responsibility includes:

understanding the context in which the Company’s activities and business relationships take place and developing an understanding of its affected stakeholders.
the identification of the actual and potential impacts (both negative and positive) related to sustainability matters, as well as risks and opportunities that affect, or could reasonably be expected to affect, the entity’s financial position, financial performance, cash flows, access to finance or cost of capital over the short-, medium-, or long- term;
the assessment of the materiality of the identified impacts, risks and opportunities related to sustainability matters by selecting and applying appropriate thresholds; and
making assumptions that are reasonable in the circumstances.

The board of directors of the Company is further responsible for the preparation of the sustainability statement, which contains the sustainability information as determined in the Process:

in accordance with the requirements referred to in Article 3:32/2 of the Belgian Code of Companies and Associations, including compliance with applicable ESRSs;
in compliance the requirement provided by Article 8 of EU Regulation 2020/852 (the “Taxonomy Regulation”) as disclosed in subsection EU Taxonomy within the environmental section of the ESG Statements.

This responsibility includes:

designing, implementing and maintaining such internal control that the Board of Directors determines is necessary to enable the preparation of the Sustainability statement that is free from material misstatement, whether due to fraud or error; and
the selection and application of appropriate sustainability reporting methods and making assumptions and estimates that are reasonable in the circumstances.

The Board of Directors are responsible for overseeing the Company’s sustainability reporting process.

Inherent limitations in preparing the sustainability statement

In reporting forward-looking information in accordance with ESRS, the board of directors of the Company is required to prepare the forward-looking information on the basis of disclosed assumptions about events that may occur in the future and possible future actions by the Company. Actual outcomes are likely to be different since anticipated events frequently do not occur as expected. Actual results are likely to differ from projections because the future events will not generally occur as expected, and such differences could be material.

Statutory Auditor’s responsibilities relating the limited assurance engagement on the sustainability information

Our responsibility is to plan and perform the assurance engagement to obtain limited assurance about whether the sustainability statement is free from material misstatement, whether due to fraud or error, and to issue a limited assurance report that includes our conclusion. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence decisions of users taken on the basis of the sustainability statement as a whole.

As part of a limited assurance engagement in accordance with ISAE 3000 (Revised), as applicable in Belgium, we exercise professional judgment and maintain professional skepticism throughout the engagement. The work performed in an engagement with a view to obtaining limited assurance is less extensive than in the case of an engagement with a view

350 to obtaining reasonable assurance. The procedures performed in a limited assurance engagement for which we refer to the ‘Summary of work carried out’ section which differ in nature and timing are less extensive compared to a reasonable assurance engagement. We therefore do not express a reasonable audit opinion in the frame of this engagement.

As the forward-looking information included in the Sustainability Information, and the assumptions on which it is based, relate to the future, they may be affected by events that may occur and/or by actions taken by the Company. Actual results are likely to differ from the assumptions made, as the events assumed will not necessarily occur as expected, and such differences could be material. Accordingly, our conclusion does not guarantee that the actual results reported will correspond to those contained in the forward-looking sustainability information.Our responsibilities in respect of the Sustainability statement, in relation to the Process, include:
* understanding the Process but not for the purpose of providing a conclusion on the effectiveness of the Process, including the outcome of the Process; and
* Designing and performing procedures to evaluate whether the Process is consistent with the Company’s description of its Process, as disclosed in the Double materiality assessment process section (ESRS 2 IRO-1);

Our other responsibilities in respect of the Sustainability statement include:
* To understand the Company's control environment and the processes and information systems relevant to the preparation of sustainable information, but without evaluating the design of specific control activities, obtaining substantive information on their implementation or testing the effectiveness of the internal control measures in place;
* Identify areas where material misstatements of sustainability information are likely to occur, whether due to fraud or error; and
* Designing and performing procedures responsive to where material misstatements are likely to arise in the sustainability statement. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

Summary of the work performed

A limited assurance engagement involves performing procedures to obtain evidence about the Sustainability statement. The procedures in a limited assurance engagement vary in nature and timing from, and are less in extent than for, a reasonable assurance engagement. Consequently, the level of assurance obtained in a limited assurance engagement is substantially lower than the assurance that would have been obtained had a reasonable assurance engagement been performed. The nature, timing and extent of procedures selected depend on professional judgement, including the identification of disclosures where material misstatements are likely to arise in the Sustainability statement, whether due to fraud or error.

In conducting our limited assurance engagement, with respect to the Process, we:
* Obtained an understanding of the Process through:
* Requesting information to understand the sources of the information used by management (e.g., stakeholder engagement documentation), as well as assessing the Company’s internal documentation of its Process; and
* Evaluated whether the evidence obtained from our procedures with respect to the Process implemented by the DEME Group was consistent with the description of the Process set out in the Double materiality assessment section (ESRS 2 IRO- 1).

In conducting our limited assurance engagement, with respect to the sustainability statement, we:
* Obtained an understanding of the Company’s reporting processes relevant to the preparation of its sustainability statement by:
* interviewing management and relevant staff responsible for consolidating and implementing internal control measures related to sustainability information;
* when deemed appropriate, obtaining supporting documentation for the relevant reporting processes
* Evaluated whether the information identified by the Process is included in the sustainability statement;
* Evaluated the compliance of the structure and the preparation of sustainability information with ESRS standards;
* Performed inquires of relevant personnel and analytical procedures on selected information in the sustainability statement;
* Performed substantive assurance procedures on selected information in the sustainability statement;
* For a number of locations contributing to the quantitative information included in the sustainability information, we have carried out limited detailed testing of the data collection and calculation processes, as well as validation procedures related to the quantitative information in question, either on site or through remote connection, based on professional judgement and on a sample basis
* Evaluated assurance information on the methods for developing estimates and forward-looking information; evaluated as described in the section ‘responsibilities of the statutory auditor regarding the assurance engagement with limited assurance regarding sustainability information;
* Obtained an understanding of the Company’s process to identify taxonomy-eligible and taxonomy-aligned economic activities and the corresponding disclosures in the Sustainability statement;
* On a sample basis, reconciling the economic activities with supporting documentation that substantiates the substantial contribution, the do not significant harm contribution, and the minimum safeguard requirements;
* Reconciling inputs to revenue, capital expenditure, and operating expenses, with underlying financial information of the Company;

Statements regarding independence

Our audit firm and our network have not performed any engagements that are incompatible with the limited assurance engagement, and our audit firm has remained independent of the company during our term of office.

Diegem, 20 March 2025

EY Bedrijfsrevisoren BV
represented by Wim Van Gasse*

*Partner

*Acting on behalf of a BV/SRL


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AI Terminal

DEME Group NV

3939_10-k_2025-03-24_7b79aace-0f5f-4cac-9235-caf6b6665177.xhtml

DEME ANNUAL REPORT 2024

TABLE OF CONTENTS

Core

Strategy

Segments

Sustainability journey

Corporate governance and risk management

Statements

Supporting materials

Chapter 01. INTRODUCTION

LETTER OF THE CEO AND CHAIRMAN

Boosting capabilities through bold investment decisions

Geographic expansion in offshore wind

Drilling expertise

Maintenance and capital dredging worldwide

Transforming polluted sites

Steady progress in our Concessions segment

New container terminal in Poland

Second HYPORT project and joining forces with bp in green hydrogen

Leveraging synergies and local partners

New CFO and Independent Directors

Striving for sustainability for 150 years

DEME’s ingenious people

COMPANY PROFILE

01 — Introduction

DEME in numbers (2024)

FINANCIAL & NON-FINANCIAL KEY FIGURES

Non-financial key figures (1) (2)

Group key figures by segment

HIGHLIGHTS 2024

Three major marine infrastructure projects complete

01 — Introduction

DEME’S VALUES

We care

We dare

We deliver

GROUP PERFORMANCE

Outstanding 2024: strong increases in turnover and profit, positive net cash, unmatched orderbook

Highlights financial year 2024

Quote of the CEO

Executive Summary

Outlook

Dividend

Consolidated results for the financial year 2024

Financial figures

Orderbook Year-over-year comparison (in millions of euro)

Orderbook run-off

01 — Introduction

DEME Annual Report 2024

Turnover Year-over-year comparison

Geographical breakdown (in % of total)

Profitability Year-over-year comparison

Net financial debt and balance sheet

Environmental, Social, and Governance (ESG) Progress

Environmental

EU Taxonomy

Greenhouse Gas (GHG) footprint & Energy management (in % of total volume)

01 — Introduction

Social

Workforce

Safety (Worldwide LTIFR)

Governance

Board structure

Executive Committee

Chapter 02. STRATEGY

RELEVANT MARKET DRIVERS

01. Global climate change

Reducing emissions and tackling climate change

Rising sea levels and extreme weather events

Scarcity of mineral resources & increasing electrification

02. Environmental challenges

03. Growing population and urbanization

04. Increasing maritime trade activity

PURPOSE, MISSION AND STRATEGIC AMBITION

Purpose

Mission and strategic ambition

STRATEGIC ENABLERS