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Nel ASA

Interim / Quarterly Report Jul 17, 2024

3670_rns_2024-07-17_55231fe5-e655-43e6-ae69-887e0edc647d.pdf

Interim / Quarterly Report

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Nel ASA

Q2 and half-year 2024 report

Contents

Highlights – Continuing operations 2
Key figures – Continuing operations 2
Financial development 4
Group
Nel Alkaline Electrolyser
Nel PEM Electrolyser
Finance – Continuing operations
Cash – Continuing operations
4
5
6
7
8
Risks and uncertainty 9
Outlook 9
Condensed interim financial statements 11
Notes to the interim financial statements 15
Alternative Performance Measures 23

In June 2024, Nel ASA (Nel) completed the distribution and separate listing of Cavendish Hydrogen ASA (CAVEN). CAVEN and its subsidiaries have historically been reported as a separate operating segment within Nel, Nel Hydrogen Fueling. The comparative condensed consolidated statement of comprehensive income has been restated to show the discontinued operation separately from continuing operations

Highlights – Continuing operations

  • Revenue from continuing operations in the second quarter 2024 was NOK 332 million, down 10% from the second quarter 2023 (Q2 2023: 371). Revenue was negatively impacted by lower volume delivery of Alkaline electrolyser equipment in the quarter.
  • EBITDA in the quarter was NOK -79 million (Q2 2023: -69).
  • Net loss from continuing operation was NOK -118 million (Q2 2023: -228). The improvement from the same quarter last year was mainly explained by the same quarter last year including NOK -166 million fair value adjustment from shareholdings in Everfuel.
  • Order intake in the quarter amounted to NOK 270 million, an 18% increase from the corresponding quarter last year (Q2 2023: 229).
  • Order backlog was NOK 2 071 million at the end of the quarter, down 13% from the second quarter of 2023 and down 2% from previous quarter.
  • Cash balance was NOK 2 228 million at quarter end (Q2 2023: 4 122). Cash balance was reduced NOK 625 million connected to the spin-off of CAVEN.
  • Subsequent to the quarter,
    • July 1st: received a follow-on equipment order of more than EUR 7 million
(Amounts in NOK million) Q2 2024 Q2 20231) YTD 2024 YTD 20231) 20231)
restated restated restated
Revenue 332 371 608 635 1 350
EBITDA -79 -69 -48 -133 -272
Operating loss -125 -112 -138 -217 -444
Pre-tax income (loss) 1) -120 -230 -83 -353 -574
Net income (loss) 1) -118 -228 -79 -349 -566
Net cash flow from operating activities -24 -188 -60 -227 -464
Cash balance end of period 2 228 4 122 2 228 4 122 3 363
Order intake 270 229 668 672 1 140
Order backlog 2 071 2 375 2 071 2 375 2 093

Key figures – Continuing operations2)

1) Pre-tax income (loss) and Net income (loss) in Q2 2023, YTD 2023 and full year 2023 include fair value adjustments of shareholdings in Everfuel A/S and Hyon AS. This quarter includes no fair value adjustments from mentioned shareholdings. Same quarter 2023, year to date 2023 and full year 2023 includes impact of NOK -166 million, NOK -243 million and NOK -311 million, respectively.

2) Key figures are presented for continuing operation. See Note 7 for disclosure of discontinued operation.

Key press releases during the quarter and subsequent events

Nel Alkaline and PEM Electrolyser

• Nel has been awarded up to USD 41 million in investment tax credits for its planned manufacturing expansion in Michigan as part of the Qualifying Advanced Energy Project Tax Credit (48C) program. The tax credits come in addition to other grants communicated earlier. Nel has in total secured close to USD 170 million in accumulated support for its planned Michigan facility.

Nel Alkaline Electrolyser

  • Hy Stor Energy places gigawatt capacity reservation for Mississippi Clean Hydrogen Hub.
  • Nel entered into a technology licensing agreement with Reliance Industries Limited (RIL). The agreement provides RIL with an exclusive license for Nel's alkaline electrolysers in India and also allows RIL to manufacture Nel's alkaline electrolysers for captive purposes globally.

Nel PEM Electrolyser

• Received a follow-on equipment order of more than EUR 7 million for a European project.

Corporate

• Nel completed the distribution (repayment of paid in share capital) and separate listing of Cavendish Hydrogen ASA (CAVEN) in June 2024. CAVEN and its subsidiaries have historically been reported as a separate operating segment, Nel Hydrogen Fueling, in Nel. On June 7, 2024, the distribution of the shares in CAVEN to the shareholders in Nel ASA was initiated. The shares in CAVEN were listed on the Euronext Oslo Stock Exchange 12 June 2024.

The complete list of press releases is available at Nel's web site Press releases | Nel Hydrogen

Financial development

Group

Key figures – Continuing operations

(Amounts in NOK million) Q2 2024 Q2 2023 Change YTD YTD 2023 Change 2023
restated 2024 restated restated
Revenue 332 371 -10% 608 635 -4% 1 350
EBITDA -79 -69 -48 -133 -272
Order intake 270 229 18% 668 672 -1% 1 140
Order backlog 2 071 2 375 -13% 2 093
Employees 430 365 18% 418
Total assets 6 320 7 388 -14% 7 046

Nel reported 10% decrease in revenue compared to the second quarter last year. The Alkaline and PEM electrolyser segments decreased 13% and 4%, respectively.

Nel is committed to building organizational and production capacity in line with market development, while simultaneously delivering on larger and more complex projects. Additional scale is required to reach profitability. Nel is still in the process of improving its project execution protocols, partnership frameworks, and other systems that are important to Nel's operational efficiency. While the company has made notable improvements, further developments are necessary to increase profitability. Despite being the company with the most experience in this field, both Alkaline and PEM Electrolyser face execution challenges of this next stage in the company's industrialization.

The company's electrolyser strategy on large projects is to narrow the scope and concentrate on stacks and balance-of-stack equipment. To handle the scope Nel does not cover, Nel is partnering with world-class EPC companies.

Nel continues to mature a significant project pipeline from early business development through concept studies and paid engineering pre-studies. Order intake will vary significantly between quarters depending on the progress in turning these pre-studies into firm equipment orders.

First half

Nel's first half revenues were NOK 27 million lower than a year earlier, while the EBITDA was NOK 85 million higher. EBITDA this year include NOK 54 million from renegotiation of the Nikola supply agreement. The order intake was 1% lower than a year earlier.

Nel Alkaline Electrolyser

Key figures

(Amounts in NOK million) Q2 2024 Q2 2023 Change YTD 2024 YTD 2023 Change 2023
Revenue 220 254 -13% 445 441 1% 876
EBITDA -3 -3 103 -14 -29
Order intake 213 14 1379% 483 394 22% 686
Order backlog 1 689 1 767 -4% 1 654
Employees 250 197 27% 243
Total assets 2 243 1 607 40% 2 028

Nel Alkaline Electrolyser reported a 13% decrease in revenue compared to second quarter last year. Production of electrolyser equipment at Herøya in Norway was according to plan.

Order backlog for Alkaline Electrolyser ended at NOK 1 689 million, up NOK 22 million from the previous quarter, including an order intake of milestone payments under the technology licensing agreement with Reliance Industries Limited ("Reliance"). In recent quarters, Nel has secured several paid front-end engineering and development studies for projects above 100 MW.

The agreement with Reliance gives Nel's technology access to markets not easily addressable by Nel on a stand-alone basis, increases the rate of technology and cost improvement through a close collaboration between the companies and gives Nel access to source electrolysers from Reliance's production facilities.

Also during the quarter, the 500MW expansion program for the Herøya facility initiated commercial production. Nel's cost structure and the utilization of the Herøya production capacity will be adjusted to market demand.

Product development for a next-generation pressurized alkaline electrolyser is also progressing well with fullsize electrode testing ongoing at Nel's test center in Notodden, Norway and a prototype plant under construction in the same facilities.

Nel PEM Electrolyser

Key figures

(Amounts in NOK million) Q2 2024 Q2 2023 Change YTD 2024 YTD 2023 Change 2023
Revenue 112 117 -4% 164 194 -15% 474
EBITDA -43 -44 -86 -67 -130
Order intake 57 215 -73% 185 278 -33% 454
Order backlog 383 608 -37% 440
Employees 147 140 5% 145
Total assets 1 680 1 421 18% 1 591

Revenue & Order intake, order backlog and employees

Nel PEM Electrolyser reported a 4% decrease in revenue compared to the same quarter last year.

The PEM segment reported an order backlog of NOK 383 million, down NOK 75 million from the previous quarter caused by revenue of NOK 112 million exceeding the order intake.

The expansion program for the Wallingford facility aiming at increasing capacity from 50MW to 500MW remained on plan. Increased capacity will allow for continued growth in order intake and revenues. Nel's cost structure and utilization of the Wallingford production capacity will be adjusted to market demand.

This quarter includes NOK 31 million (Q2 2023: 23) in research and development expenses.

Product development for a next-generation PEM electrolyser in collaboration with General Motors is also progressing according to plan.

Finance – Continuing operations

(Amounts in NOK million) Q2 2024 Q2 2023 YTD 2024 YTD 2023 2023
restated restated restated
Finance income
Interest income 30 44 69 76 168
Change in fair value financial instruments 0 0 0 1 1
Other 0 0 0 0 5
Interest income and other finance income 31 45 69 77 174
Finance costs
Interest expense -4 -3 -8 -7 -14
Net foreign exchange gain (loss) -20 10 -2 40 26
Change in fair value financial instruments 0 -166 -3 -243 -311
Other -1 0 -1 0 -1
Interest expense and other finance costs -25 -160 -14 -211 -301
Net finance income (cost) 6 -115 55 -134 -127

Nel reported finance income of NOK 31 million (Q2 2023: 45) in the quarter, mainly driven by interest income of NOK 30 million (Q2 2023: 44) from cash and cash equivalents. The decrease in interest income can be attributed to the lower cash amount in the period.

Finance costs in the quarter were NOK -25 million compared to NOK -160 million in the same quarter last year. Same quarter last year had change in fair value of shareholdings had a net negative effect of net NOK -166 million compared to NOK 0 this quarter.

Second quarter 2024 included NOK -5 million (Q2 2023: 30) in currency exchange loss resulting from revaluing internal loans, caused by a weaker NOK against USD, DKK and EUR.

First half

Nel reported net finance income in the first half of 2024 of NOK 55 million (1H 2023: -134 million). The variance from net finance cost in the previous year is mainly explained by the unrealised fair value adjustment of the shareholdings in Everfuel and Hyon. First half 2023 included net fair value adjustment of these shareholdings of NOK -243 million. Nel has divested all shares in Hyon during Q1 2023 and Everfuel during Q4 2023. In the first half 2024, Nel has also recognised an unrealised currency loss on the revaluation of internal loans of NOK 7 million (1H 2023: 48), caused by a weakened NOK against USD and EUR.

Cash – Continuing operations

Cash flow from operating activities, investing activities and financing activities presented in this section excludes cash flow from discontinued operations, refer to Note 7 for analysis of cash flows from discontinued operation.

(Amounts in NOK million) Q2 2024 Q2 2023 Change YTD 2024 YTD 2023 Change 2023
Net cash flow from operating activities -24 -188 -60 -227 -464
Net cash flow from investing activities -224 -173 -239 -233 -598
Net cash flow from financing activities -632 -10 -641 1 568 1 549
Foreign currency effects on cash 0 1 1 7 0
Net change in cash continuing operation -880 -370 -940 1 114 487
Net change in cash discontinued operation -152 -129 -196 -130 -262
Cash and cash equivalents OB 3 260 4 621 -29% 3 363 3 139 7% 3 139

Cash and cash equivalents, operating activities and investing activities – Continuing operations

Financing activities this quarter includes the cash balance of NOK 625 million of the distributed company Cavendish Hydrogen ASA.

Cash flow from operating activities was negative as Nel continues to pursue its growth strategy, investing in an expanded organization to address the volume and complexity of global project tenders and execution activity. Changes in net working capital increased cash by NOK 59 million (Q2 2023: -199) in the quarter. Since Nel has a limited set of large-scale projects, temporary mismatches between cash inflows and outflows on individual projects has a significant effect on working capital.

The purchase of property, plant and equipment totalled NOK 195 million (Q2 2023: 142) in the quarter. The accumulated amount of expenditures for 500MW PEM expansion in Wallingford in the course of construction is NOK 207 million as of 30 June 2024. The total cost to completion beyond June 2024 for the PEM expansion is around NOK 120 million.

The investing activities in the second quarter 2024 included net NOK 12 million (Q2 2023: -11) in changes to restricted bank deposits and collateral for bank guarantees with a maturity longer than three months at the date of purchase. Other investment activities in the quarter included capitalised internal development of next generation electrolysers for a total of NOK 38 million (Q2 2023: 19).

Foreign currency effect on cash was limited as Nel holds a significant portion of cash in NOK, which is also the presentation currency of Nel.

Risks and uncertainty

Nel is exposed to significant risk and uncertainty factors, which may affect some or all of the group's activities. Nel is exposed to operational, financial, market and climate-related risk. These risks could occur individually or simultaneously. The spin-off of Cavendish Hydrogen ASA has led to a reduced scope of operations for the Nel group. Other than as a result of the spin-off of Cavendish Hydrogen ASA, there are no significant changes in the risks and uncertainty factors described in our Annual Report 2023.

Outlook

External and internal analyses support a market view that multiple gigawatts of electrolyser projects will reach final investment decision before the end of 2025. Projects are expected to commence first for industrial applications in mature markets, before large installations integrated with new renewable energy installations gradually are expected to become another important market segment. The current level of interest rates and raw material prices have made renewable energy more expensive, negatively influencing the market outlook. In combination with governmental incentives for Nel's customers taking longer than expected to materialize, this has led to order intake in recent quarters being lower than expected.

Nel is in a good position to maintain a leading position in electrolysers. A proven track record and automated production capabilities are important differentiating factors. Based on a large and growing pipeline of opportunities, Nel has the ambition to win several new large-scale orders in the coming periods. Higher revenue in combination with more efficient execution is expected to yield profitability for Nel. This positive market outlook drives Nel's continued investments in engineering, project management, project execution, and related disciplines, which negatively affect current results. Larger projects are more complex and require more work in all phases from planning through execution. Order intake is therefore likely to vary significantly from quarter to quarter and the order backlog is subject to risks, including delays and cancellations. Nel will on a continuing basis adapt capacity utilization and the size of its organization to market demand.

Oslo, 17 July 2024 The Board of Directors

Ole Enger Chair (Electronically signed) Beatriz Malo de Molina Board member (Electronically signed)

Charlotta Falvin Board member (Electronically signed)

Arvid Moss Board member (Electronically signed)

Jens Bjørn Staff Board member (Electronically signed)

Hanne Blume Board member (Electronically signed)

Håkon Volldal CEO (Electronically signed)

Tom Røtjer Board member (Electronically signed)

Condensed interim financial statements

Consolidated statement of comprehensive income (unaudited)

(Amounts in NOK thousands) Note Q2 2024 Q2 20232) YTD 2024 YTD 20232) 20232)
restated restated restated
Revenue and income
Revenue from contracts with customers 3 332 118 370 873 608 448 635 372 1 349 802
Other income 24 274 20 018 44 721 33 649 77 341
Total revenue and income 356 392 390 891 653 169 669 021 1 427 143
Operating expenses
Raw materials 149 232 214 296 187 776 350 996 715 136
Personnel expenses 158 347 126 300 315 732 249 690 545 660
Depreciation, amortisation and impairment 4, 5 46 101 42 818 90 465 84 033 171 692
Other operating expenses 128 132 119 702 197 228 200 896 438 175
Total operating expenses 481 812 503 116 791 201 885 615 1 870 663
Operating loss -125 420 -112 225 -138 032 -216 594 -443 520
Finance income 30 595 44 705 68 806 76 876 173 755
Finance cost -24 940 -160 019 -13 526 -210 638 -300 787
Share of loss from associates and joint ventures
Net financial items
0
5 655
-2 786
-118 100
0
55 280
-2 786
-136 548
-3 714
-130 746
Pre-tax income (loss) -119 765 -230 325 -82 752 -353 142 -574 266
Tax expense (income) -2 070 -2 066 -4 102 -4 045 -8 162
Net income (loss) from continuing operation -117 695 -228 259 -78 650 -349 097 -566 104
Net income (loss) from discontinued operation 7 74 357 -114 067 13 289 -185 425 -289 092
Net income (loss) for the period -43 338 -342 326 -65 361 -534 522 -855 196
Items that are or may subsequently be
reclassified to income statement:
Currency translation differences -56 719 5 976 19 893 57 382 -1 253
Cash flow hedges, effective portion of changes in fair value 26 994 -22 115 -15 743 -66 918 -18 504
Cash flow hedges, reclassified 676 23 014 12 542 38 566 34 417
Other comprehensive income -29 049 6 875 16 692 29 030 14 660
Total comprehensive income -72 388 -335 451 -48 670 -505 492 -840 536
Basic EPS (figures in NOK) 1) -0.03 -0.20 -0.04 -0.33 -0.52
Diluted EPS (figures in NOK) 1) -0.03 -0.20 -0.04 -0.33 -0.52
Weighted average number of outstanding shares (million) 1 671 1 671 1 671 1 632 1 652

1) Basic and diluted earnings per share are computed using the weighted average number of ordinary shares outstanding.

2) The comparative information has been restated due to a discontinued operation from spin-off of the former Nel Hydrogen Fueling division. For reference, please see Note 7.

The accompanying notes are an integral part of the condensed consolidated financial statements (unaudited).

Consolidated statement of financial position (unaudited)

(Amounts in NOK thousands) Note 30.06.2024 31.12.2023
ASSETS
Intangible assets 4 976 954 1 015 046
Property, plant and equipment 5 1 471 863 1 305 678
Other non-current assets 174 916 159 359
Total non-current assets 2 623 733 2 480 083
Inventories 582 863 703 990
Trade receivables 6 627 639 812 407
Contract assets 25 146 49 767
Other current assets 232 780 447 342
Cash and cash equivalents 2 227 782 3 363 431
Total current assets 3 696 210 5 376 937
TOTAL ASSETS 6 319 943 7 857 020
EQUITY AND LIABILITIES
Shareholders' equity 5 088 235 6 197 736
Total equity 5 088 235 6 197 736
Deferred tax liability 35 569 38 436
Long-term debt 0 22 458
Lease liabilities 198 211 199 136
Other non-current liabilities 59 539 71 103
Total non-current liabilities 293 319 331 133
Trade payables 125 725 204 863
Lease liabilities 43 151 38 067
Contract liabilities 590 577 715 288
Other current liabilities 178 936 369 933
Total current liabilities 938 389 1 328 151
Total liabilities 1 231 708 1 659 284
TOTAL EQUITY AND LIABILITIES 6 319 943 7 857 020

The accompanying notes are an integral part of the condensed consolidated financial statements (unaudited).

Consolidated statement of cash flows (unaudited)

(Amounts in NOK thousands) Q2 2024 Q2 20236 YTD 2024 YTD 20236 20236)
Cash flow from operating activities
Pre-tax income (loss) 1) -45 241 -344 559 -69 463 -538 901 -872 534
Depreciation, amortisation and impairment 32 038 55 767 90 465 109 933 225 785
Change in net working capital 2) 58 776 -237 990 -63 202 -215 554 -458 396
Other adjustments 3) -203 083 220 824 -176 842 310 042 435 477
Net cash flow from operating activities -157 510 -305 958 -219 042 -334 480 -669 668
Cash flow from investment activities
Purchases of property, plant and equipment -197 934 -143 010 -310 844 -219 887 -573 589
Payments for capitalised technology -55 376 -27 617 -90 391 -60 208 -166 242
Purchases of other investments 4) 0 -38 889 -13 780 -68 537 -92 219
Investments in associates and joint ventures 0 -973 0 -973 -973
Proceeds from sales of other investments 4) 12 294 27 802 141 849 96 811 186 211
Net cash flow from investing activities -241 016 -182 687 -273 166 -252 794 -646 812
Cash flow from financing activities
Interest paid 5) -3 831 -3 652 -7 981 -7 387 -15 461
Gross cash flow from share issues 0 0 0 1 609 200 1 609 200
Transaction costs connected to share issues 0 -1 117 0 -24 696 -24 696
Distribution of shares in Cavendish Hydrogen ASA7) -625 420 0 -625 420 0 0
Payment of lease liabilities -4 155 -6 183 -10 670 -12 101 -25 773
Payment of non-current liabilities -380 -15 -759 -526 -1 533
Net cash flow from financing activities -633 786 -10 967 -644 830 1 564 490 1 541 737
Foreign currency effects on cash 95 692 1 389 6 527 -376
Net change in cash and cash equivalents -1 032 217 -498 920 -1 135 649 983 743 224 881
Cash and cash equivalents beginning of period 3 259 999 4 621 213 3 363 431 3 138 550 3 138 550
Cash and cash equivalents 2 227 782 4 122 293 2 227 782 4 122 293 3 363 431

1) Q2 2024 includes interests received of NOK 30 (44) million.

2) Change in net working capital comprises changes in inventories, trade receivables, contract assets, contract liabilities and trade payables.

3) Other adjustments in the second quarter 2024 includes a fair value adjustment of financial instruments of NOK 0 million. The net fair value adjustment was NOK -166 million in the second quarter 2023. In addition, this quarter includes NOK 144 million in non-cash impact from discontinued operation. Refer to Note 7 for additional information of reclassification of foreign currency translation reserve and gain related to distribution of discontinued operation.

4) Other investments comprise short-term shares and restricted bank deposits and collateral for bank guarantees with a maturity longer than three months at the date of purchase.

5) Interest paid includes interest expense on lease liabilities.

6) Consolidated Statement of Cash Flows 2023 has not been restated while Statement of Comprehensive Income has been restated due to a discontinued operation.

7) The line item includes the cash balance distributed as part of the company Cavendish Hydrogen ASA. Refer to Note 7 for additional information.

Consolidated statement of changes in equity (unaudited)

(Amounts in NOK thousands) Share
capital
Share
premium
Treasury
shares
Other
component
of equity
Retained
earnings
Total equity
Equity as of 31.12.2022 312 665 7 098 186 -84 119 878 -2 081 037 5 449 608
Net loss -855 196 -855 196
Currency translation differences -1 253 -1 253
Hedging reserve 15 913 15 913
Capital increase 21 600 1 562 904 1 584 504
Options and share program 4 160 4 160
Equity as of 31.12.2023 334 265 8 661 090 -84 134 538 -2 932 073 6 197 736
Net loss -65 361 -65 361
Currency translation differences 19 893 19 893
Hedging reserve -3 201 -3 201
Capital increase 0
Options and share program 1 696 1 696
Distribution of shares in
Cavendish Hydrogen ASA (Note 7)
-1 062 527 -1 062 527
Equity as of 30.06.2024 334 265 7 598 563 -84 151 230 -2 995 739 5 088 235

Notes to the interim financial statements

Note 1 Organisation and basis for preparation

Corporate information

Nel is a global, dedicated hydrogen electrolyser technology company, delivering solutions to efficiently produce hydrogen from renewable energy. The company serves industries, energy, and gas companies with leading technology making it possible to decarbonize various sectors such as transportation, refining, steel and ammonia. The history of the company dates back to 1927, and has since then continuously developed and improved its hydrogen production technology offering. Today, its solutions cover the only industrially relevant and commercially ready electrolyser platforms; alkaline and PEM. The company continues to invest in current offering as well as develop next-generation technologies. Nel currently has two divisions: Nel Alkaline Electrolyser and Nel PEM Electrolyser.

Nel (org. no 979 938 799) was formed in 1998 and is a Norwegian public limited company listed on the Oslo Stock Exchange under the ticker "NEL". The group's head office is in Karenslyst allé 49, N-0278 Oslo, Norway.

Basis for preparation

The financial information is prepared in accordance with International Accounting Standard 34 "Interim Financial Reporting" (IAS 34). This financial information should be read together with the annual report for the year ended 31 December 2023 prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union (EU).

The accounting policies adopted in the preparation of the condensed interim consolidated financial statements are consistent with those used in the preparation of the group's annual consolidated financial statements for the year ended 31 December 2023.

As a result of rounding differences, numbers or percentages may not add up to the total.

Discontinued operation

A discontinued operation refers to a disposal group of assets and liabilities, together as a group in a single transaction, that has been disposed of or is classified as "held-for-distribution". The disposal group must represent a separate major line of business, a geographical area of operations, or be a subsidiary acquired exclusively with the intent to resell.

The disposal group shall be classified as a discontinued operation at the earlier of the date of disposal or when the disposal becomes highly probable.

The results of the discontinued operation are presented separately in the statement of comprehensive income, with restatement of prior period figures as if the operation had been discontinued from the start of the comparative year.

Note 2 Significant estimates, judgements and assumptions

The preparation of the interim financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets, liabilities and disclosure of contingent liabilities at the date of the interim financial statements. If in the future such estimates and assumptions, which are based on management's best judgment at the date of the interim financial statements, deviate from the actual circumstances, the original estimates and assumptions will be modified as appropriate in the period in which the circumstances change.

In the process of applying the group's accounting policies, management has made the following judgements, which have the most significant effect on the amounts recognised in the condensed interim financial statements:

Judgements

  • Revenue recognition
  • Deferred tax asset
  • Development costs
  • Leases, incremental borrowing rates and lease terms

Assumptions and estimation uncertainty

  • Revenue recognition
  • Share-based payments
  • Impairment of goodwill and intangible assets
  • Expected credit loss assessment
  • Fair value of distribution of non-cash assets to owners

The estimates and underlying assumptions are reviewed on an ongoing basis, considering the current and expected future market conditions. Changes in accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods. Refer to the annual report of 2023 for more details related to key judgements and estimation.

Note 3 Segments

Nel identifies its reportable segments and discloses segment information under IFRS 8 Operating Segments. This standard requires Nel to identify its segments according to the organisation and reporting structure used by management. See Nel's Annual Report 2023 note 2.3 Segment information for a description of Nel's management model and segments, including a description of Nel's segment measures and accounting principles used for segment reporting. Nel has since the publication of the Annual Report 2023 distributed and separate listed the former operating segment Nel Hydrogen Fueling. Starting from the second quarter 2024, the segment is not reported as part of Nel's operations. Based on the growth of the company, Nel reevaluated its segment reporting during the first quarter 2024 and is reporting its previous Electrolyser segment as two separate segments.

The executive management group is the chief operating decision maker (CODM) and monitors the operating results of its business units separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss and is measured consistently with profit or loss in the consolidated financial statements. Nel operates within two operating segments, Nel Alkaline Electrolyser and Nel PEM Electrolyser.

Billing of goods and services between operating segments are effected on an arm's length basis.

The following table includes information about Nel's operating segments.

(Amounts in NOK thousands) Q2 2024 Q2 2023 Change YTD 2024 YTD 2023 Change
Revenue
Nel Alkaline Electrolyser 220 107 254 010 -13% 444 570 441 449 1%
Nel PEM Electrolyser 112 011 116 863 -4% 163 878 193 923 -15%
Total 332 118 370 873 -10% 608 448 635 372 -4%
EBITDA
Nel Alkaline Electrolyser -2 807 -2 540 103 402 -13 986
Nel PEM Electrolyser -42 832 -44 294 -85 890 -67 117
Corporate 1) -33 680 -22 575 -65 079 -51 460
Total -79 319 -69 407 -47 567 -132 561
Investments 2)
Nel Alkaline Electrolyser 129 331 150 335 -14% 237 645 238 415 0%
Nel PEM Electrolyser 103 425 10 631 873% 129 794 22 433 479%
Total 232 756 160 966 45% 367 439 260 848 41%
Total assets 3)
Nel Alkaline Electrolyser 2 243 222 1 606 706 40%
Nel PEM Electrolyser 1 680 306 1 420 899 18%
Corporate 2 396 415 4 360 421 -45%
Total 6 319 943 7 388 026 -14%

1) Corporate comprises parent company and other holding companies.

2) Investments comprise intangible assets, property, plant and equipment, associates and joint ventures and equity instruments.

3) Total assets per segment includes excess values on intangible assets derived from the consolidation of the financial statements.

Property, plant and equipment by geographical area

(Amounts in NOK thousands) 30.06.2024 30.06.2023 Change 31.12.2023 Change
Norway 1 057 825 743 596 42% 906 172 17%
Denmark 0 118 300 -100% 114 157 -100%
USA 414 038 123 973 234% 282 856 46%
South Korea 0 2 986 -100% 2 493 -100%
Total 1 471 863 988 855 49% 1 305 678 13%

Note 4 Intangible assets

Customer
(Amounts in NOK thousands) Note Goodwill Technology relationship Total
Carrying value of 01.01.2024 375 305 631 521 8 220 1 015 046
Additions 0 90 391 0 90 391
Amortisation 0 -18 397 -7 187 -25 584
Discontinued operation 7 0 -114 598 -364 -114 962
Currency translation differences 19 403 -7 573 233 12 063
Carrying value as of 30.06.2024 394 708 581 344 902 976 954

Intangible assets are reviewed each quarter for impairment indicators, including market changes, technological development, order backlog and other changes that might potentially reduce the value of the assets. For goodwill, impairment tests are performed annually at year-end, and if impairment indicators are identified.

Goodwill is tested using the 'value in use' approach determined by discounting expected future cash flows. If the impairment test reveals that an asset's carrying amount is higher than its value in use, an impairment loss will be recognised.

Impairment tests are performed on two Cash Generating Units (CGUs). Goodwill and intangible assets are related to CGU Alkaline Electrolyser and CGU PEM Electrolyser.

Note 5 Property, plant and equipment

Property, plant and equipment comprise owned and leased assets

Note Land, buildings Right-of-use
(Amounts in NOK thousands) and equipment assets Total
Carrying value of 01.01.2024 1 105 049 200 629 1 305 678
Additions 310 844 3 796 314 640
Remeasurements 0 20 394 20 394
Depreciation -48 003 -16 878 -64 881
Discontinued operation 7 -120 384 -10 796 -131 180
Currency translation differences 24 259 2 953 27 212
Carrying value as of 30.06.2024 1 271 765 200 098 1 471 863

Note 6 Trade receivables

The following table provides information about the exposure to credit risk and expected credit losses for trade receivables from individual customers at the end of this quarter.

Weighted average Gross carrying Loss allowance2)
(Amounts in NOK thousands) loss rate1) amount2)
Current (not past due) 0.1 % 146 698 147
1-30 days past due 0.2 % 28 272 57
31-60 days past due 0.5 % 6 044 30
61-90 days past due 2.0 % 21 378 434
91 days to one year past due 7.9 % 338 847 26 906
More than one year past due 10.0 % 126 637 12 664
Carrying value as of 30.06.2024 6.0 % 667 876 40 237

1) Loss rates are based on actual credit loss experience over the past two years. These rates are multiplied by a factor to reflect differences between economic conditions during the period over which the historical data has been collected, current conditions and Nel's view of economic conditions over the expected lives of the receivables.

2) About 83% of the net trade receivables past due are related to one customer. This quarter includes no revenue from this customer. Nel has security for unpaid receivables from this customer in the sold goods and can reclaim as inventory items in the event of default.

Note 7 Discontinued operation

Nel completed the distribution (repayment of paid-in share capital) and separate listing of Cavendish Hydrogen ASA (CAVEN) in June 2024. CAVEN and its subsidiaries have historically been reported as a separate operating segment within Nel, Nel Hydrogen Fueling. On June 7, 2024, the shares in CAVEN were distributed to shareholders in Nel ASA. Shareholders of Nel received one CAVEN share for every 50 shares held in Nel, with rounding to the nearest whole share. The shares in CAVEN were listed on the Euronext Oslo Stock Exchange on 12 June 2024.

Following the distribution, Nel's ownership in CAVEN was reduced from 100% to 0%. Considering a loss of control, the CAVEN group is no longer consolidated as part of Nel group from 7 June 2024. The comparative condensed consolidated statement of comprehensive income has been restated to show the discontinued operation separately from continuing operations.

There was no public offering of shares in CAVEN in connection with the listing that priced the non-cash dividend. The fair value based on non-observable market assumptions of the net assets distributed to the shareholders was NOK 1 063 million (approximately NOK 0.63 of non-cash dividend distributed per share held in Nel), compared to a book value of NOK 970 million. A gain from the distribution of discontinued operation of NOK 93 million was recognised in Q2 2024. The cumulative exchange differences related to a foreign operation that have been included in the foreign currency translation reserve are reclassified to profit or loss when the foreign operation is distributed. A total exchange gain of NOK 51 million has been reclassified from OCI to the income statement on distribution of the foreign operations in CAVEN.

(Amounts in NOK thousands) 1 April 2024 – Q2 YTD YTD
7 June 2024 2023 7 June 2024 2023 2023
Revenue and income
Revenue from contracts with customers 46 349 78 126 157 220 154 398 331 269
Other income 664 6 060 2 084 10 550 14 664
Total revenue and income 47 013 84 186 159 304 164 948 345 933
Operating expenses
Raw materials 17 770 36 576 73 048 67 973 141 788
Personnel expenses 45 394 72 534 107 605 136 187 275 643
Depreciation, amortisation and impairment 9 821 12 949 23 884 25 900 54 094
Other operating expenses 42 710 43 439 84 854 86 640 130 391
Total operating expenses 115 695 165 498 289 391 316 700 601 916
Operating loss -68 682 -81 312 -130 087 -151 753 -255 983
Finance income 802 399 2 590 793 1 750
Finance cost -2 067 -32 923 -3 685 -34 799 -44 036
Share of loss from associates and joint ventures 0 0 0 0 0
Net financial items -1 265 -32 524 -1 095 -34 006 -42 286
Pre-tax income (loss) -69 947 -113 836 -131 182 -185 759 -298 269
Tax expense (income) -113 -167 -280 -335 -9 177
Results of discontinued operation, net of tax1) -69 834 -113 669 -130 902 -185 424 -289 092
Reclassification of foreign currency translation reserve 51 337 0 51 337 0 0
Gain related to distribution of discontinued operations 92 854 0 92 854 0 0
Net income (loss) from discontinued operation 74 357 -113 669 13 289 -185 424 -289 092

Results of discontinued operation

1) Results of discontinued operation include accrued expenses of NOK 22 million for listing on Euronext Oslo Børs.

Cash flows from/(used in) discontinued operation

(Amounts in NOK thousands) Q2 2024 Q2 2023 YTD 2024 YTD 2023 2023
Cash flow from operating activities
Continuing operation -23 595 -188 104 -60 297 -226 910 -463 931
Discontinued operation 1) -133 915 -117 854 -158 745 -107 570 -205 737
Net cash flow from operating activities -157 510 -305 958 -219 042 -334 480 -669 668
Cash flow from investing activities
Continuing operation -224 470 -172 995 -239 461 -233 281 -597 734
Discontinued operation 1) -16 546 -9 692 -33 705 -19 513 -49 078
Net cash flow from investing activities -241 016 -182 687 -273 166 -252 794 -646 812
Cash flow from financing activities
Continuing operation -6 994 -9 617 -15 951 1 567 903 1 548 962
Discontinued operation 1) -1 372 -1 350 -3 459 -3 413 -7 225
Distribution of shares in Cavendish Hydrogen ASA 1) -625 420 0 -625 420 0 0
Net cash flow from financing activities -633 786 -10 967 -644 830 1 564 490 1 541 737
Net change in cash and cash equivalents
Continuing operation -254 965 -370 023 -314 319 1 114 239 486 921
Discontinued operation 1) -151 833 -128 897 -195 910 -130 496 -262 040
Distribution of shares in Cavendish Hydrogen ASA 1) -625 420 0 -625 420 0 0
Net change in cash and cash equivalents -1 032 217 -498 920 -1 135 649 983 743 224 881

1) Cash flows from discontinued operation includes consolidated cash flows until 7 June 2024.

Effect of distribution of the financial position

(Amounts in NOK thousands) 7 June 2024
ASSETS
Intangible assets -114 962
Property, plant and equipment -131 180
Other non-current assets -11 736
Inventories -248 292
Trade receivables -78 231
Contract assets -2 311
Other current assets -38 706
LIABILITIES
Deferred tax liability 721
Long-term debt 22 543
Non-current lease liabilities 5 501
Other non-current liabilities 14 352
Trade payables 13 394
Current lease liabilities 4 467
Contract liabilities 125 570
Other current liabilities 94 616
Net assets and liabilities -344 253
Cash distributed -625 420
Equity impact -969 673
Fair value dividend adjustment 92 854
Fair value dividend paid 1 062 527

Alternative Performance Measures (APMs) from discontinued operation

(Amounts in NOK thousands) Q1 2024 Q4 2023 Q3 2023 Q2 2023 Q1 2023 2023
Order intake 61 252 52 380 14 227 198 565 24 524 289 696
Order backlog 321 814 364 205 411 994 491 872 358 018 364 205
EBITDA -47 342 -28 612 -47 425 -68 362 -57 491 -201 890

Alternative Performance Measures

Nel discloses alternative performance measures (APMs) in addition to those normally required by IFRS. This is based on the group's experience that APMs are frequently used by analysts, investors and other parties as supplemental information.

The purpose of APMs is to provide an enhanced insight into the operations, financing and future prospect of the group. Management also uses these measures internally to drive performance in terms of monitoring operating performance and long-term target setting. APMs are adjusted IFRS measures that are defined, calculated and used in a consistent and transparent manner over the years and across the group where relevant.

Financial APMs should not be considered as a substitute for measures of performance in accordance with the IFRS.

Nel's financial APMs

EBITDA: is defined as earnings before interest, tax, depreciation, amortisation and impairment. EBITDA corresponds to operating profit/(loss) plus depreciation, amortisation and impairment.

EBITDA margin: is defined as EBITDA divided by revenue and income.

Equity ratio: is defined as total equity divided by total assets.

Order intake: is defined as firm purchase orders with agreed price, volume, timing, terms and conditions entered within a given period. The order intake includes both contracts and change orders. For service contracts and contracts with uncertain transaction price, the order intake is based on estimated revenue. The measure does not include potential change orders.

Order backlog: is order intake where revenue is yet to be recognised.

Nel ASA Q2 and half-year 2024 report

Title: Q2 and half-year 2024 Report

Published date: 17.07.2024

[email protected] +47 23 24 89 50

Karenslyst allé 49, PB 199 Skøyen, 0212 Oslo, Norway

The publication can be downloaded on nelhydrogen.com

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