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Saga Pure — Interim / Quarterly Report 2020
Feb 17, 2021
3730_rns_2021-02-17_5f19190f-2d59-4094-aaea-3fadb3e81cdf.pdf
Interim / Quarterly Report
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Q 4
Saga Pure Q4 2020 Report
| Highlights 3 | |
|---|---|
| Consolidated condensed statement of comprehensive income 5 | |
| Consolidated condensed statement of financial position 6 | |
| Consolidated condensed cash flow statement7 | |
| Consolidated condensed statement of changes in equity 8 | |
| Notes to the financial statements 9 |
Highlights
| NOK 1000 | Oct-Dec 2020 | Oct-Des 2019 | Jan-Dec 2020 | Jan-Dec 2019 |
|---|---|---|---|---|
| (unaudited) | restated | (unaudited) | restated | |
| Operating revenues | 224 976 | 45 956 | 174 476 | 57 666 |
| Operating profit (-loss) before depreciation (EBITDA) (1) | 213 062 | 41 292 | 155 187 | 45 678 |
| Operating profit/(-loss) (EBIT) (2) | 213 056 | 41 286 | 155 163 | 45 655 |
| Net profit/(-loss) from continuing operations | 213 255 | 41 615 | 155 974 | 46 878 |
| Profit (loss) from discontinuing operations | 19 389 | -131 | 22 988 | 3 449 |
| Total comprehensive income total operations | 232 644 | 41 484 | 178 962 | 50 326 |
| Basic earnings per share NOK (3) | 0,71 | 0,16 | 0,63 | 0,18 |
| Diluted earnings per share NOK (3) | 0,67 | 0,16 | 0,59 | 0,18 |
(1) EBITDA can be calculated from the statement of income by deducting interest income, interest expenses and depreciation from the profit/(loss) before taxes.
(2) EBIT can be calculated from the statement of income by deducting interest income and interest expenses from the profit/(loss) before taxes.
(3) Basic earnings per shares is calculated by dividing shareholders earnings for the period by the average number of outstanding shares in the period. Diluted earnings per shares is calculated by adding potential shares with dilutive effect, in this case 20,000,000 equity options, to the average number of outstanding shares..
Financial results
Saga Pure Group ("The Group") reports a net profit from continued operations for the fourth quarter 2020 of NOK 213.3 million. (Profit of NOK 156.0 million for the twelve months of 2020).
The Vallhall business was disposed in the fourth quarter. Gain and net result until disposal is classified as profit from discontinued business (see note 6). Total comprehensive income for total operations for the fourth quarter 2020 was NOK 232.6 million. (NOK 179.0 million for the twelve months of 2020).
EBITDA for the fourth quarter 2020 was NOK 213.1 million. (NOK 155.2 million for twelve months of 2020).
The Group had a gain on available for sale assets of NOK 225.0 million in the fourth quarter.
The average number of outstanding shares in the quarter was 328,633,347. Total number of outstanding shares year end was 439,149,831.
The Group had a cash holding of NOK 391.1 million at the end of fourth quarter (excluding NOK 85 million in restricted cash), versus NOK 87.7 million per year-end 2019.
The Group completed five private placements during fourth quarter, raising net cash of NOK 297.5 million by issuing a total of 173 million shares. NOK 85 million is classified as the aforementioned restricted cash as per year end.
Other major items in the cash flow, is net cash from investments of 154 million as a result of divestment in noncore assets. Further the Group has distributed NOK 53.2 million in dividends during the year.
The Group's condensed unaudited financial statements for the fourth quarter of 2020 are enclosed.
Company development and investments
As the new strategy of investments within the sustainability space was announced 19 October, the fourth quarter was defined by the disposal of investments outside the scope, and the acquisition of investments in line with the new strategy.
1 December Bjørn Simonsen commenced as CEO of the Company. Mr Simonsen expertise within the business of the new investment strategy, will be a vital contribution for the company going forward.
The Group held investments classified as financial assets available for sale with a fair value of NOK 276.4 million. The fair value of the investments by the end of fourth quarter was as follows:
Everfuel A/S NOK 225 million Vistin Pharma ASA NOK 40 million Other investments NOK 12 million
Changes in market-value for these investments resulted in a gain of NOK 190 million for the fourth quarter, while
changes in fair value of shares disposed during the quarter resulted in a net profit of NOK 33 million. Through the realizations the Group has disposed the majority of the investments that are not considered core investments following the Groups new strategy.
The Group invested NOK 30 million, corresponding to an ownership of 21.4 %, in Bergen Carbon Solutions AS ("BCS") during the quarter. BCS is developing a technology which transforms CO2into valuable carbon nanofibers with zero emissions, and is an associated company as of December 2020 (see note 5).
In addition, the Group has disposed all shares in the shortterm investment portfolio classified as financial assets at fair value through profit and loss, with a net gain of NOK 1.6 million in the fourth quarter. A new portfolio, in line with the new investment strategy, will be established.
Subsequent events
At 29 December the Board initiated another private placement of 30 million new shares, raising a gross equity of NOK 123 million. As the placement was not completed by 31 December, the placement is not reflected in the fourth quarter balance statement.
6 January the Group settled the announced NOK 35 million investment in Horisont Energi AS. Horisont Energi is a carbon tech company which is developing innovative solutions for blue hydrogen and ammonia production as well as cost effective CO2 handling and storage.
25 January the Group committed to invest NOK 30 million as a cornerstone investor in CRC Holding B.V. ("Pryme"). Pryme has developed an effective solution for recycling of plastic materials in a potential carbon emission free process.
27 January the Company filed application for transfer of listing from Euronext Expand, to Oslo Børs.
The Group completed three subsequent offerings as repairs for the last three placements, issuing 9,728,592 shares raising gross proceed of NOK 26 million.
The Company has further strengthened the organization by the employment of Florian Melcher and Jørgen Festervoll.
Outlook
Focus on renewable energy and the transition towards a more sustainable future is gaining momentum, supported by ever-stronger policy measures from governments around the world. Alongside evaluating a number of investment opportunities Saga Pure is focused on building a team of strong and broad industrial competence in accordance with the new investment strategy. With no interest bearing debt, and substantial cash following the disposal of the former investments and recent private placements, the Group is well positioned for pursuing new possibilities within the new strategy.
Covid-19 will continue to affect the Group both through the equity-marked and through operations. The extent of impact and duration of the effects of the pandemic, is difficult to predict. However, the Group will take appropriate measures both regarding health and safety issues regarding the pandemic effects, as well as for the protection of its investments. The concrete measures will be dependent on the development as it unfolds going forward.
Forward-looking statements
Matters discussed in this report may constitute forwardlooking statements. The forward-looking statements in this report are based on various assumptions, many of which are based upon further assumptions, including without limitation, management's examination of historical operating trends, data contained in our records and other data available from third parties. Although we believe that these assumptions were reasonable when made, because these assumptions are inherently subject to significant uncertainties and contingencies, which are difficult to predict and beyond our control, we cannot assure you that we will achieve or accomplish these expectations, beliefs or projections.
Oslo, 16 February 2021
The Board of Directors
Consolidated condensed statement of comprehensive income
| NOK 1000 | Oct-Des 2020 | Oct-Des 2019 | Jan-Dec 2020 | Jan-Dec 2019 |
|---|---|---|---|---|
| (unaudited) | Restated* | (unaudited) | Restated* | |
| Net gain from available for sale assets (note 3) | 224 976 | 45 956 | 174 476 | 57 666 |
| Operating revenues | 224 976 | 45 956 | 174 476 | 57 666 |
| General administrative expenses (Note 7) | 11 899 | 4 663 | 19 305 | 11 991 |
| Depreciation (note 4) | 6 | 6 | 24 | 24 |
| Operating expenses | 11 905 | 4 669 | 19 329 | 12 015 |
| Operating profit/(-loss) | 213 071 | 41 287 | 155 147 | 45 652 |
| Interest income | 199 | 329 | 813 | 1 225 |
| Interest expense | -1 | -0 | -2 | -2 |
| Other financial items | -15 | -2 | 16 | 3 |
| Net financial items | 184 | 327 | 827 | 1 226 |
| Taxes | - | - | - | - |
| Net profit/(-loss) from continuing operations | 213 255 | 41 615 | 155 974 | 46 878 |
| Profit (loss) from discontinuing operations (note 6) | 19 389 | -131 | 22 988 | 3 449 |
| Net profit/(-loss) from total operations | 232 644 | 41 484 | 178 962 | 50 326 |
| Other comprehensive income | - | - | - | - |
| Total comprehensive income | 232 644 | 41 484 | 178 962 | 50 326 |
| Attributable to: | ||||
| Non-controlling interests | - | -48 | 1 969 | 1 559 |
| Shareholders' interests | 232 644 | 41 532 | 176 993 | 48 767 |
| Basic earnings per share NOK | 0,71 | 0,16 | 0,63 | 0,18 |
| Diluted earnings per share NOK | 0,67 | 0,16 | 0,59 | 0,18 |
| Average number of shares in the period | 328 633 347 | 266 149 831 | 281 727 913 | 266 149 831 |
| Number of shares outstanding at period end | 439 149 831 | 266 149 831 | 439 149 831 | 266 149 831 |
* Restated to reflect accounting impact the disposal of Vallhall in Q4 20
Consolidated condensed statement of financial position
| NOK 1000 | 31.12.2020 | 31.12.2019 |
|---|---|---|
| (unaudited) | (audited) | |
| ASSETS | ||
| Non-current assets | ||
| Associates (note 5) | 30 003 | - |
| Available-for-sale financial assets (note 3) | 276 447 | 215 343 |
| Fixed assets (note 4) | 16 | 90 008 |
| Receivables | - | 340 |
| Total non-current assets | 306 465 | 305 691 |
| Current assets | ||
| Other current assets | 385 | 1 333 |
| Financial assets at fair value through profit and loss | - | 42 859 |
| Restricted cash (Note 8) | 85 000 | - |
| Cash and equivalents | 391 113 | 87 684 |
| Total current assets | 476 497 | 131 876 |
| TOTAL ASSETS | 782 963 | 437 567 |
| EQUITY AND LIABILITIES | ||
| Equity | ||
| Share capital | 4 391 | 2 661 |
| Other equity | 1 059 771 | 819 655 |
| Total paid-in-capital | 1 064 163 | 822 316 |
| Accumulated losses | -291 798 | -468 791 |
| Other components of equity | - | -2 648 |
| Non-controlling interests | - | 20 156 |
| Total equity | 772 365 | 371 032 |
| LIABILITIES | ||
| Non-current liabilities | ||
| Long-term interest bearing debt | - | 55 000 |
| Other non-current liabilities (note 7) | 5 922 | - |
| Deferred tax | - | 278 |
| Total non-current liabilities | 5 922 | 55 278 |
| Current liabilities | ||
| Short-term interest bearing debt | - | 4 000 |
| Tax payable | - | 55 |
| Other current liabilities and accruals | 4 676 | 7 201 |
| Total current liabilities | 4 676 | 11 257 |
| Total liabilities | 10 598 | 66 535 |
| TOTAL EQUITY AND LIABILITIES | 782 963 | 437 567 |
Consolidated condensed cash flow statement
| NOK 1000 | Jan-Dec 2020 | Jan-Dec 2019 |
|---|---|---|
| (unaudited) | (audited) | |
| Net profit/(-loss) from continuing operations | 155 974 | 46 878 |
| Profit (loss) from discontinuing operations (note 6) | 22 988 | 3 449 |
| Profit before tax total operations | 178 962 | 50 326 |
| Gain on disposal of discontinued business | -19 389 | - |
| Tax in discontinued business | 72 | |
| Options and share program | 6 144 | - |
| Depreciation | 1 036 | 3 262 |
| Net loss/(-gain) from AVA asset | -172 888 | -57 666 |
| Foreign exchange losses/(gains) | -5 | 0 |
| Interest paid | - | 971 |
| Interest received | -25 | -1 225 |
| Income tax paid | -55 | -90 |
| Increase/decrease receivables and prepayments | -275 | -253 |
| Increase/decrease payables and accruals | 299 | 175 |
| Net cash flow from operating activities | -6 196 | -4 429 |
| Investment in associates | -30 003 | - |
| Investment in AVA Financial assets | -62 551 | -5 292 |
| Divestment in AVA Financial assets | 175 701 | - |
| Net divestment/(-investment) trading | 39 210 | -38 782 |
| Dividends received | 2 284 | - |
| Net cash effect disposal of subsidiaries | 28 783 | - |
| Receivable | 340 | -340 |
| Interest received | 25 | 1 225 |
| Investment in fixed assets | - | -1 449 |
| Net cash flow from investing activities | 153 789 | -44 638 |
| Share issue net of costs* | 212 503 | - |
| Repayments of long term borrowings | -1 000 | -4 000 |
| Interest paid | - | -971 |
| Dividends paid to non-controlling interests | -2 442 | -1 583 |
| Distributions to controlling interests | -53 230 | - |
| Net cash flow from financing activities | 155 831 | -6 553 |
| Net change in cash and cash equivalents | 303 424 | -55 620 |
| Cash and equivalents at beginning of period | 87 684 | 143 304 |
| Net foreign exchange differences (unrealised) | 5 | -0 |
| Cash and equivalents at end of period | 391 113 | 87 684 |
* Excluding Share issue of net MNOK 85, as completed 29 December, classified as restricted cash. Note 8.
Consolidated condensed statement of changes in equity
| Jan-Dec 2020 (Unaudited) NOK 1000 |
Issued capital |
Other equity | Accumulated losses |
Other reserves |
Non controlling interests |
Total |
|---|---|---|---|---|---|---|
| Equity as at 1 January 2020 |
2 661 | 819 655 | -468 791 | -2 648 | 20 156 | 371 032 |
| Net profit/(-loss) continuing operations |
- | - | 155 974 | - | 155 974 | |
| Net profit/(-loss) discontinuing operations |
21 019 | 1 969 | 22 988 | |||
| Total comprehensive income |
- | - | 176 993 | - | 1 969 | 178 962 |
| Dividends to controlling interests |
-53 230 | -53 230 | ||||
| Dividends to non controlling interests |
-2 442 | -2 442 | ||||
| Disposal of minorities | -2 648 | 2 648 | -19 683 | -19 683 | ||
| Share issue | 1 730 | 301 370 | 303 100 | |||
| Share issue costs | -5 597 | -5 597 | ||||
| Options and share program (note 7) |
222 | 222 | ||||
| Equity per ending balance 31 December 2020 |
4 391 | 1 059 771 | -291 798 | - | 0 | 772 365 |
| Jan-Dec 2019 (Audited) NOK 1000 |
Issued capital |
Other equity | Accumulated losses |
Other reserves |
Non controlling interests |
Total |
|---|---|---|---|---|---|---|
| Equity as at 1 January 2019 |
2 661 | 819 655 | -517 559 | -2 648 | 20 179 | 322 288 |
| Net profit/(-loss) | - | - | 48 767 | 1 559 | 50 326 | |
| Total comprehensive income |
- | - | 48 767 | - | 1 559 | 50 326 |
| Dividends to non controlling interests |
-1 583 | -1 583 | ||||
| Equity per ending balance 31 December 2019 |
2 661 | 819 655 | -468 791 | -2 648 | 20 156 | 371 032 |
Notes to the financial statements
Note 1 – Basis for preparation
The Company's condensed interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting as approved by the EU and requirements in the Norwegian Securities Trading Act. This condensed interim financial statement for the fourth quarter is approved by the Board of Directors on 16 February 2021.
The accounting policies applied in the preparation of the condensed interim financial statements are consistent with those presented in the Annual Report of 2019.
Foreign currency
The financial statements are presented in NOK. NOK is also the functional currency for the Company.
Note 2 – Operating Segments
Management monitors the net income from investments in financial assets and liabilities. Activity in the Vallhall segment is disposed during the quarter and is presented as discontinued operation. References are made to note 6 for further specification of the gross figures for the discontinued property-segment.
| Investment | Vallhall | Other | Total | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Segment | Oct | Jan | Jan | Oct | Jan | Jan | Oct | Jan | Jan | Oct | Jan | Jan |
| information | Dec | Des | Dec | Dec | Des | Dec | Dec | Des | Dec | Dec | Des | Dec |
| NOK 1000 | 2020 | 2020 | 2019 | 2020 | 2020 | 2019 | 2020 | 2020 | 2019 | 2020 | 2020 | 2019 |
| Income | ||||||||||||
| Net gain/loss on | ||||||||||||
| investments | 224 976 | 174 476 | 57 666 | 224 976 | 174 476 | 57 666 | ||||||
| Total income | 224 976 | 174 476 | 57 666 | - | - | - | - | - | - | 224 976 | 174 476 | 57 666 |
| Operating expenses | ||||||||||||
| - excluding loss in | ||||||||||||
| investments | 11 905 | 19 329 | 12 015 | - | - | - | 11 905 | 19 329 | 12 015 | |||
| Net operating profit/loss from |
||||||||||||
| continuing | ||||||||||||
| operations | 213 071 | 155 147 | 45 652 | - | - | - | - | - | - | 213 071 | 155 147 | 45 652 |
| Profit (loss) from | ||||||||||||
| discontinuing | ||||||||||||
| operations (note 6) | 19 389 | 22 988 | 3 449 | 19 389 | 22 988 | 3 449 | ||||||
| 31 | 31 | 31 | 31 | 31 | ||||||||
| 31 Dec | 31 Dec | 31 Dec | Dec | Dec | Dec | 31 Dec | Dec | Dec | 31 Dec | 31 Dec | 31 Dec | |
| 2020 | 2020 | 2019 | 2020 | 2020 | 2019 | 2020 | 2020 | 2019 | 2020 | 2020 | 2019 | |
| Assets | 782 963 | 782 963 | 335 276 | - | - | 102 291 | - | - | 782 963 | 782 963 | 437 567 | |
| Liabilities | 10 598 | 10 598 | 4 610 | - | - | 61 925 | - | - | 10 598 | 10 598 | 66 535 |
Note 3 – Available-for-sale financial assets
| NOK 1000 | 31 Dec 2020 | 31 Dec 2019 |
|---|---|---|
| At 1 January | 215 343 | 156 462 |
| Additions | 62 551 | 5 292 |
| Unrealized gain/loss | 205 539 | 53 589 |
| Disposals | -206 987 | - |
| Total | 276 447 | 215 343 |
Available-for-sale financial assets include the following:
| Fair value hierarchy | 31 Dec 2020 | 31 Dec 2019 | |
|---|---|---|---|
| Listed shares | Level 1 | 276 447 | 208 249 |
| Non-listed shares | Level 2 | - | 7 094 |
| Total | 276 447 | 215 343 |
In addition to the Available-for-sale financial assets, the Group also had investments at fair value, which as per 31 December been has been disposed. These investments contributed with a gain of 1.6 million in the fourth quarter.
The Groups investment through private placement in Horisont Energi, as announced 30 December 2020, is not reflected in the financial statement. Although the allocation was disclosed in 2020, the placement was not completed until January 2021.
The entire change in available-for-sale financial assets during the quarter relates to financial instruments that fall within the level 1 category of the fair value hierarchy. The fair value hierarchy is described below.
Fair value hierarchy
The Group uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:
- Level 1: Quoted (unadjusted) prices in active markets for identical assets or liabilities.
- Level 2: Other techniques for which all inputs that have a significant effect on the recorded fair value are observable, either directly or indirectly.
- Level 3: Techniques that use inputs that have a significant effect on the recorded fair value that are not based on observable market data, for example discounted cash flow technique.
The financial assets are denominated in NOK and are measured at fair value. Listed shares are valued at values quoted in active markets as of 31 December 2020.
| 2020 NOK 1000 |
Buildings | Machinery & equipment |
Capitalized costs - work in progress |
Land | Total |
|---|---|---|---|---|---|
| Acquisition cost, opening balance 01.01.20 | 100 568 | 4 827 | 38 | 199 | 105 632 |
| Disposal as part of discontinued business (note 6) |
-100 568 | -4 756 | -38 | -199 | -105 561 |
| Acquisitions during the period | - | - | - | - | - |
| Disposals during the period | - | - | - | - | - |
| Acquisition cost at 31.12.20 | 0 | 72 | - | - | 72 |
| Accumulated depreciation, opening balance 01.01.20 |
-14 015 | -1 610 | - | - | -15 625 |
| Disposal as part of discontinued business (note 6) |
14 015 | 1 578 | - | - | 15 593 |
| Depreciation | - | -24 | - | - | -24 |
| Accumulated depreciation disposed assets | - | - | - | - | - |
| Accumulated depreciation at 31.12.20 | - | -56 | - | - | -56 |
| Net book value at 31.12.20 | 0 | 16 | - | - | 16 |
Note 4 – Fixed assets
| 2019 NOK 1000 |
Buildings | Machinery & equipment |
Capitalized costs - work in progress |
Land | Total |
|---|---|---|---|---|---|
| Acquisition cost, opening balance 01.01.19 | 99 141 | 4 806 | 38 | 199 | 104 184 |
| Acquisitions during the period | 1 427 | 22 | - | - | 1 449 |
| Disposals during the period | - | - | - | - | - |
| Acquisition cost at 31.12.19 | 100 568 | 4 827 | 38 | 199 | 105 632 |
| Accumulated depreciation, opening balance 01.01.19 |
-10 853 | -1 510 | - | - | -12 363 |
| Depreciation | -3 161 | -100 | - | - | -3 262 |
| Accumulated depreciation disposed assets | - | - | - | - | - |
| Accumulated depreciation at 31.12.19 | -14 015 | -1 610 | - | - | -15 625 |
| Net book value at 31.12.19 | 86 553 | 3 217 | 38 | 199 | 90 008 |
Note 5 – Investment in associate
The Group acquired a 21.43% interest in the unlisted company Bergen Carbon Solutions AS. The ownership was acquired through subscription of shares in an equity issue, whereas the allocation was made 18 December.
Bergen Carbon Solutions is using carbon dioxide to produce carbon nanofibers, hence a CO2 negative production of nanofibers. This is a new technology, and the main operations are relating to the development of the equipment and technology for this type of production, and the up-scaling of the equipment. The main assets of the company is therefore related to the technology, know-how and prototype, hence, intangible assets. Since the Company is in a development phase, and development expenses are capitalized and the fact that the interest was allocated ultimo December, no share of the profit and loss of the company has been allocated to the Group for the financial year of 2020, due to the late date of the acquisition.
The Group also has an option for subscription of additional shares, increasing the ownership to 34.24 % within nine months of the initial acquisition, at a 10 % increased subscription price compared to the initial acquisition. Since the transaction occurred ultimo December 2020, no fair value adjustment is made to the option.
| NOK 1000 | Bergen Carbon Solutions AS |
|---|---|
| 2020 | |
| Current assets | 40 694 |
| Non-current assets | 3 003 |
| Current liabilities | -3 350 |
| Non-current liabilities | -1 500 |
| Equity | 38 847 |
| Groups share of equity (21,43%) | 8 324 |
| Research and development | 21 679 |
| Carrying amount, 31 December 2020 | 30 003 |
Note 6 – Discontinued operations
All shares in Vallhall was sold to Tycoon Industrier AS according to agreement of 19 October 2020. As the transaction was considered as a related party transaction, the sale was approved by the Extraordinary General Meeting 10 November. The Vallhall business is classified as Discontinued Operations in the Income Statement. The 2019 Income Statement has been restated accordingly for increased comparability.
The sale was made based on an enterprise value of NOK 120 million, resulting in a final sale-price of NOK 38.3 million for the share of Vallhall held by Saga, and a net profit of 19.4 million.
Specification of Net profit/(-loss) from discontinuing operations:
| NOK 1000 | Oct-Dec 2020 | Oct-Dec 2019 | Jan-Dec 2020 | Jan-Dec 2019 |
|---|---|---|---|---|
| Other Income | - | 5 137 | 13 188 | 20 112 |
| Operating revenues | - | 5 137 | 13 188 | 20 112 |
| General administrative expenses | - | 3 676 | 5 863 | 11 258 |
| Depreciation | - | 989 | 2 375 | 3 238 |
| Operating expenses | - | 4 665 | 8 238 | 14 496 |
| Operating profit/(-loss) | - | 473 | 4 950 | 5 616 |
| Interest income | - | 40 | - | 40 |
| Interest expense | - | -572 | -1 353 | -2 136 |
| Other financial items | - | 0 | 2 | 0 |
| Net financial items | - | -532 | -1 351 | -2 096 |
| Taxes | - | 72 | - | 72 |
| Profit at disposal 19 Oct. 2020 | 19 389 | - | 19 389 | - |
| Net profit/(-loss) from discontinuing operations |
19 389 | -131 | 22 988 | 3 449 |
| Attributable to: | ||||
| Non-controlling interests | - | -48 | 1 969 | 1 559 |
| Shareholders' interests | 19 389 | -83 | 21 019 | 1 889 |
Net cash flows in discontinued business:
| NOK 1000 | 2020 | 2019 |
|---|---|---|
| (unaudited) | (unaudited) | |
| Operating | 4 554 | 6 929 |
| Investing | - | -1 449 |
| Financing | -6 400 | -7 500 |
| Net cash (outflow)/inflow | -1 846 | -2 019 |
Note 7 – Options and share program
An equity settled option and share program has been initiated in Q4 towards certain key employees. Total cost for the option in the quarter was NOK 6.1 million, whereas 5.9 million in Social security reserves. The current vesting periods of the program is ending in the period between 19 April 2022 and 19 October 2023. At initial recognition, the fair value of the options, as estimated by the Black-Scholes model, are straight-lined through the vesting period as General administrative expenses with corresponding entry against other paid in equity. Since the options are equity settled, no subsequent measurement is required under IFRS. Social security expenses are accrued for if the options are in the money, and the accrual for social security expenses will be updated quarterly, based on development in the share price. An increase in share price, will increase the value of the options, hence increase the social security expenses.
Note 8 – Restricted cash
The Group had 85 million as short-term restricted cash as per end of 2020. The cash relates to the net cash of the private placement of 30 million shares at 2.9 NOK per shares, as registered at 30 December 2020. The cash was released from the deposited account at 4 January 2021.
Note 9 – 20 largest investors
| Name | Shares | Of total shares | |
|---|---|---|---|
| 1 | *ØYSTEIN STRAY SPETALEN | 172 841 799 | 39,36 % |
| 2 | *TYCOON INDUSTRIER AS | 25 550 00 | 5,82 % |
| 3 | **SIMONSEN INVEST AS | 17 618 667 | 4,01 % |
| 4 | DALLAS ASSET MANAGEMENT AS | 9 187 461 | 2,09 % |
| 5 | NORDNET LIVSFORSIKRING AS | 6 595 429 | 1,50 % |
| 6 | PÅL KRISTIAN AASEN | 5 866 000 | 1,34 % |
| 7 | AS TANJA | 5 745 000 | 1,31 % |
| 8 | TORSTEIN INGVALD TVENGE | 5 117 841 | 1,17 % |
| 9 | MELCHER HOLDING AS | 4 000 000 | 0,91 % |
| 10 | SONGA CAPITAL AS | 3 723 500 | 0,85 % |
| 11 | BORGEN INVESTMENT GROUP NORWAY AS | 3 500 000 | 0,80 % |
| 12 | FRØILAND INVEST AS | 3 454 554 | 0,79 % |
| 13 | Nordnet Bank AB | 3 206 740 | 0,73 % |
| 14 | TIGERSTADEN AS | 2 750 000 | 0,63 % |
| 15 | OLA STORMYR HOLDING AS | 2 639 242 | 0,60 % |
| 16 | SPAR KAPITAL INVESTOR AS | 2 515 016 | 0,57 % |
| 17 | HEGE BAKKEN | 2 211 580 | 0,50 % |
| 18 | UTHALDEN AS | 2 143 568 | 0,49 % |
| 19 | GIRONDE AS | 2 113 000 | 0,48 % |
| 20 | ***HANEKAMB INVEST AS | 2 000 000 | 0,46 % |
| Total | 282 779 397 | 64,39 % | |
| Total outstanding shares | 439 149 831 | 100,00 % |
* Board member/controlled by Board member Øystein Stray Spetalen
** Controlled by Bjørn Simonsen, CEO of Saga Pure
***Controlled by Martin Nes, Chairman of the Board
The table of the largest shareholders have been extracted from the Central Securities Depository (VPS) as per 30 December 2021. 153.000.000 of the issued new share where non-tradeable pending the approval of Prospectus for listing of new shares. These shares were not included in the extraction from VPS as they at year end had a temporary identification number (ISINR). These shares have added manually to their legal owner in the table above in order to reflect the total outstanding shares as registered in The Register of Business Enterprises (Brønnøysundregistrene) per 31 December. The new shares were merged with the old shares, and became tradeable at 12 January when the prospectus was approved by the Financial Supervisory Authority (Finanstilsynet).
Note 10 – Subsequent events
At 8 January 2021 the 30,000,000 shares of the private placement as initiated on 29 December 2020, was registered in The Register of Business Enterprises (Brønnøynsundregistrene). At NOK 4.10 per share this raised a gross equity of 123 million.
At 12 January 2021 the listing prospectus was approved by the Financial Supervisory Authority (Finanstilsynet), whereby 183,000,000 of the issued shares became tradable, bringing the total number of tradeable shares in Saga Pure up to 469,149,831.
27 January the Company filed application for transfer of listing from Euronext Expand to Oslo Børs.
At 28 January the three subsequent offerings where completed at share prices of NOK 2.10 NOK 2.90 and NOK 4.10. The subsequent offerings raising a gross equity of NOK 26 million, by issuing 9,728,592 new share. Total number of outstanding shares after the subsequent offers where 478,878,423.
Title: Saga Pure Q4 2020 Report Saga Pure ASA
Published date: 17 February 2021
Sjølyst Plass 2, 0278 Oslo, Norway
The publication can be downloaded on saga-pure.com