AI assistant
Scana — Annual Report (ESEF) 2024
Apr 23, 2025
Preview isn't available for this file type.
Download source fileSCANA ASA | ANNUAL REPORT 2024
ANNUAL REPORT 2024
Bergen, 23 April 2025
CONTENT
- KEY NUMBERS
- INDUSTRIAL HISTORY - SOLUTIONS FOR TOMORROW
- GREETINGS FROM THE CEO
- CORPORATE GOVERNANCE REPORT
- THE BOARD’S REPORT
- SUSTAINABILITY STATEMENT: GENERAL DISCLOSURES
- SUSTAINABILITY STATEMENT: ENVIRONMENTAL INFORMATION
- SUSTAINABILITY STATEMENT: SOCIAL INFORMATION
- SUSTAINABILITY STATEMENT: GOVERNANCE INFORMATION
- BOARD AND MANAGEMENT
- CONSOLIDATED FINANCIAL STATEMENTS
- STATEMENT FROM THE BOARD OF DIRECTORS AND CEO
- STATUTORY ACCOUNTS
- AUDITOR’S REPORT
- REPORT ON REMUNERATION FOR LEADING PERSONNEL
KEY NUMBERS
INDUSTRIAL HISTORY - SOLUTIONS FOR TOMORROW
Our business areas focus on developing the offshore industry and supporting the growing market for renewable energy. Our companies’ contribution in the offshore industries plays a central role in reducing risks and helping to optimize the customers’ maintenance work. Our services promote greater reuse and support a circular economy.
We deliver solutions for the energy industries that meet society’s energy needs while minimizing environmental impact. Through continuous deliveries of shore power solutions, energy storage systems, and charging infrastructure to Norwegian and international customers, we are driving the energy transition forward.
OFFSHORE
Our greatest asset is our competent employees, who are key to driving development in the offshore industry. We deliver a variety of technological solutions to the global oil and gas sector as well as other offshore industries.
The Group’s companies offer a wide range of products and services, from the design and manufacturing of riser applications and specialized subsea equipment to rig servicing, ISS, mooring systems, and IMR lifecycle solutions for rigs and vessels.
We help ensure the efficient and reliable operation of installations, playing a central role in reducing risks and optimizing our customers’ maintenance work. Through our services, we enable increased reuse within the offshore industry.
ENERGY
The world needs more sustainable energy, and we are a driver for the development of new technological solutions and services that help shape the energy systems of the future.
We are committed to delivering commercial solutions that satisfy society’s energy needs while reducing the environmental impact.
Our product and service portfolio ranges from the design and integration of electrical power systems to electrical infrastructure, energy storage systems and control systems.
PORTFOLIO COMPANIES
- PSW TECHNOLOGY
- PSW SOLUTIONS
- PSW OFFSHORE OIL TECHNICAL SERVICES
- SKARPENORD
- SUBSEATEC
- SEASYSTEMS
- WEST ASSET MANAGEMENT
- MONGSTAD INDUSTRIER
PORTFOLIO COMPANY
- PSW POWER & AUTOMATION
GREETINGS FROM THE CEO
Pål Selvik, CEO, Scana ASA
While 2023 in many ways was a transformational year for Scana, 2024 has been a year for building and growing. We have built revenues and EBITDA, we have built companies and organizations. And we have continued to build a financially healthy platform. We have also built through M&A. And in 2024, Scana was able to pay dividends to its shareholders for the first time since 2010. Hopefully we are able to do more of all this in 2025. And on an even larger scale.
But nothing comes for free. We must fight hard for every project and every sales-order, in all our companies. Inflation, wages and prices of other input factors, including tariffs may challenge our margins. We must continue to improve our efficiency, project management and profitability. And we must ensure that we stay as lean as possible, without jeopardizing QHSE, competitiveness, compliance, and good corporate governance. In addition, we must have an organization that can handle complex M&A deals. Not only the transaction in itself, but also everything that happens thereafter. Synergies must be extracted, company cultures and policies must be aligned in a non-destructive manner, and all over objectives must be met.
In 2024, Scana went from three to two divisions – ENERGY and OFFSHORE. At the same time, we conducted a re-branding “light” which gives our companies certain degrees of freedom. Our common brand is the Scana star, which is attached to each company name, to show affiliation to the group. We also changed our slogan to become “Industrial history – solutions for tomorrow”. Something that we think characterizes Scana companies.
During 2024 we have seen high activity in both our divisions, and we are experiencing strong business cycles across all companies. As we approached the end of the year however, signs of softening business momentum appeared. Projects were postponed, customers delayed new orders and so on. From our perspective this seems more as a general economic condition and may be an effect of softening oil-price, cost reduction programs and temporarily lower capex among our customers. It is difficult to predict 2025, and Scana does not give any guidance, but we must be ready to take appropriate measures whichever direction markets take. And we will continue to develop cost-efficient, innovative, reliable solutions and projects for our customers.
A SHORT SUMMARY OF 2024 IN OUR OPERATING COMPANIES
- PSW Technology was awarded a contract with Equinor on the Mongstad refinery in 2023. Including options, this contract constitutes an important base-revenue for the company. Within subsea / rig / offshore there has been too few projects in 2024, but the overall result is nevertheless decent, because of a sale of a capping stack unit. The company now has designed and constructed another, more advanced unit, which is marketed for rental and/or sale.
- Mongstad Industrier was purchased by PSW Technology in 2024. The company has a long history on the Mongstad-base and is an important supplier to several customers in the region. The acquisition will add important synergies for several Scana companies.
- PSW Offshore Oil Technical Services Namibia was established by PSW Technology in 2024, on the back of customer contracts with Odfjell Drilling and Northern Ocean in Namibia. We expect high activity within the drilling sector in Namibia the next years, and the company is ready to expand its business accordingly.
- PSW Solutions has performed very well, with healthy margins and steady business within surface treatment and NDT services.
- PSW Power&Automation is still experiencing strong profitable growth on the back of electrification as a megatrend. The Battery Energy Storage Solutions (BESS) market is probably still in the starting phase, and we have had a breakthrough in grid scale energy storage. We are now capitalizing on our technology and project management expertise to grow further in this segment, on a global basis. A strategic review has been initiated for PSW Power&Automation.
No significant injuries or environmental incidents are our "licence to operate". Photo by: Nordhordaland Tekst & Foto
- Skarpenord has continued in 2024 more or less as 2023. Steady business, healthy margins and a strong aftermarket. A Joint Venture has been formed to penetrate the Asian/Middle East markets, with a more complete product portfolio. The company has implemented a new ERP system more or less on time and on budget.
- Subseatec is delivering on important contracts for steel stress-joints with large international customers in the Gulf of Mexico. The backlog and the list of potential projects look robust, including potential new market segments.
- Seasystems has delivered rock solid performance in 2024, with completion of four milestone projects, and continues to deliver steady cash-flow into the group. The demand for mooring solutions on a global scale looks promising within several segments – offshore wind, LNG’s, FPSO’s, FSRU’s and aquaculture.
- West Asset Management specializes in property management and operational services, including upgrades and modification to existing infrastructure. The company is a strategic tool for Scana in the Fensfjord basin and is still expanding its business.
In 2024 we have continued to show consistent health and safety performance with no significant injuries or environmental incidents.# SCANA ASA | ANNUAL REPORT 2024
Apart from being competitive and innovative, this is still our “license to operate”. Every board-meeting, across all our companies, starts with HSEQ on top of the agenda, and we expect that the whole organization, from top to bottom, has the equivalent focus. Each company owned by Scana has its own organization, management, and a board with full responsibility for its own operations and strategic development. Scana ASA aims to be an active owner by guiding and assisting wherever needed in our organization, also exploiting group synergies. Scana ASA consists of a small, efficient, and motivated team, aiming for results across the group. On the financial side, we have strengthened our capital structure, first of all by strong operational cashflow and re-payment of long-term debt. Operational cashflow now supports certain growth investments, and by selling certain non-core assets we are also able to combine lower debt, funding of new investments and dividends. All in all, we have a promising portfolio of companies, which has the potential to grow further, both organically and through M&A. They are positioned as niche-players in business areas that appear to have strong fundamentals. When combined, we can identify a growing number of synergies across the group. We will continue to develop our business areas, aiming to create further value for our shareholders while maintaining strong relationships with all other stakeholders. I am quite sure 2025 will be another busy and exciting year for Scana and its companies.
Best regards,
Pål Selvik, CEO of Scana AS
CORPORATE GOVERNANCE REPORT
10 SCANA ASA | ANNUAL REPORT 2024
CORPORATE GOVERNANCE REPORT
BASIS FOR THE REPORT
This report is prepared by the Board of Directors (BoD) of Scana ASA (or the “Company”) and presents the corporate governance of the company. It is structured to cover all sections of the Norwegian Code of Practice for Corporate Governance (“Code of Practice”) – available at www.nues.no. The purpose of the Code of Practice is to clarify the respective roles of shareholders, BoD and executive officers beyond the requirements of legislation. Scana aims to comply with the recommendation to strengthen the confidence held in the company and contribute to the highest possible added value in the long term, for the benefit of shareholders, employees, and other interested parties.
BUSINESS
The parent company in the Scana Group (or “Scana”), is established and registered in Norway and is governed by Norwegian law, including laws and regulations pertaining to companies and securities. The overall business scope of Scana ASA is included in the Company’s articles of association and comprises the ownership and operation of businesses related to the supply of equipment and services to the maritime industry and the energy sector, as well as any other related activities, and the investment in other companies to promote its business activities. The articles are available at www.scana.no.
The BoD of Scana ASA sets the direction of the Company by determining the objectives, strategy, and risk profile of the business within the parameters of the articles of association. As part of this work, various sustainability elements are taken into account, and the Company has a board approved Sustainability policy for how it integrates the interests of the society at large into its value creation. A dedicated section of the Company’s annual report is devoted to sustainability and addresses environmental, social, and governance issues. The annual report is available on the Company website (www.scana.no). The BoD evaluates targets, strategies, and its risk profile on an annual basis, at a minimum.
EQUITY AND DIVIDENDS
CAPITAL STRUCTURE
The BoD and the management regularly monitor that the capital structure of Scana ASA, including the level of equity and liquidity, is appropriate for the Company’s objectives, strategy and risk profile. The Scana Group had NOK 665 million in book equity as of 31 December 2024, corresponding to an equity ratio of 42 percent.
DIVIDEND POLICY
The Company’s overall objective is to create long term value for its owners in the form of dividend payments and/or increase in the value of the Company’s shares over time. The Company has adopted a dividend policy targeting distribution of excess liquidity to shareholders. The dividend policy is based on the Company’s financial position and re-investment opportunities. The dividend policy supports the Company in balancing the target of dividends over time, while at the same time building financial robustness and maintaining a strong balance sheet with adequate liquidity reserves to support organic growth and pursue value creating M&A opportunities, ensuring it is constantly assessed and aligned with current conditions. Any dividend proposed by the BoD will be presented to the general meeting for approval.
AUTHORIZATIONS FOR THE BOARD OF DIRECTORS
Authorization to acquire own shares
The Company’s general meeting held on 29 May 2024, authorised the BoD to purchase own shares up to an aggregate nominal value of NOK 45.239.290. In accordance with the proposal made by the BoD, the resolution confirmed the purposes for utilisation to be (i) execution of any acquisitions, (ii) fulfilment of any obligations under incentive structures with the Company’s senior employees, and (iii) otherwise as the BoD deems appropriate in order to optimise the Company’s capital structure. The BoD’s authorisation to purchase own shares is valid for the period until the date of the annual
11 SCANA ASA | ANNUAL REPORT 2024
general meeting in 2025, however, in no circumstances beyond 30 June 2025.
Authorization to increase the share capital
The Company’s general meeting held on 29 May 2024, authorised the BoD to issue new shares up to an aggregate nominal value of NOK 90.478.580. The resolution specified three purposes for utilisation: (i) transaction currency in connection with acquisitions, (ii) strengthening the Company’s capital structure, and (iii) issue towards the Company’s senior employees. The BoD’s authorisation to increase the share capital is valid for the period until the date of the annual general meeting in 2025, however, in no circumstances beyond 30 June 2025.
Equal treatment of shareholders
Each share in the Company carries one vote, and all shares carry equal rights, including the right to participate in general meetings. The Company emphasises that the interests of the shareholders are prioritised and that all shareholders, in accordance with the requirements of the Norwegian Securities Trading Act, are treated on an equal basis. Existing shareholders have pre-emptive rights to subscribe for shares in the event of share capital increases. The general meeting may by a qualified majority resolve to set aside the pre-emptive rights of existing shareholders. Any proposal by the BoD of such resolution shall be explained. Transactions in own shares are done via the Oslo Stock Exchange and in compliance with applicable stock exchange regulations. Special care must be exercised in transactions where Scana ASA’s shareholders, board members, management, or close relatives have financial or personal interests. If such a transaction is significant in nature or size, there must be an assessment from an independent third party. The Company has implemented guidelines to ensure that the members of the BoD and executive personnel shall obtain prior approval and notify the CEO if they intend to buy or sell Scana shares.
Freely transferable shares
Scana ASA is listed on the Oslo Stock Exchange. The Company’s articles of association do not contain any limitations on voting or restrictions, and the shares are consequently freely transferable.
General meetings
The general meeting is the highest authority of the Company, and an important forum for cooperation between the Company’s shareholders, the BoD, and management. The Company encourages its shareholders to exercise their rights by participating in general meetings. Scana ASA has established routines and procedures in connection with general meetings which are in accordance with guidelines given in the Norwegian Code of Practice. Notice and minutes are available on the Company’s website www.scana.no under the heading “Investors”. Notices convening annual general meetings are submitted and announced in accordance with applicable law, stock exchange regulations, and the Company’s articles of association. Comprehensive documentation relating to the items on the agenda are prepared and made available on the Company’s website no later than 21 days prior to the general meeting. The registration deadline for attendance is set as close to the date of the general meeting as possible. Shareholders who are unable to attend may vote by proxy. A proxy form is included in the notice convening the general meeting. Information about the procedure for using the proxy form and about the person appointed to vote on behalf of the shareholders as proxy accompanies the notice. At Scana ASA's ordinary general meeting, at least the chairman of the board and the chairman of the election committee are in attendance. The management is represented by the CEO. The general meetings are opened and led by the chairman of the board. When electing the BoD or other bodies in the Company, shareholders can vote separately on each candidate nominated for election to the Company’s corporate bodies. The outcome of the voting at the general meeting is made public immediately after the general meeting.
12 SCANA ASA | ANNUAL REPORT 2024
Nomination committee
The articles of association state that the Company shall have a nomination committee. The committee must consist of no less than three members. The nomination committee shall prepare the annual general meeting’s election of board members and propose the remuneration to be given to the board members.The shareholders have the opportunity to make proposals to the nomination committee about candidates for board positions and for example by contacting the chairman of the nomination committee, the chairman of the board, or the Company’s administration. The current members of the nomination committee are Mr. Jonas Gade Christensen (chairman), Mr. Alexander Amundsen, and Mr. Erling Astrup. The positions are up for election at the annual general meeting in 2025. No members of the nomination committee are members of the board or employed by the Company.
COMPOSITION AND INDEPENDENCE OF THE BOARD OF DIRECTORS
Composition
The articles of association stipulate that the BoD shall consist of three to seven persons. Elected directors will serve for a period of two years. The board has no employee representatives, and no members of the Company’s management are board members. Scana ASA does not have a corporate meeting. The composition of the board must reflect the competence that are relevant to the Company’s operations. The board currently consists of 5 members. A more detailed presentation of the board members can be found on in the annual report and at www.scana.no.
Independence
The composition of the board aims to ensure that the interests of all shareholders are attended to, and that the Company’s need for competence, resources, and diversity are met. The Code of Practice recommends that at least two of the board members elected by the shareholders should be independent of the Company’s main shareholders, but this requirement has not been formalised in the board instructions. A majority of the elected members are considered independent of executive management and important business associates. None of the directors are part of the Company’s executive management team. The board carries out a self-evaluation of its activities and expertise, as well as whether the board is properly composed and how it functions as a unit and individually in relation to the board’s goals.
THE WORK OF THE BOARD OF DIRECTORS
Meetings
The BoD will hold board meetings whenever needed, but normally six to eight times a year. The chairman of the board can call for extraordinary board meetings when deemed necessary. The CEO can call an extraordinary board meeting by agreement with the chairman of the board. In 2024, a total of 17 board meetings were held. The CEO must attend the board meetings. The CFO also normally attends the meetings. The board is otherwise free to summon other members of the Company’s management or others to the board meetings. It is the chairman’s responsibility to lead the board meetings. If he or she is absent, a chairman is elected at the board meeting by the directors present at the meeting.
The Board’s Responsibility
The BoD has the overall responsibility for management and control of the Company. The board must adopt the Company’s strategy, budgets, and business plans and at all times keep informed about the Company’s operations and financial development. The board is responsible for ensuring that the Company’s operations, financial accounts, and liquidity are subject to satisfactory control. The board must monitor the Company’s management and ensure that the CEO carries out his duties in accordance with current instructions. The board can, at its own discretion, draw up additional guidelines for the Company’s operations. The CEO prepares cases for the BoD. It is a priority to have matters prepared and presented in such a way that the board is provided an adequate basis for its discussion. Minutes must be taken from each board meeting, including a description of each case discussed, the decisions made by the board, and the rationale behind the decisions for each case.
13 SCANA ASA | ANNUAL REPORT 2024
Audit committee
Scana ASA has an audit committee comprising of two of the members of the BoD: Mr. Morten Blix (chairperson) and Mrs. Ida Ianssen Lundh (member). The audit committee is independent of the management of the Company and holds the competence required according to applicable legislation. The committee held 5 meetings in 2024. The audit committee participates in the quality assurance of guidelines, policies, and other governing instruments of the Company. The audit committee performs a qualitative review of both the quarterly and annual reports of the Company.
Risk management and internal control
The BoD ensures that the Company has internal control and appropriate systems for risk management in relation to the nature and scope of the business. In addition, the board conducts an annual review of the internal control system and the most significant risk areas. The aim is to maintain a comprehensive risk management process for Scana ASA, which also includes the risk areas in each of the portfolio companies. Risk management is thus followed up by both the CEO and the BoD, and by the BoD and management of the portfolio companies. The BoD and management of each portfolio company have an independent responsibility for internal control and risk management in their respective companies. The operational risk management is thus delegated to the portfolio companies. In the annual review by the BoD, the overall risk and the risk management system at Group level are reviewed. The BoD and the management of Scana ASA mainly focus on risk management and control linked to their role as owner of the portfolio companies and the factors that may affect the value of the investments or otherwise expose risk to the Company’s balance sheet, liquidity, and reputation. This includes liquidity development, guarantee exposure, risk in major customer contracts in the portfolio companies, interest rate and currency risk, quality of reporting from the portfolio companies, processes related to the purchase and sale of companies, as well as reputational risk. Scana ASA and the portfolio companies have a joint financing solution. This means that the main responsibility for financial risk management lies with Scana ASA. A system has also been established whereby each portfolio company is allocated a certain proportion of the total available liquidity limits, adapted to its expected capital needs. In addition, Scana ASA retains a share of the liquidity that is used for its own purposes, as well as available liquidity that can be added to the portfolio companies under given criteria. Liquidity development and liquidity forecasts are regularly reported from the portfolio companies to Scana ASA and reviewed by the BoD at the ordinary board meetings. The portfolio companies are exposed to currency risk. With portfolio companies in Norway, Sweden and Namibia, the various companies have different currency positions and some of these can offset or reinforce each other. A joint system has therefore been established for hedging currency and/or interest risk at group level. For further details, reference is made to the annual report. The portfolio companies have their own finance departments. The finance department in Scana ASA is responsible for consolidating the group’s accounts and reports, as well as reporting to the board, banks, owners, and the capital market. In addition, the department provides professional assistance to the portfolio companies and performs tasks related to control and risk management that are within Scana ASA’s area of responsibility. It is the board’s opinion that Scana ASA’s overall strategy, management principles, organisational structure, and ethical guidelines foster an effective control environment.
REMUNERATION OF THE BOARD OF DIRECTORS
The remuneration of the BoD is decided by the general meeting, following a recommendation from the nomination committee. The remuneration is not performance-related, and no options are issued to board members. All forms of remuneration to the members of the board appear in disclosure 8 in the annual accounts. More detailed information about the reward of individual board members is provided in disclosure 8 in the consolidated financial statements of the Company, included in the annual report for 2024.
14 SCANA ASA | ANNUAL REPORT 2024
REMUNERATION OF EXECUTIVE PERSONNEL
The BoD has adopted guidelines for the remuneration of executive management. These set out the main principles for the Company’s executive remuneration policy and are presented to the Company’s general meeting. Determining the salary and other remuneration for executive personnel is carried out by the board in a meeting and presented as information to the general meeting. See disclosure 8 for further information regarding remuneration to executive personnel.
INFORMATION AND COMMUNICATION
Scana ASA must provide the stock market with relevant and complementary information as a basis for a balanced and correct valuation of the Company. The Company emphasizes open dialogue with the stock market and the media. The information is communicated through stock exchange announcements, press releases, social media, quarterly reports, and presentations for analysts and investors. The Company’s website (www.scana.no) has information for investors. This includes, among other things, annual reports and quarterly reports.
TAKE-OVERS
The BoD has not deemed it appropriate to adopt specific guidelines for takeover situations, except that the Code of Practice will have a normative function. There are no obstacles that limit the purchase of the Company’s shares. Scana ASA’s financing agreement with DNB has a normal change of control clause which means a continuation of the finance agreement is subject to approval.
AUDITORS
Scana ASA’s policy is to use the same audit firm in all material portfolio companies. The BoD each year arranges for the auditor to submit to the audit committee a plan for the audit work to be conducted the same year. The auditor prepares an annual statement to the board confirming fulfilment of the independence requirement applicable to auditors.# SCANA ASA | ANNUAL REPORT 2024
THE BOARD’S REPORT
All meetings of the audit committee are attended by the auditor who also attends the part of the board meeting approving the annual financial statements. The audit committee sets guidelines on the scope for using the auditor for services other than auditing and makes recommendations to the BoD concerning the appointment of the auditor and the approval of the auditor’s fees. Fees payable to the auditor are split on auditing and other services and specified in the Auditor Fees note to the consolidated financial statements of the Company. The auditor fees are subject to approval by the annual general meeting. Scana ASA does not have its own internal audit department but uses resources from an external audit firm should the need for such an audit arise.
SCANA ASA | ANNUAL REPORT 2024
THE BOARD’S REPORT
Scana ASA (“the Company”) is the parent company of an industrial group supporting the electrification and decarbonization of ocean and energy industries through the business areas; OFFSHORE and ENERGY. The company is run by eight employees from the headquarter in Bergen, with operational businesses in Norway, Sweden and Namibia, supported by external resources adding competence and capacity.
2024 has been another year with a challenging geopolitical climate. Energy security remains high on the global agenda and provides strong market fundamentals for all business areas in Scana Group. Following the US elections the risk for a potential trade war has increased while ongoing armed conflicts has increased sanctions towards certain markets. Scana engages with relevant corporate entities, financial institutions, and legal consults to ensure compliance and manage business risk in this dynamic environment.
Climate changes and the reduction of carbon emissions continue to drive the global agenda. Scana is well positioned to support the offshore industry in reducing greenhouse gas emissions whilst being a key supplier to renewable energy industries and electrification of both on- and offshore industries.
Ensuring that operations are carried out in a safe and sustainable manner is a top priority for all Scana ASA-owned companies. In a year marked by workforce growth from 371 to 657, we are pleased to deliver strong HSEQ-performance to customers with the highest HSEQ-standards.
The macroeconomic landscape in 2024 has seen inflationary pressures being under control, interest rates being stabilized, while high volatility in key currencies towards Norwegian kroner (NOK) has remained, all of which had implications for Scana companies.
GOING CONCERN
In accordance with the Accounting Act § 3–3a, we confirm that the financial statements have been prepared under the assumption of going concern.
HIGHLIGHTS
Accelerated profitable growth with revenues increasing from NOK 1.606 million to NOK 1.970 million and profit before tax increase from NOK 57 million in 2023 to NOK 110 million in 2024.
The order backlog going into 2024 was NOK 1.196 million, while 2024 ended with an order backlog of NOK 1.008 million. The order intake was NOK 1.852 million with the following market highlights:
- Accelerated growth within the Energy-division driven by international expansion within energy storage solutions and modules to data centers and offshore installations.
- Within offshore certain key milestones have been achieved with the establishment of PSW Offshore Oil Technical Service (PSW Namibia) to support key drilling customers in an expanding market, the acquisition of Mongstad Industrier and a key contract win for mooring equipment to a leading FPSO company to be installed in the Gulf of Mexico.
SCANA ASA | ANNUAL REPORT 2024
FINANCIAL STATEMENT
Scana ASA has a mission through active and industrial ownership, the Company shall guide and develop our group of companies to achieve their respective targets in a profitable, sustainability and safety.
INCOME STATEMENT
Scana Group reported operating revenue in 2024 of NOK 1.970 million, up 23 % from NOK 1.606 million in 2023.
The Energy division with headquarters at Ågotnes and locations in Lillestrøm, Mongstad (Norway) and Karlstad (Sweden) delivered NOK 825 million in revenue, representing an organic growth of 47% driven by Battery Energy Storage Solutions (BESS) and Modules. In 2024 the first BESS to grid has successfully been delivered and we are exploring various business models with energy storage as a service where a profit-sharing mechanism can boost margins when deployed.
The Offshore division consists of the portfolio companies PSW Technology, PSW Solutions, West Asset Management and Mongstad Industrier located at Mongstad, Skarpenord located at Rjukan and Husnes, Subseatec located in Kristinehamn, Sweden and PSW Namibia located in Windhoek, Namibia. The division delivered NOK 1.2 billion in revenue, representing a growth of 14% compared to last year of which organic growth was 7%, and 7% was represented by the acquisition of Mongstad Industrier. The organic growth was driven by subsea business and the establishment of West Asset Management and PSW Namibia.
Scana Group delivered an EBITDA of NOK 263 million representing an increase of 45% compared to last year.
The Energy division delivered an EBITDA of NOK 87 million representing a margin of 11%. This profitability has been achieved in combination with operational investments in organization, technology and infrastructure. Facilities for the modules business has been secured while the relocation from Dal to Lillestrøm secures valuable resources and enables the company to support future growth in all segments going forward. Energy storage and modules are the main drivers for the EBITDA as completion of a legacy-project within Shore Power has impacted margins negatively. The new business model with energy storage as a service postpones the recognition of revenue to the deployment of the systems. When these systems are deployed margins are expected to increase. While modules have been an important driver of both growth and margins there has been a few challenging projects following the merger in 2023 with Trans Construction which has impacted margins negatively in 2024.
The Offshore division delivered an EBITDA of NOK 226 million representing a margin of 19%. All underlying businesses are contributing to the strong performance. The sale of a capping stack generated NOK 116 million in cash and a profit of NOK 45 million paving the way for both debt reduction and dividend distribution. Furthermore 2024 has been the first full year of the Equinor maintenance contract where performance has been strong despite scope reductions following cost saving programs from the Mongstad refinery. Subsea and mooring businesses have the highest margins, and this is where we can leverage market leading engineering capacities and the capabilities at our “state of the art” facilities at Mongstad. In 2024 the mooring business delivered record high EBITDA due to excellent project execution. The valve control business has delivered another strong year where profitability is driven by attractive aftermarket and increased competitiveness in the marine segment. The growth through new established businesses has increased the cost base in the offshore division and market and cost synergies is and will be a focus area going forward.
Profit before tax was NOK 110 million for Scana Group, an increase of 95% compared to last year. Depreciations and impairment increased with 15% and is mainly a result of newly established and acquired businesses. During the year the Energy division has secured additional facilities for the modules business at Mongstad which were previously used for the Offshore business, a great example of realizing intra group synergies. Following the relocation from Dal to Lillestrøm an impairment of NOK 2 million has been recognized on lease assets. Finance cost increased from NOK 32 million in 2023 to NOK 38 million in 2024. This is mainly driven by unrealized agio losses on currency hedges and interest on IFRS-leases. Reduced debt and increased profitability have reduced the financing cost for the group. See further information in disclosure 22.
SCANA ASA | ANNUAL REPORT 2024
BALANCE
Total assets as of 31 December 2024 was NOK 1.571 million compared to NOK 1.495 million last year. The increase is related to increased activity levels in Scana Group and the acquisition of Mongstad Industrier.
Gross interest-bearing debt was NOK 68 million as of 31 December 2024 compared to NOK 116 million last year.
Total equity was NOK 663 million as of 31 December 2024, corresponding to an equity ratio of 42% compared to NOK 581 million and 39% last year.
As of 31 December 2024, total intangible assets were NOK 383 million, of which NOK 313 million was goodwill, NOK 70 million intangible assets where the majority is related to the acquisition of PSW-Group in January 2022 and software developed for the Energy division. Deferred tax assets were NOK 44 million. Right of use assets were NOK 389 million, similar to last year. Lease liabilities increased from NOK 408 million to NOK 415 million.
Property plant and equipment was NOK 152 million as of 31 December 2024 a slight decrease from 2023. However, the composition has changed materially with the sale of a capping stack being replaced by an upgraded capping stack and the building of a BESS rental portfolio in the Energy division.
Net working capital has increased from NOK 82 million in 2023 to NOK 157 million in 2024. The increase is mainly driven by growth within the Energy division where a strategic inventory of key components has been established to secure further growth.
CASHFLOW
Net cashflow from operating activities was NOK 147 million. The deviation from operating profit is mainly related to depreciation, amortizations, and changes in working capital.In 2024 cash from investing activities was positive with NOK 8 million where the sale of a 10K capping stack generated NOK 106 million in cash which has been reinvested in an upgraded capping stack, software and rental equipment for the Energy division and the acquisition of Mongstad Industrier. Net cashflow from financing activities was negative NOK 183 million. NOK 65 million was instalments on bank loan, NOK 72 million on financial leases wile NOK 23 million was distributed as dividend. In 2024 NOK 17 million was net proceeds from issuance of share capital related to options for senior executives. The board of directors is pleased with the financial performance of Scana Group in 2024 with significant growth in both revenue and profitability. Reintroducing dividend to shareholders has been a significant milestone in 2024. The financial position of Scana Group is robust with capacity to both support organic growth and M&A opportunities.
SCANA ASA ACCOUNTS
The parent company, Scana ASA, is located in Bergen and delivered NOK 25 million in revenue related to management services to subsidiaries in 2024 compared to NOK 23 million in 2023. Payroll expenses increased to NOK 36 million mainly driven by cost related to options. During the year the CCO and CBO function has been phased out and a General Council has been added to the group, leaving a slimmer cost base heading into 2025. The increase in other operating expenses is driven by the strategic review process for the Energy division and the process regarding an intended voluntary bid from MIG Finance. Net financial income was NOK 57 million in 2024 compared to NOK 117 million in 2023. NOK 50 million of the income in 2023 was reversal of write-down on subsidiaries. With NOK 2 million in tax cost net income was NOK 25 million compared to NOK 106 million last year. Total assets as of 31 December 2024 were NOK 1.128 million, compared to NOK 1.170 million last year. The decrease is related to long term intercompany receivables and reduced long term debt. Equity amounted to NOK 826 million at the end of 2024, compared to NOK 781 million last year. The increase in equity is driven by the net profit and capital increases, with reference to disclosure 11 in the Scana accounts. Scana ASA had no research and development activities in 2024. R&D activities of Scana Group are presented in the annual reports of the respective operational portfolio companies. The profit of NOK 25 million in 2024 was allocated to retained earnings.
19 SCANA ASA | ANNUAL REPORT 2024
OUTLOOK
ENERGY
is experiencing strong demand within energy storage, modules and shore power. The order intake in 2024 was NOK 845 million leaving an order backlog of NOK 315 million at year end. The backlog consists of 50% energy storage, 35% modules and 15% shore power. While project pipeline is at a peak level, the order intake decreased at the end of 2024, mainly due to postponement of decisions from prospective customers. Newly established frame agreements within both energy storage and modules, as well as market entries in both the Baltics and the Middle East has increased the market potential significantly. Following a few years with reduced pace in the shore power market, bidding activities are increasing in northern Europe where our market position is strong. In 2025 the energy storage as a service model will be deployed with an expected uplift in margins. Furthermore, the development of aftermarket services on energy storage is expected to gain pace as systems reach first twelve months of operation.
OFFSHORE
is also having attractive market fundamentals as energy security remains a top priority across geographies. The order intake was NOK 1.027 million in 2024 resulting in an order backlog of NOK 653 million entering 2025. The underlying market dynamics varies across the service lines where subsea and mooring are recognized by long sales processes and few but larger contracts. Pipelines within both these areas are strong and Scana is positioned to convert these to contracts in 2025. The maintenance contract on Mongstad refinery is entering the final year of the first three-year period. Strong performance on the contract makes the division well positioned to continue these deliveries. The maintenance, repair and refurbishment of well and drilling equipment has historically been driven by drilling activities on the Norwegian continental shelf (NCS), and as such has seen a decline in the home market. With drilling activities expected to increase on the NCS and the establishment of a subsidiary in Namibia to support key drilling customers in West Africa, we are building a strong foundation for growth. The capping stack is in demand for drilling campaigns both on NCS and internationally with current operations in Norway and Namibia. The capping stack is also attracting interest from potential buyers.
STRATEGY
Scana ASA is an active industrial owner within the ocean and energy industries. Active ownership is executed through the subsidiary’s board of directors, complemented by management services that capitalize on significant synergies, thereby creating value. At present, the primary management services encompass group financing, insurance, marketing, and procurement agreements. Each subsidiary conducts its individual strategy process, with Scana Group management guaranteeing alignment with Scana Group's objectives through participation in the subsidiary's board of directors.
CORPORATE GOVERNANCE
Scana follows Norwegian Code of Practice for Corporate Governance. The company’s practices are largely in accordance with these recommendations. Reference is made to the Corporate Governance report.
RISK MANAGEMENT
Scana Group’s main risk is the macroeconomic environment and the development of global markets. All subsidiaries have implemented a series of measures to adapt to changing market conditions. This includes but is not limited to increased market- and sales effort, supply chain optimalisation and focused product development. Furthermore, the subsidiaries are exposed to risk within project execution and availability and pricing of key input factors and components. The risk is handled through balancing contract risk between customer and suppliers, entering into strategic supplier agreements and assessing potential for vertical integration through M&A activities. Scana is covered under a Scana Group Director & Officer’s Liability Insurance (D&O). The insurance covers personal legal liabilities, including defense- and legal costs. The directors and officers of Scana and all subsidiaries (owned more than 50 percent) are covered by the insurance.
20 SCANA ASA | ANNUAL REPORT 2024
Market risk
Market risk is the risk that fluctuations in market prices, e.g. exchange rates and interest rates, will affect future cash flows or the value of financial instruments. Market risk management aims to ensure that risk exposure stays within defined limits, while optimizing the risk-adjusted return.
Currency risk
Currency risk arises when fluctuations in foreign exchange rates impact the fair value or future cash flows of an exposure. Scana Group’s exposure to the risk of changes in foreign exchange rates relates primarily to Scana Group’s operating activities (when revenue or expense is denominated in a foreign currency) and the Group’s net investments in foreign subsidiaries. Scana Group continuously monitors and reports on the Group’s currency positions. The Group's risk management policy is to hedge significant estimated foreign currency exposure related to sales forecasts and purchases within a 12-month period. The Group uses forward exchange contracts to hedge its currency risk, mainly with a maturity of less than one year from the reporting date.
Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Scana Group’s exposure to the risk of changes in market interest rates relates primarily to Scana Group’s long-term interest-bearing debt with floating interest rates. Scana Group’s objective is to secure and counteract major effects from changes in the market interest rate. Scana has no interest rate hedges on the balance sheet date.
Liquidity risk
An important goal for Scana Group is to secure financial flexibility to make optimal business decisions. Scana Group works continuously to reduce financial risk through close cooperation with its subsidiaries, and through the monitoring of short- and long-term cash flow projections. Scana aims to optimize working capital in close cooperation with customers and suppliers. On larger contracts, liquidity risk is managed through balanced milestone structures with customers and suppliers. As of 31 December 2024, Scana Group had a liquidity reserve of NOK 146 million consisting of NOK 36 million in cash and NOK 110 million in undrawn credit facility. The main financing agreements for Scana Group are with DNB Bank and include term loans of NOK 115 million, drawing facility of NOK 110 million and a trade finance facility of NOK 60 million. As of 31 December 2024, Scana is compliant with all financial covenants.
Credit risk
Credit risk is the risk of financial losses if a customer or counterparty is unable to meet its contractual obligations. Credit risk usually relates to Scana Group’s trade receivables, contract assets and cash /cash equivalents. Scana Group’s exposure to credit risk is mainly the result of factors relating to each individual customer. The demographics of the customer base, including the risk of default in the industry and the country in which the customers operate, have less influence on the credit risk. Customer credit risk is managed by each business unit, subject to Scana Group’s established policy and guidelines relating to customer credit management.# Credit quality of a customer is assessed based on credit rating, and individual credit limits can be defined in accordance with this assessment. Outstanding customer receivables and contract assets are regularly monitored. Subsidiaries enter larger customer contracts with advance payments (20 –30 %) or milestone invoicing throughout the entire project progress. Scana Group regards its maximum credit risk exposure to the carrying amount of trade receivables and contract assets. Historically, losses on trade receivables and contract assets have been limited.
CORPORATE SOCIAL RESPONSIBILITY
As an active industrial owner of companies within the ocean and energy industries, Scana Group strongly believes in growing businesses in a safe and sustainable manner. Closely connected to our prioritized Sustainable Development Goals (SDG’s), we commit to being accountable to ourselves and our stakeholders through corporate responsibility programs and initiatives. More information on this topic can be found in the sustainability statement.
21
SCANA ASA | ANNUAL REPORT 2024
SUSTAINABILITY STATEMENT: GENERAL DISCLOSURES
22
SCANA ASA | ANNUAL REPORT 2024
1. BASIS FOR PREPARATION - ESRS 2
ESRS 2, BP-1 GENERAL BASIS FOR PREPARATION OF THE SUSTAINABILITY STATEMENT
The Sustainability statement is prepared and presented in accordance with the Norwegian Accounting Act §2-3, including compliance with:
▪ The European Sustainability Reporting Standards (ESRS)
▪ Article 8 of EU Regulation 2020/852 (the “Taxonomy Regulation”)
The consolidated Environmental Social Governance (ESG) data in this report, covers Scana ASA and its portfolio companies. The data is consolidated according to the same principles as the financial statements. There are no joint operations reported in 2024, and as such, no associates and/or joint ventures are included in the consolidated ESG data points. Consolidation of all ESG data follows the principles above, unless otherwise indicated in the tables in sections E, S, and G. In the cases where we omit disclosure requirements, this will be specified in the relevant chapter.
ESRS 2 BP-2 USE OF PHASE-IN PROVISIONS
In the sustainability statement we will make use of phase-in provisions in accordance with Appendix C of ESRS 1 in the following chapters:
▪ ESRS E1-6 - scope 3 reporting.
▪ ESRS E1-9 - Anticipated financial effects from material physical and transition risks and potential climate-related opportunities.
▪ E5-6 - Anticipated financial effects from resource use and circular economy-related risks and opportunities.
Future plans
We acknowledge the importance of sustainability reporting and are committed to improving our reporting practices. In 2025, we plan to explore the possibility on investing in spend-based data collection systems as well as collaborating with our suppliers to enhance transparency and accuracy. Our goal is to include Scope 3 emissions in the report for 2026, reflecting our ongoing commitment to comprehensive sustainability. As we enhance our data collection and analysis capabilities, we aim to transition to more detailed quantitative disclosures. This may involve:
▪ Improved data accuracy; Investing in systems and processes to gather precise data on the financial impacts of resource use and circular economy.
▪ Enhanced reporting; Providing stakeholders with comprehensive and accurate quantitative information to better understand the financial implications of our resource use and circular economy strategy.
ESRS 2 BP-2 TIME HORIZONS
The organization will not deviate from the definitions of medium- or long-term time horizons according to ESRS1 6.4. When preparing the sustainability statement, we have adopted the following time intervals as of the end of the reporting period:
▪ For the short-term time horizon: the period adopted by the undertaking as the reporting period in its financial statements;
▪ For the medium-term time horizon: from the end of the short-term reporting period defined as above 5 years; and
▪ For the long-term time horizon: more than 5 years.
23
SCANA ASA | ANNUAL REPORT 2024
ESRS 2 BP-2 VALUE CHAIN ESTIMATION
We do not rely on any value chain data in this year’s reported numbers.
ESRS 2 BP-2 SOURCES OF ESTIMATION AND OUTCOME UNCERTAINTY
When disclosing forward-looking information, we consider such information to be uncertain. We reassess use of estimates based on the qualitative and quantitative information that is available to us. The assessments and estimates for the reporting year uses both direct- and indirect sources, including sector-average data. Activity- and spend-data is combined with emissions factors. The methods of preparation of these estimates are described in accounting policies. For information on the key estimates and assumptions applied, please refer to the relevant data tables.
ESRS 2 BP-2 DISCLOSURES STEMMING FROM OTHER LEGISLATIONS OR GENERALLY ACCEPTED SUSTAINABILITY REPORTING PRONOUNCEMENTS
Included in the chapter covering “Social” of this sustainability statement there will be information stemming from other legislation to which we are required to disclose sustainability information. Two such standards are the due diligence reporting requirements in the Norwegian Transparency Act and the reporting requirements in the Norwegian Equality and Anti-Discrimination Act.
| Equality and Anti-Discrimination Act | Reporting requirements in the Norwegian Equality and Anti-Discrimination Act |
|---|---|
| Chapter | Annual metrics |
| Bi-annual Metrics | |
| Omitted in the report for 2024 |
| Transparency Act | Due diligence reporting requirements in the Norwegian Transparency Act |
|---|---|
| General description of the enterprise’s structure and area of operation | |
| General description of guidelines and procedures for handling actual and potential adverse impacts on fundamental human rights and decent working conditions | |
| Information regarding actual adverse impacts and significant risks of adverse impacts that the enterprise has identified through its due diligence | |
| Information regarding measures the enterprise has implemented or plans to implement to cease actual adverse impacts or mitigate significant risks of adverse impacts, and the results or expected results of these measures. |
24
SCANA ASA | ANNUAL REPORT 2024
ESRS 2 BP-2 INCORPORATION BY REFERENCE
In the cases where we have incorporated information by reference, we will disclose where this information can be found in the annual report.
ESRS 2 BP-2 IMMATERIAL ESRS STANDARDS
By performing double materiality analysis (DMA), Scana has determined that ESRS E2 Pollution, ESRS E3 Water and Marine resources, and ESRS E4 Biodiversity and ecosystems are not material topics for the Group. ESRS S2 Workers in the value chain, ESRS S3 Affected communities, and ESRS S4 Consumers and end-users as non-material topics from a double materiality perspective.
ESRS 2 BP-2 GENERAL DISCLOSURES
The tables below list the ESRS disclosure requirements in ESRS 2 and the ESRS standards which are material to Scana and may be used to navigate this sustainability report.
| ESRS 2 · GENERAL DISCLOSURES | CONTENT INDEX |
|---|---|
| BP-1 General basis for preparation of the sustainability statements | BP |
| GOV-1 The role of the administrative, management, and supervisory bodies | GOV |
| SBM-1 Strategy, business model, and value chain | SBM |
| IRO-1 Description of the process to identify and assess material impacts, risks, and opportunities | IRO |
| BP-2 Disclosures in relation to specific circumstances | BP |
| GOV-2 Information provided to and sustainability matters addressed by the undertaking’s administrative, management, and supervisory bodies | GOV |
| SBM-2 Interests and views of stakeholders | SBM |
| Number of employees by geographical area | |
| IRO-2 EU legislation datapoints | IRO-2 |
| GOV-3 Integration of sustainability related performance in incentive schemes | GOV |
| SBM-3 Material impacts, risks, and opportunities and interaction with strategy and business model | SBM |
| GOV-4 Statement on sustainability due diligence | GOV |
| GOV-5 Risk management and internal controls over sustainability reporting | GOV |
25
SCANA ASA | ANNUAL REPORT 2024
ENVIRONMENTAL STANDARDS
ESRS E1 · Climate change
| GOV-3 (ESRS 2) Integration of sustainability related performance in incentive schemes | |
|---|---|
| E1-1 Transition plan for climate change mitigation | |
| E1, SBM-3 (ESRS 2) Material impacts, risks, and opportunities, and the interaction with strategy and business model | |
| E1, IRO-1 (ESRS 2) Description of the processes to identify and assess material climate-related impacts, risks, and opportunities | |
| E1-2 Policies related to climate change mitigation and adaptation | |
| E1-3Actions and resources in relation to climate change policies | |
| E1-4 Targets related to climate change mitigation and adaptation | |
| E1-5 Energy consumption and mix | |
| E1-6 Gross scope 1, 2, 3, and total GHG emissions |
ESRS E5 · Resource use and circular economy
| E5, IRO-1 (ESRS 2) Description of the processes to identify and assess material resource use and circular economy-related impacts, risks, and opportunities | |
|---|---|
| E5-1 Policies related to resource use and circular economy | |
| E5-2 Actions and resources related to resource use and circular economy | |
| E5-3 Targets related to resource use and circular economy | |
| E5-4Resource inflows | |
| E5-5Resource outflows |
SOCIAL STANDARDS
ESRS S1 Own workforce
| S1, SBM-2 (ESRS 2) Interests and views of stakeholders | |
|---|---|
| S1, SBM-3 (ESRS 2) Material impacts, risks, and opportunities and the interaction with strategy and business model | |
| S1-1Policies related to own workforce | |
| S1-2 Processes for engaging with own workers and workers’ representatives about impacts | |
| S1-3Processes to |
2. GOVERNANCE - ESRS 2
ESRS 2 GOV-1 THE ROLE OF THE ADMINISTRATIVE, MANAGEMENT AND SUPERVISORY BODIES
This chapter outlines the roles and responsibilities of Scana’s administrative, management, and supervisory bodies in overseeing sustainability matters. Scana recognizes the importance of integrating environmental, social, and governance (ESG) factors into its strategy and operations to ensure long-term value creation for its stakeholders.
Board of Directors
The BoD consists of five members, all elected by the general meeting. There are no employee representatives within the BoD. All board members are considered independent of Scana’s management. Two of the elected board members are considered independent of Scana’s largest shareholders. The gender diversity ratio of the Board of Directors is 40% females to 60% males. The Company’s board members have relevant experience as regards to the offshore and energy industries, our products and the geographic locations where Scana operates. As a whole, the Board of Directors possesses expertise across our material sustainability IROs. Scana’s ratio with regards to independent board members ensures an unbiased and objective approach to our governance processes. The BoD is the highest governing body for sustainability and ultimately approves the strategic direction and targets. The Board of Directors oversees Scana’s performance on material sustainability impacts, risk, opportunities, and approves the DMA.
Audit committee
The Audit Committee reports to the BoD. The committee is responsible for the integrity and compliance of Scana’s CSRD reporting. The Audit Committee meets six times a year and will annually review Scana’s CSRD reporting. The Audit Committee is responsible for monitoring the company’s financial and sustainability reporting processes and the effectiveness of its systems for internal control and risk management. The Audit Committee also has regular contact with our auditor regarding the auditing of the annual accounts and sustainability reporting and evaluates and oversees the auditor’s independence.
Group Management
Scana’s group management consists of five members. All members have extensive experience and expertise in their respective fields. The group management has a gender ratio of one female to four males. The gender split is 20% female to 80% male employees. The group’s management reports regularly to the BoD on progress and developments in our sustainability initiatives. Controls and procedures are in place for managing impacts, risks, and opportunities, integrated with other internal functions. The group management oversees the setting of targets related to material impacts, risks, and opportunities, monitoring the progress towards these targets regularly ensuring a systematic and structured approach. Scana is committed to ensuring that sustainability governance bodies possess the necessary skills and expertise to oversee sustainability matters effectively. Group management have procedures to ensure that these bodies can either directly possess or leverage sustainability-related expertise.
ESRS 2 GOV-2 INFORMATION PROVIDED TO- AND SUSTAINABILITY MATTERS ADDRESSED BY THE UNDERTAKING’S ADMINISTRATIVE, MANAGEMENT AND SUPERVISORY BODIES
The BoD is informed of- and address sustainability matters. The reporting lines for information on material matters are sorted under management responsibilities. The Board of Directors is informed of sustainability matters in the quarterly meetings. Annually, this includes information and communication on the annual report. The topics being discussed in the DMA as well as significant actual and potential risks are discussed in board meetings. Sustainability risk is integrated into Scana’s regular risk management and controls.
Information flow regarding material impacts, risks, and opportunities
The Group Management ensures material information is distributed to relevant bodies. This process includes detailed reports and meetings, when needed. The Board of Directors and The Audit Committee are informed about material impacts, risks, and opportunities through these reports and meetings. This covers a wide range of topics, including material IROs, the progress of due diligence implementation, and the effectiveness of policies, actions, metrics, and targets adopted.
Impacts, Risks, and Opportunities
The administrative, management, and supervisory bodies consider impacts, risks, and opportunities when overseeing Scana's strategy, major transactions, and risk management process. The Board of Directors sets the direction of the Company by determining the objectives, strategy, and risk profile of the business, and various sustainability elements are taken into account. This includes considering Scana's role in supporting the electrification and decarbonization of ocean and energy industries and its commitment to a "ZERO” strategy, meaning that we base our sustainability strategy on the vision of reaching net zero CO2 emissions by 2050. When making decisions on major transactions, such as acquisitions of Mongstad Industrier, the Board of Directors considers the sustainability implications and potential synergies. During the reporting period, the administrative, management, and supervisory bodies addressed or were informed about the following material impacts, risks, and opportunities, among others:
- Opportunities to support the electrification and decarbonization of ocean and energy industries, positioning Scana to capitalize on the global agenda for climate change and the reduction of carbon emissions.
- Navigating the challenges and opportunities presented by the geopolitical climate and ensuring energy security.
- Risks and opportunities related to M&A activities, and the impact of acquisitions such as the acquisition of Mongstad Industrier in 2024.
ESRS 2 GOV-3 INTEGRATION OF SUSTAINABILITY-RELATED PERFORMANCE IN INCENTIVE SCHEMES
The incentive scheme for the Group management is a stock option program. We currently have no specific sustainability-related incentives for the performance of Group management members.
ESRS 2 GOV-4 STATEMENT ON DUE DILIGENCE
The following table provides a mapping to where in the sustainability statements we provide information about the due diligence process, including how we apply the main aspects and steps of the due diligence process.
| Core elements of sustainability due diligence | Section name |
|---|---|
| Embedding due diligence in governance, strategy and business model | ESRS 2 - 2. Governance ESRS 2 - 3. Strategy ESRS G1 - Business Conduct |
| Engaging with affected stakeholders in all key steps of the sustainability due diligence | ESRS SBM-2 – Interests and views of stakeholders |
| Identifying and assessing adverse impacts | ESRS 2-4. Impact, risk and opportunity management |
| Taking actions to address those adverse impacts | ESRS E1-3 Actions and resources in relation to climate change policies ESRS E1-4 Targets related to climate change mitigation and adaption. ESRS E5-2 Actions and resources related to resource use and circular economy ESRS S1-4 Taking action on material impacts on own workforce and approaches |
| Prevention and detection of corruption and bribery | 1-3, ESRS2. MDR-A - Prevention and detection of corruption and bribery |
| Tracking the effectiveness of these efforts and communicating | ESRS SBM-2 Transparency and communication |
ESRS 2 GOV-5 RISK MANAGEMENT AND INTERNAL CONTROLS OVER SUSTAINABILITY REPORTING
This chapter outlines the main features of Scana’s risk management and internal control system. Scana is in the process of developing a more formalised global framework for internal control over sustainability reporting to secure reliable sustainability reporting in line with requirements of the Norwegian Accounting Act, the CSRD and ESRS. The framework for internal control builds on existing systems, processes and control activities that have been developed over time within the financial reporting processes. The governing documents within our management system form the basis of our internal control environment including policies, requirements and guidelines, processes and organizational documents. Scana has assessed inherent risk of misstatements in the sustainability reporting, using experience from previous years reporting combined with the new requirements. identified risks are related to:
- Calculation and estimation procedures
- Accuracy and completeness of raw data and manually transferred data
- New disclosure requirements with a high degree of qualitative information
To mitigate these risks, key management control activities are in place, including quarterly reviews of data and annual review and confirmation procedures for reported data. A process of reassessing existing controls and identifying additional controls for sustainability reporting will continue through 2025.# SCANA ASA | ANNUAL REPORT 2024
3. STRATEGY - ESRS 2
SBM-1 SIGNIFICANT PRODUCT AND SERVICE GROUPS
Scana’s portfolio companies have a solid innovation and commercialization history based on core competence. Scana is headquartered in Bergen and has around 644 employees (FTE). Scana’s total revenue in 2024 was NOK 1 970 million. Scana Group primarily focuses on providing technology and services for the offshore and energy industries. The group’s portfolio companies are divided into two business areas:
OFFSHORE
Throughout the entire lifetime of offshore assets, we provide products, services and life-time extensions to critical equipment within several segments of the offshore industries. We deliver a variety of technological solutions to the global oil and gas industry and other offshore industries. From the design and manufacturing of riser applications and specialist subsea equipment to rig servicing, ISS services, mooring systems and IMR lifecycle services for rigs and vessels, our companies cover a wide range of products and services:
- Stress joints
- Actuators
- Mooring systems
- Surface treatment
- Blowout Prevention Equipment (BOP)
- Risers
- Maintenance
Portfolio companies:
ENERGY
Scana’s product and service portfolio ranges from the design and integration of electrical power systems to electrical infrastructure, energy storage systems and control systems.
- Energy storage solutions
- Shore power
- Energy modules
- Energy services
Portfolio companies:
ESRS 2 SBM-1 SIGNIFICANT MARKETS AND CUSTOMER GROUPS
Scana's primary focus is the B2B segment. Scana is active in Norwegian as well as in international markets and expects increased international activity.
Energy and maritime sectors:
Scana's operations are heavily involved in the energy- and maritime sectors, which are significantly impacted by energy use. Scana's customer base in these sectors is directly affected by climate-related risks such as rising sea levels, extreme weather events, and changing ocean conditions. Scana offers grid-scale systems solutions and within the modules segment.
Offshore oil and gas industry:
Scana expects increased drilling activity with more rigs heading towards the Norwegian Continental Shelf (NCS) as well as maintaining a high activity level internationally in the medium term. Scana participates in new builds, repairs, and maintenance within this market.
Public sector:
Scana participates in public tender processes, primarily for shore power solutions.
Scana companies deliver a wide range of products and services to the Mongstad Refinery. Photo by Nordhordaland Tekst & Foto
ESRS 2 SBM1 SUSTAINABILITY-RELATED GOALS
Scana’s sustainability-related goals, as outlined in the sources, touch upon various aspects related to its products and services, customers, geographical areas, and stakeholder relationships. In terms of significant groups of products and services, Scana and its portfolio companies aims to support the electrification and decarbonization of ocean and energy industries through its offshore and energy business areas. We are well-positioned to support the offshore industry in reducing greenhouse gas emissions and are key suppliers to renewable energy industries and electrification of both on- and offshore industries. Scana also creates product lines that enhance its CSR (Corporate Social Responsibility) values and aims to develop sustainable solutions for the ocean industries. Furthermore, we are focusing on the mindset of "reduce, recycle, re-use" in all our activities. The Energy division is experiencing strong demand within Energy Storage Solutions (BESS), Modules, and Shore Power. The Offshore division provides services including subsea and mooring, and is involved in the maintenance, repair, and refurbishment of well and drilling equipment. Regarding customer categories, Scana aims to deliver strong HSEQ-performance to customers with the highest HSEQ-standards. We are actively supporting key drilling customers in an expanding market in Namibia. Scana also mentions a key contract win for mooring equipment to a leading FPSO company. The Energy division serves grid-scale energy storage needs and modules for data centers and offshore installations. The Offshore division's customers include Equinor for maintenance contracts. Overall, Scana aims to support its stakeholders in consciously choosing sustainable methods for maintenance and production. Concerning geographical areas, Scana has operational businesses in Norway, Sweden, and Namibia. We are pursuing international expansion within Energy Storage Solutions and Modules, including market entries in the Baltics and the Middle East. The establishment of PSW Namibia supports key drilling customers in West Africa. Scana's mooring solutions have promising demand on a global scale. Skarpenord has entered initiatives to penetrate the Asian/Middle East markets. In relation to relationships with stakeholders, Scana commits to being accountable to itself and its stakeholders through corporate responsibility programs and initiatives. We work closely with stakeholders to prevent, act upon, or influence negative impacts related to human rights in their supply chain. Scana also emphasizes open dialogue with the stock market and the media and aims to create further value for its shareholders while keeping good relationships with all other stakeholders. Their corporate social responsibility guidelines have five main priority target areas: Human rights, corruption, employee rights, social conditions, and the external environment. We actively support traineeships and internships and work actively to promote the objectives of the Discrimination Act, aiming for an inclusive working environment with fair treatment and equal opportunities. Scana assesses its supply chains to eliminate risks for unethical labor practices. We also have a "ZERO" strategy, aiming for zero CO2 emissions by 2050.
ESRS 2 SBM1 STRATEGY
Scana is an active industrial owner within the ocean and energy industries. Scana shall create long term value for its shareholders through professional and active ownership in the portfolio companies. Active ownership is executed through the subsidiary’s BOD, complemented by management services that capitalize on significant synergies, thereby creating value. At present, the primary management services encompass group financing, insurance, marketing, and procurement agreements. Each subsidiary conducts its individual strategy development process, with Scana Group management guaranteeing alignment with the Scana Group's overarching objectives through the portfolio companies’ BoD.
SUSTAINABILITY STRATEGY
Sustainability is embedded in our overall strategy. We operate with the intention of “ZERO harm” by providing environmentally sound and safe technologies for customers, while focusing on electrification and life-time extension through the services of our portfolio companies. The sustainability strategy is based on the vision of “reaching ZERO”. The ultimate goal is to cut greenhouse gas emissions (GHG) to as close to zero as possible by 2050. We aim to achieve a “net-zero” emission target within 2050 for Scana and its portfolio companies.
STEP 1: Knowledge is key: We start by understanding a base-line overview, measuring and estimating greenhouse gas emissions.
STEP 2: Emission reduction initiatives: We aim to establish a base-line, and establish effective emission reduction initiatives, through targeted actions where they have the largest impact. These initiatives could include green energy, solar panels and electric vehicles where we can. Waste management, “reduce, reuse, recycle” initiatives and digitalization projects are some of the examples that are implemented in the portfolio companies.
STEP 3: Mitigation: We aim to mitigate any emissions that remain, through the implementation of emission compensation and/or reducing initiatives.
ESRS 2 SBM1 DESCRIPTION OF BUSINESS MODEL AND VALUE CHAIN
Scana is an active industrial owner specializing in technology and services for the offshore and energy industries. The business model focuses on several key areas:
- Long-term perspective: Scana builds its businesses organically and leverages mergers and acquisitions (M&A) opportunities to optimize capital employment over time.
- Portfolio management: The company adjusts its portfolio to ensure optimal use of resources, aiming for sustainable and profitable growth.
- Active ownership: Scana provides active and experienced ownership to guide and develop its group of companies, helping them achieve their targets in a profitable, sustainable, and safe manner.
VISION AND MISSION
- Vision: Industrial history - solutions for tomorrow.
- Mission: Through active and industrial ownership, Scana shall guide and develop its group of companies to achieve their respective targets in a profitable, sustainability and safety.
VALUE CHAIN
Scana considers impacts, risks, and opportunities across the entire value chain, from upstream suppliers to downstream customers. The information in this sustainability statement includes material impacts, risks and opportunities connected with the upstream and downstream value chain. Insufficient procurement practices may contribute to the risk of indecent working conditions. Scana is committed to transparency and communication, reporting its sustainability efforts in its annual report and on its website. These sustainability efforts include those related to human rights and decent working conditions.# SCANA ASA | ANNUAL REPORT 2024
VALUE CHAIN ANALYSIS
Primary activities
Inbound logistics
Scana Group collaborates closely with suppliers to source raw materials and components for portfolio companies.
Operations
Scana Group actively manages its portfolio companies, ensuring efficient operations and alignment with sustainability goals. We focus on technologies related to electrification and emission reduction.
Outbound logistics
Scana Group facilitates the distribution of products and services from portfolio companies to end-users.
Marketing and sales
We promote sustainable solutions offered by the portfolio companies. Marketing efforts emphasize environmental benefits.
Service
Scana Group ensures that the portfolio companies provide excellent service to customers. We support maintenance, repair, and upgrades for sustainable products.
Support activities
Infrastructure
Scana Group maintains a organizational structure to oversee companies.
Human resources
Scana Group recruits and retains skilled professionals who align with sustainability vision.
Technology development
We invest in research and development for sustainable technologies.
Procurement
We drive innovation in electrification, renewable energy, and emission reduction. The portfolio companies in Scana sources sustainable materials and components. PSW Technology's capping stack supports responsible energy operations at sea
ESRS 2 SBM-2 INTERESTS AND VIEWS OF STAKEHOLDERS
By maintaining continuous dialogue with stakeholders, we gain a deeper understanding of the positions, concerns, and expectations. These insights are used in due diligence processes and double materiality assessments, enabling us to align sustainability priorities and processes with the interests and perspectives of stakeholders in mind.
Scana organizes its stakeholder engagement through a structured approach that includes continuous dialogue and adherence to ethical standards. We align with the Norwegian Code of Practice for Corporate Governance (NUES) to strengthen stakeholder confidence and ensure long-term value creation.
Scana's engagement process involves:
- Embedding responsible business conduct: Policies and management systems, including a code of conduct, guide interactions with stakeholders.
- Identifying and assessing risks: Regular assessments of potential adverse impacts in operations and supply chains.
- Mitigating adverse impacts: Implementing measures to address and prevent negative effects, including ethical guidelines for suppliers and thorough evaluations.
This approach helps align sustainability priorities with stakeholder interests and maintain responsible business practices.
TRANSPARENCY AND COMMUNICATION
Scana is committed to transparent communication with its stakeholders through various channels, including:
- Sustainability reporting: Scana publishes an annual sustainability report, detailing its performance on key ESG issues.
- Stakeholder engagement: Scana engages in ongoing dialogue with stakeholders through meetings, surveys, and other communication channels. This engagement helps the company gather feedback, understand evolving expectations, and address emerging concerns.
- Website and social media: Scana utilizes its website and social media platforms to communicate information about its sustainability initiatives, policies, and performance.
ALIGNMENT OF INTERESTS WITH THE STRATEGY AND BUSINESS MODEL
Scana incorporates stakeholder interests and views into its strategy and business model through various initiatives:
- Sustainability policy: Scana has established a Sustainability Policy that outlines its commitment to sustainable practices, stakeholder engagement, and continuous improvement. The policy sets the framework for the company's efforts to address ESG issues and meet stakeholder expectations.
- Circular economy policy: Scana has implemented a circular economy policy to minimize waste, maximize resource efficiency, and promote sustainable practices throughout its operations. This policy reflects the growing demand for circular solutions from customers and investors.
- Climate risk assessment: Scana has engaged in a climate risk assessment based on task force on climate-related financial disclosures (TCFD) guidelines, demonstrating commitment to understanding and managing climate-related risks. The findings from this assessment inform the company's strategy and risk management processes.
- Double materiality analysis: Scana conducts a DMA to identify the most relevant ESG topics for the company and its stakeholders. The DMA helps prioritize reporting efforts and focus on issues that have the most significant impact on the company's sustainability performance and financial performance.
- Integration of sustainability into business operations: Scana aims to integrate sustainability into the different aspects of its business operations, from procurement to production and distribution. The company is working to establish ESRS-compliant KPIs and targets to measure and track progress on material topics.
STAKEHOLDERS INTERESTS, EXPECTATIONS AND FORM OF ENGAGEMENT
FINANCIAL STAKEHOLDERS (SHAREHOLDERS & FINANCIAL COMMUNITY)
- Profitability and growth: Shareholders prioritize a strong financial performance from Scana, expecting profitable growth and return on the investments.
- Transparency and good governance: The financial community demands clear and accurate financial reporting and ethical business conduct, including robust corporate governance practices and responsible tax planning.
- Sustainable investments: There is a growing interest in sustainable investments, pushing Scana to demonstrate its commitment to environmental and social responsibility to attract investors seeking ESG-aligned portfolios.
- Climate risk management: Investors are increasingly concerned about climate-related risks and expect companies like Scana to proactively address them. The company has started to engage in climate scenario analysis to identify and manage these risks, aligning with recommendations from the IFRS foundation.
EMPLOYEES
- Secure employment and fair compensation: Scana prioritizes providing secure employment and fair wages for its workforce. The company recognizes the importance of attracting and retaining skilled workers for long-term success and sustainability.
- Health and safety: Employees value a safe and healthy working environment. Scana is committed to mitigating risks related to workplace accidents and illnesses through effective safety protocols and training.
- Equal opportunities and non-discrimination: Employees expect a workplace free from discrimination and harassment, with equal opportunities for all. Scana addresses these concerns through its Ethical Guidelines, promoting diversity and inclusion.
- Training and Development: Employees are interested in opportunities for professional development and skill enhancement to remain competitive in a changing job market.
CUSTOMERS
- Sustainability solutions: Scana recognizes the increasing demand for products and services that help companies lower the environmental impact. Scana strives to provide innovative solutions with reduced resource use, particularly focusing on reducing steel consumption in the offerings.
- Contribution to sustainability ambitions: Customers expect Scana to contribute to the sustainability goals. The company actively measures and communicates its positive impact on the environment and supports customers in achieving the environmental targets.
- Reliability and Quality: Customers demand reliable, high-quality products and services from Scana, requiring the company to maintain strong operational capabilities and meet strict quality standards.
SUPPLIERS
- Fair business practices: Scana seeks to establish fair and transparent relationships with suppliers. The company has developed a Supplier Code of Conduct to promote ethical business practices, including compliance with labor laws and human rights standards.
- Sustainable procurement: Scana recognizes the importance of sustainable procurement practices and aims to work with suppliers who share the commitment to environmental and social responsibility.
- Long-term partnerships: Scana values long-term partnerships with reliable suppliers who can contribute to the company's overall sustainability goals.
LOCAL COMMUNITIES AND SOCIETY
- Environmental protection: Communities are concerned about the environmental impacts of industrial operations. Scana strives to minimize its environmental footprint through responsible waste management, reduced emissions, and support for the green transition.
- Economic contributions: Communities benefit from the economic contributions of companies like Scana through job creation, local investments, and taxes.
- Social responsibility: Society expects companies to act responsibly and contribute to the well-being of communities, supporting social initiatives and addressing broader societal challenges.
4. IMPACT, RISK AND OPPORTUNITY MANAGEMENT - ESRS 2
ESRS 2 – IRO-1 DESCRIPTION OF THE PROCESS TO IDENTIFY AND ASSESS MATERIAL IMPACTS, RISKS AND OPPORTUNITIES
In 2024, Scana implemented a double materiality assessment process to determine the information to be disclosed in relation to impacts, risks, and opportunities (IRO).# SCANA ASA | ANNUAL REPORT 2024
SBM-3_01 MATERIAL IMPACTS, RISKS AND OPPORTUNITIES (IRO’S)
This process is guided by the criteria set out in ESRS 1 section 3.2, which emphasizes the importance of double materiality, considering both impact materiality and financial performance.
- Impact materiality: Scana assesses the significance of its activities on the environment, society, and stakeholders. This involves evaluating the potential adverse and positive impacts of its operations, products, and services. Key considerations include environmental footprint, social implications, and governance practices.
- Financial materiality: The company also evaluated how sustainability matters affect its financial performance and position. This includes assessing risks and opportunities that could influence revenue, costs, asset values, and overall financial health.
Scana’s DMA process includes own operations as well as upstream and downstream value chain. It reflects Scana and the portfolio companies’ strategic and operational environment. To ensure focused and relevant reporting, Scana have set thresholds to identify material matters. In our assessment we have used the following thresholds:
- For risks and opportunities: Financial thresholds such as revenue impact, cost implications, and asset valuations are used to determine the financial magnitude and thus the significance of sustainability matters.
- For impacts: For negative impacts, we prioritized impacts based on severity (scale, scope, irremediability) and likelihood. Positive impacts are prioritized based on scale, scope and likelihood. We used a scale from 0 – 25, where a score above 11 would be significant and included in reporting.
The identified IROs are considered material if they score above the established thresholds, either from an impact or financial perspective, or both. The double materiality process was carried out in several steps, starting with an understanding of the context and views of stakeholders as described below.
1. Understanding the context and stakeholder Engagement:
Our process started with mapping our activities, business relationships and affected stakeholders. We engaged with stakeholders to understand their concerns and expectations. This includes consultations with investors, customers, employees, and community representatives.
2. Identification of actual and potential impacts, risks and opportunities related to sustainability matters:
When setting out to establish an overview of material topics, we started by identifying more than 100 potential IROs that could be important to and would possibly influence the organization based on our initial mapping and through stakeholder engagement. This involved a thorough analysis of topics, including specific activities, business relationships, geographies or other factors. We have also considered impacts with which the undertaking is involved through own operations or as a result of business relationships. In addition, we performed a peer benchmarking, aligning with industry standards. The result of this process was a longlist of material topics.
3. Assessment and determination of material IROs related to sustainability topics:
Once the relevant data was collated, the next step was to assess the impacts, risks, and opportunities associated with these by applying the thresholds set. Assessing topics included the involvement and expertise of various functions and stakeholders such as key resources within Finance, QHSE, Sustainability and Operations, as well as diverse sources of available internal and external information. In this assessment, performed in the form of a workshop in the fall of 2023, we considered both the direct and indirect effects of activities on the environment and society, as well as the potential financial implications for the group. Potential and actual negative impacts were addressed, based on the relative severity and likelihood, and, where applicable, positive impacts were assessed on the relative scale, scope and likelihood. Not only the current impact but also the potential long-term effects were included, to ensure that the effects that may be irreversible or require significant efforts to mitigate were included. The likelihood of potential impacts was another critical factor, requiring a probabilistic understanding of what might occur and the associated risks. This included both direct and indirect consequences that could affect the organization and stakeholders. After identifying the impacts, risks, and opportunities, the findings were grouped into coherent topics that were related to relevant ESRS topics. This grouping allowed for a more organized and focused approach to reporting and helps stakeholders understand the material aspects of the company's sustainability performance.
VALIDATION OF FINDINGS
The short list of IROs was then included in discussions with certain stakeholders to validate the results towards their expectations and understanding of Scana. The following groups were part of the validation process:
- Stakeholders: Stakeholders play a significant role, as they can provide valuable insights into the materiality of the topics. Ten key stakeholders were involved through qualitative interviews, and thus to verify the initial understanding of material topics.
- The audit committee: The audit committee is tasked with monitoring sustainability reporting: ensuring the accuracy and integrity of sustainability reports and making recommendations to the Board of Directors on these matters, as well as ensuring that the company complies with relevant laws, regulations, and standards related to sustainability reporting. The approval is an affirmation of the assessment's quality and adherence to the company's ethical, environmental, and fiscal responsibilities.
- The Board of Directors: The final approval by the BoD represents the culmination of the assessment process. It is the ultimate endorsement that the assessments are sound, the risks are well-understood, and the corporate strategy is aligned with the company's long-term objectives and stakeholder interests.
Based on this step the final list of material topics was determined and approved by the Board of Directors.
4. Implementation and reporting
Based on our assessment the material topics and sub-topics have been determined, these will be providing the basis for our reporting. Establishing ESRS compliant KPI’s is the next step in the process, as it establishes a baseline from which progress can be measured. Defining and implementing targets within a performance measurement system requires a structured approach. It involves the integration of these targets into the daily operations of Scana and the portfolio companies, e.g. through the implementation of policies. In 2024 we started preparing for disclosing information on policies, actions, targets, and metrics related to these topics, ensuring transparency and accountability. The result of this process is an ESRS reporting template, based on the material topics.
PLANS FOR ACTION
From here, we will proceed by pinpointing where in the value chain the impact, risks and opportunities occur, as this is essential for targeted actions. This involves tracing the impact from the initial stages of production to the end-user and beyond into the post-consumption phase. This could range from immediate effects to those that may unfold over decades, affecting different generations. Incorporating these ESRS criteria into the assessment process ensures a holistic view of sustainability issues, enabling organizations to make informed decisions that consider a broad spectrum of factors. It allows for a nuanced understanding of how actions and policies may shape the environmental and social landscape, thereby fostering responsible and sustainable business practices. The result of this process will be strategical planning in the portfolio companies and Scana.
MATERIAL IMPACTS, RISKS AND OPPORTUNITIES (IRO’S)
In the following table, we list the IRO’s that were identified and assessed as material in the DMA. By using a criteria-based scoring system, the IRO’s were scored to a Low, Medium or High level of materiality. Within each ESRS topic, we specify which sub-topics the IROs relate to, e.g. in ESRS ‘E1 Climate change’, the material sub-topics for Scana are ‘climate change mitigation’ and ‘energy’. A brief description of the material IROs is included in the table, alongside an indication as to whether the IROs are in own operations (O) or value chain (V). For impacts, we also show whether they are positive (pos), negative (neg), actual (a), or potential (p). More information on each IRO, including how we manage them, is included in the topical sections under ‘Environment’, ‘Social’, and ‘Governance’.
| Material topic | Sub-topic | Impacts, risks and opportunities | I, R, O | Neg / pos | Own operations / Value chain | Actual / Potential |
|---|---|---|---|---|---|---|
| Environment | Climate change | The development of energy storage systems stabilizes the power grid and supports renewable energy integration. | I, O | POS | o,v | A |
| Anchoring systems for floating wind power installations support wind energy expansion. | I, O | POS | o,v | A | ||
| Well control and capping stack services prevent oil spills, protecting marine ecosystems | I, O | POS | o,v | P | ||
| Energy Consumption and mix | Scope 1: Direct emissions from company-owned sources. | I | NEG | O | A | |
| Scope 2: Indirect emissions from purchased electricity. | I | NEG | O | A | ||
| The use of raw materials in products and services, including scarce critical raw materials |
I NEG O A Resource outflows related to products & services
Durability, reparability, upgradability or reusability of products
I, O POS O A Social Own workforce
Working conditions
Stable job opportunities, and adequate wages, enhancing employee well-being, productivity, and retention
I, O POS O A Social information
Impact on working time, however not beyond regulatory boundaries
I, R NEG O P Safeguarding and promoting fundamental human rights, ensuring fair labor practices and workplace democracy.
I, O NEG O P Health & safety,
Possible work-related injuries and incidents
I, R NEG O P Governance Business conduct
Corporate culture
Possible lack of maintaining ethical standards, legal compliance, and protecting the company’s reputation
I, R NEG O P Governance information
Corruption & bribery
Possible corruption or bribery incident
R NEG o P 40SCANA ASA | ANNUAL REPORT 2024
NON-MATERIAL TOPICS
ENVIRONMENTAL
Scana Group has conducted a DMA and determined that Pollution (ESRS E2), Water and Marine resources (ESRS E3), and Biodiversity and ecosystems (ESRS E4) are not material topics for business operations. The company primarily focuses on providing technology and services for the offshore, energy, and maritime industries. These operations are not considered to have a significant impact on pollution, water and marine resources, or biodiversity.
SOCIAL
Scana has assessed ESRS S2 Workers in the value chain, as non-material topics from a double materiality perspective. This means that while these topics are important from a broader sustainability standpoint, they are not considered to have a significant impact on Scana's business operations. Our tier one supply chain consists predominantly of European companies, which are subject to HR legislation comparable to Norwegian standards. These companies adhere to robust employment laws that ensure fair treatment, safe working conditions, and equal opportunities for their workers, aligning closely with our own practices. Scana demonstrates a proactive approach to managing potential negative impacts on workers in its value chain through various mechanisms:
- The portfolio companies conduct risk assessments to identify and address potential human rights violations in its supply chains.
- Scana has implemented a Supplier Code of Conduct outlining expectations for ethical business practices, including prohibitions on child labor and forced labor.
- We assess our suppliers through background checks, self-evaluations, and audits to monitor compliance with ethical standards.
- The portfolio companies actively work with suppliers to rectify any non-compliance issues and ensure adherence to the ethical guidelines.
- Scana ASA and its portfolio companies adhere to the transparency act, which promotes human rights and decent working conditions in supply chains.
ESRS S3 affected communities: Scana's operations do not have a significant direct impact on local communities. The company's activities are primarily focused on providing technology and services, with a limited physical or operational presence that could directly affect community well-being.
ESRS S4 Consumers and end-users: Scana's primary customer base consists of other businesses operating in specific industries. This B2B model significantly limits direct interaction with individual consumers, minimizing the potential for material impacts on end-users. Scana's product portfolio and services are not typically targeted toward individual consumers. This limited exposure to consumer markets reduces the relevance of topics related to consumer protection, data privacy, or responsible marketing practices, which are central to ESRS S4.
Scana Group will continue to monitor these areas and take appropriate actions if any material impacts or risks are identified.
“We are improving data collection and supplier collaboration to provide a clearer view of our environmental impact”, says Kathinka Pettersen, QHSE & Sustainability Manager at Scana ASA.
41SCANA ASA | ANNUAL REPORT 2024
SUSTAINABILITY STATEMENT: ENVIRONMENTAL INFORMATION
42SCANA ASA | ANNUAL REPORT 2024
COMPLIANCE WITH ARTICLE 8 OF EU REGULATION 2020/852 – EU TAXONOMY
In 2023, the EU Taxonomy became a mandatory disclosure requirement for Norwegian companies. Scana’s taxonomy disclosure for the 2024 annual reporting period has been prepared in accordance with the EU Taxonomy Regulation (EU 2020/852) and its supplementary delegated acts. The EU Taxonomy is a classification system that defines a list of “environmentally sustainable” economic activities. For 2024, Scana is reporting in accordance with the EU Taxonomy, which was created to help the EU achieve its goal of reducing emissions by 55% by 2030 and becoming a climate-neutral continent by 2050. The EU Taxonomy establishes a minimum standard for sustainable disclosure and sets criteria that must be met for an economic activity to be recognized as sustainable and helping to prevent greenwashing.
The regulation outlines six climate and environmental objectives:
- Climate change mitigation
- Climate change adaption
- Sustainable use and protection of water and marine resources
- Transition to a circular economy
- Pollution prevention and control
- Protection and restoration of biodiversity and ecosystems
Additionally, the regulation specifies four main conditions for an economic activity to qualify as environmentally sustainable. The activity must make a substantial contribution to at least one of these six objectives, comply with technical screening criteria, “Do no significant harm” to any of the other objectives, and adhere to the minimum safeguards.
PROCESS REVIEW FOR EU TAXONOMY COMPLIANCE
We began the taxonomy process with a workshop involving all portfolio companies. During this session we conducted a comprehensive, step-by-step review of the projects undertaken by the companies in 2024, comparing them against the EU taxonomy regulatory framework. The main goal was to identify relevant sectors and activities, as defined by EU 2020/852
Following a detailed review of the various projects, we focused on ensuring eligibility with the taxonomy and further assessing the corresponding criteria for Substantial Contribution, Do No Significant Harm and Minimum Safeguards. After conducting a thorough evaluation and engaging in additional workshops with portfolio companies, we refined the focus and eliminated several projects. This led to the identification of three qualifying activities, across three different sectors within two companies, that are eligible with the taxonomy activities and linked to the environmental objectives of “Climate change mitigation” and “Climate change adaptation”. Economic activities with turnover below 0.25% were considered insignificant, and no activities were identified within Scana’s remaining portfolio companies.
For the 2024 reporting, Scana does not fulfil the criteria for DNSH for activity 4.10, 6.16 and 14.1 and hence our activities are not taxonomy-aligned. We are actively working to ensure these activities are fully aligned with the taxonomy requirements moving forward. Each of the three identified activities has been rigorously assessed to ensure compliance with the sustainable business practices outlined in the taxonomy. We evaluate the contribution to climate objectives and the adherence to environmental responsibility standards.
43SCANA ASA | ANNUAL REPORT 2024
STORAGE OF ELECTRICITY (CCM 4.10)
PSW Power & Automation (PSW Power) focuses on developing advanced energy storage systems through two key activities:
- Battery energy storage system (BESS) mobile involves portable energy storage solutions designed for flexible, on-the-go use. These systems are optimized to store excess electricity and provide energy when needed, supporting mobile applications that require reliable power in various environments.
- BESS stationary focuses on stationary storage systems that help balance power grids by storing surplus energy. These systems can be used for grid stabilization, peak shaving, and supporting renewable energy integration.
Both activities are essential in reducing dependence on oil, gas, and coal, and they help in transitioning to cleaner, more sustainable energy sources. PSW Power ensures that both mobile and stationary systems meet industry standards for safety, reliability, and efficiency, contributing to a greener and more sustainable future.
SUBSTANTIAL CONTRIBUTION CRITERIA
The construction and operation of both mobile and stationary BESS solutions constitute electricity storage and make a substantial contribution to grid stability and the integration of renewable energy. The systems comply with the technical requirements for safety, reliability, and efficiency.
INFRASTRUCTURE ENABLING LOW CARBON WATER TRANSPORT (CCM 6.16):
PSW Power works with shore power solutions focuses on developing and implementing energy systems that reduce emissions from vessels at ports. This involves designing and deploying infrastructure that enables ships to connect to a clean, shore-based power source instead of running their engines while docked. The technology development for shore power includes research and experimental work to optimize systems, ensuring they are reliable and efficient for use in various marine environments. These systems comply with IEC 80005-1 and IEC 80005-3 standards, ensuring safe and reliable power transfer. This activity contributes to the reduction of greenhouse gas emissions and enhances sustainability within the marine industry. By focusing on emergency response equipment and operational coordination, offering a safer and more environmentally friendly alternative for marine energy use.# SUBSTANTIAL CONTRIBUTION CRITERIA
Shore power infrastructure is dedicated to supplying electrical power to vessels at berth, enabling ships to shut down their engines and connect to clean, shore-based energy sources. This reduces emissions from vessels during docking, significantly contributing to the decarbonization of the marine sector. Furthermore, the development and installation of such infrastructure supports the modernization of existing port facilities, facilitating the transition to zero-emission operations and promoting a more sustainable maritime industry. Additionally, the shore power activity is not dedicated to the transport or storage of fossil fuels, as it focuses solely on providing electrical power to vessels at berth, supporting the shift towards cleaner energy in the maritime sector.
EMERGENCY SERVICE (CCA 14.1)
PSW Technology offers a variety of services within capping and support operations. Capping Stacks are a part of emergency response equipment used to control subsea well blowouts. These stacks are essential for disaster preparedness, including the acquisition, storage, and maintenance of critical equipment to mitigate the immediate consequences of such events. Emergency services involve disaster response coordination, including establishing centres and managing operations. This includes preparing and maintaining equipment to address climate-related disasters.
SUBSTANTIAL CONTRIBUTION CRITERIA
PSW Technology has developed a climate risk & vulnerability assessment. This assessment states that the capping stack is a vital adaption solution in the offshore industry, designed to prevent well blowouts and mitigate the risk of environmental damage, such as oil spills and ocean acidification. By containing pollutants during emergencies, it protects marine ecosystems, biodiversity, and supports climate resilience. The technology aligns with national and regional adaption strategies. Ensuring minimal disruption to industries like fishing and tourism. Regular monitoring and maintenance ensure its effectiveness. The assessment also highlights climate-related challenges, such as extreme weather and rising sea levels, which could impact capping stack operations.
COMPLIANCE WITH CRITERIA FOR MINIMUM SAFEGUARDS
The EU Taxonomy defines a set of Minimum Safeguards in accordance with Article 18 of the Regulation. The minimum safeguards include all procedures implemented to ensure that economic activities are carried out in alignment with:
▪OECD Guidelines for Multinational Enterprises (OECD MNE Guidelines)
▪UN Guiding Principles on Business and Human Rights (UNGPs), including the principles and rights set out in the eight fundamental conventions identified in the Declaration of the International Labour Organisation on Fundamental Principles and Rights at Work
Compliance with the minimum safeguards requirements has been evaluated by assessing activities against the following four topics:
▪Human rights, including workers rights
▪Bribery/Corruption
▪Taxation
▪Fair Competition
Scana’s Code of Conduct outlines the ethical principles guiding Scana’s governance, including supplier interactions, and the expected behaviour of employees, partners and suppliers. The work environment at Scana will be defined by equality, openness, and respect for human rights. We value and respect diverse cultures and traditions, promoting equal opportunities and fair treatment for all employees. Harassment or discrimination based on gender, religion, race, nationality, ethnicity, culture, disability, sexual orientation, marital status, age, or political beliefs will not be tolerated. Scana upholds a zero-tolerance policy towards corruption and bribery and has implemented measures to prevent and address any instances of unethical behaviour. Our code of conduct provides guidance to conduct our business in an ethical and transparent manner. In line with our code of conduct and our business values, we are committed to ensuring transparency and compliance with all relevant tax and competition laws and regulations.
MEASURING PERFORMANCE
2024 Taxonomy reporting and capital expenditure plan status
2024 is the first year we are reporting in accordance with the taxonomy requirements. Therefore, we do not have comparable figures or the basis to comment on specific changes within the taxonomy, and we currently do not have a capital expenditure (CapEx) plan in place.
Turnover KPI
The revenue associated with taxonomy-eligible activities is measured as a proportion of Scana’s overall revenue. Total revenue refers to Scana’s operational revenue, as outlined in Note 4 of the Financial Statements, in addition to other revenue, as detailed in Note 5. Taxonomy-eligible economic activities generate revenue from the following operational sources:
▪Sales of BESS
▪Sales of shore power solutions
▪Leasing of capping stack
CapEx KPI
CapEx related to taxonomy-eligible activities are measured as a proportion of Scana’s total CapEx. Total CapEx includes additions to property, plant, and equipment, represented by the gross purchase amounts as specified in Note 13 of the Financial Statements. The gross purchase or development costs of intangible assets, as such detailed in Note 10 of the financial statements, are also included. Additionally, any gross additions to property, plant, equipment, or intangible assets resulting from business combinations are included in this metric. CapEx for taxonomy-eligible economic activities includes the following:
▪Additions to property, plant, and equipment: comprising equipment for battery energy storage solutions directly linked to the electricity balancing market NOK 19 million.
▪Additions to property, plant, and equipment: comprising capping stack equipment NOK 28 million.
▪Internally generated intangible assets: development of software for stationary battery solutions, energy control solutions, and mobile battery and charging solutions NOK 10 million.
OpEx KPI
Total operating expenses (OpEx) include Scana’s non-capitalised costs associated with research and development, building renovation, short-term leases, maintenance, and repairs, as well as other direct expenses related to the day- to-day servicing of property, plant and equipment. These costs are reflected under “other operating expenses” in Scana’s statements of profit or loss. Operating expenses for taxonomy-eligible economic activities are not considered material to the business model, and therefore the exemption from calculating the OpEx KPI is applied.
Avoiding double counting
Scana Group has avoided double counting across economic activities in the allocation of the numerator for revenue, CapEx and OpEx by using activity-specific factors to allocate the financials across taxonomy activities. These factors are either 100% or 0%. This eliminates the possibility of double counting.
NUCLEAR AND FOSSIL GAS RELATED ACTIVITIES
| Nuclear energy related activities | Fossil gas related activities | |
|---|---|---|
| 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 | |
| 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 |
PROPORTION OF TURNOVER FROM PRODUCTS OR SERVICES ASSOCIATED WITH TAXONOMY-ALIGNED ECONOMIC ACTIVITIES
PROPORTION OF TURNOVER CAPEX FROM PRODUCTS OR SERVICES ASSOCIATED WITH TAXONOMY-ALIGNED ECONOMIC ACTIVITIES
PROPORTION OPEX FROM PRODUCTS OR SERVICES ASSOCIATED WITH TAXONOMY-ALIGNED ECONOMIC ACTIVITIES
CLIMATE CHANGE – ESRS E1 ESRS E1.IRO-1, ESRS 2 SBM-3
DESCRIPTION OF THE PROCESSES TO IDENTIFY AND ASSESS MATERIAL CLIMATE-RELATED IMPACTS, RISKS AND OPPORTUNITIES
Through corporate risk assessment, we have identified possible climate related impacts, risks and opportunities (see chapter ESRS 2 GOV–5, risk management and internal controls over sustainability reporting), however we have not performed a resilience analysis according to the expectations in ESRS E1-SBM-3. The ambition is to steer business strategy towards a 1.5°C aligned trajectory, therefore the climate risk assessment will be underpinned by the intergovernmental panel on climate change (IPCC), covering the “Net Zero 2050” scenario. The risks that have been identified as per the end of 2024 include physical risks such as the direct impacts of climate change: extreme weather events, rising sea levels, and temperature fluctuations. These physical changes can disrupt operations, damage infrastructure, and affect supply chains.# SCANA ASA | ANNUAL REPORT 2024
ESRS E1 - CLIMATE CHANGE AND OTHER ENVIRONMENTAL TOPICS
Climate-related risks, impacts and opportunities
Also transition risks have been identified: As global efforts to mitigate climate change intensify, regulatory changes, market shifts, and technological advancements may pose challenges. These transition risks can affect our business model, financial performance, and competitive landscape. Climate related risks, impacts and opportunities may impact our supply chain issues, our portfolio of low carbon products and services, customer engagement and the need to reduce Greenhouse Gas Emissions in our operations in short- medium and long-time horizons. One of the main actions going forward may be implementing emissions reduction initiatives for direct operations as well as the identification of business areas that are sensitive to these transitions. However, at this point Scana has not fully mapped the quantitative impacts, risks and opportunities in own operations and upstream and downstream value chain nor which material physical risks and transition risks may occur. Therefore, they will be included in the full analysis when this is prepared.
ESRS E1, ESRS 2 SBM-3 MATERIAL IMPACTS, RISKS AND OPPORTUNITIES AND THE INTERACTION WITH STRATEGY AND BUSINESS MODEL
Scana has identified climate change as a material topic. We challenge portfolio companies to establish operations that do not adversely affect the environment and to work towards limiting the emissions. Our goal is that the products we make are as environmentally safe as possible and are produced with as little negative impact on the environment as possible. In working further with these material impacts, risks and opportunities, we will assess the resilience of strategy and business model in relation to climate change. We will start the work with this analysis on the basis of the information collected in 2025.
ESRS E1-1 TRANSITION PLAN FOR CLIMATE CHANGE MITIGATION
As of the end of 2024, Scana does not yet have a formal climate transition plan in place that meets the 1.5 degree target of the Paris Agreement. However, we are fully aware of the critical need to address climate-related risks and opportunities. We will start working on preparing a climate transition plan, ultimately with the goal to embed this in the strategies of the portfolio companies. Based on data retrieved and assessed from our scope’s emissions, we aim to develop and implement this plan over the next few years. During the period from 2025 to 2027, we will focus on further developing our climate transition plan. This will include setting specific targets, identifying key initiatives, and establishing governance structures to ensure effective implementation.
MATERIAL TOPIC: CLIMATE CHANGE MITIGATION
We are aware that our operations have an impact on climate change. We also influence the operations of our customers, who might be directly affected by climate-related risks such as rising sea levels, extreme weather events, and changing ocean conditions. Scana is currently in the process of developing a Climate Transition Plan. This plan aims to include targets that are compatible with limiting global warming to 1.5°C in line with the Paris
50SCANA ASA | ANNUAL REPORT 2024
Agreement, as well as the actions to be implemented. Scana includes climate risks in the corporate risk assessment, however a full climate risk analysis is not in place. The risk assessment is followed up periodically in strategy work. Some of the portfolio companies in Scana also started the preparation of a scenario-based climate risk assessment in 2024 in line with the Task Force on Climate-Related Financial Disclosures (TCFD) guidelines, the findings of which will be included in corporate risk assessment and considered as input to the corporate strategy. Going forward, we are currently working on assessing the relevant measures.
CLIMATE RELATED HAZARDS AND RISKS
The climate hazards in the table below will be included in the screening of the climate risks that are relevant to Scana ASA and its portfolio companies.
| Classification of climate-related hazards | Temperature-related | Wind-related | Water-related | Solid mass- related |
|---|---|---|---|---|
| Chronic | Changing temperature (air, freshwater, marine water) | Changing wind patterns | Changing precipitation patterns and types (rain, hail, snow/ice) | Coastal erosion |
| Heat stress | Precipitation or hydrological variability | Soil degradation | ||
| Temperature variability | Ocean acidification | Soil erosion | ||
| Permafrost thawing | Soil fluction | |||
| Saline intrusion | Sea level rise | |||
| Water stress | ||||
| Acute | Heat wave | Cyclones, hurricanes, typhoons | Drought | Avalanche |
| Cold wave/frost | Storms (including blizzards, dust, and sandstorms) | Heavy precipitation (rain, hail, snow/ice) | Landslide | |
| Tornado | Flood (coastal, fluvial, pluvial, ground water) | Subsidence | ||
| Glacial lake outburst |
(Source: Commission delegated regulation (EU) 2021/2139)
51SCANA ASA | ANNUAL REPORT 2024
SCANA’S CLIMATE RISKS, CORRESPONDING WITH CPS’S CLIMATE RISKS
The risks marked with * correspond with the risks also identified in Scana’s preliminary climate risk assessment.
| Market and Technology shifts | Reputation | Policy and legal | Physical risks | |
|---|---|---|---|---|
| •Policies and investments to deliver a low carbon emissions economy •Reduced market demand for higher- carbon products/commodities •Increased demand for energy-efficient, lower-carbon products and -services •New technologies that disrupt markets |
•Growing expectations for responsible conduct from stakeholders, including investors, lenders, and consumers* •Opportunity to enhance reputation and brand value •Risk of loss of trust and confidence in management |
•An evolving patchwork of requirements at international, national, and state level. •Increased input/operating costs for high carbon activities* •Threats to securing license to operate for high carbon activities •Emerging concern about liabilities |
•Chronic changes and more frequent and severe extremes of climate •Increased business interruption and damage across operations and supply chains with consequences for input costs, revenues, asset values, and insurance claims |
Sources: CDP, Climate Change Questionnaire, 2017. Task Force on Climate-related Financial Disclosures, Final Report: Recommendations of the Task Force on Climate-related Financial Disclosures, June 2017.
ESRS E1-2 POLICIES RELATED TO CLIMATE CHANGE MITIGATION AND ADAPTATION
Environmental management is integrated within the overarching management systems of the portfolio companies, to ensure environmental risks are appropriately identified, assessed, controlled and monitored. The Environmental Management System of three of the portfolio companies is independently certified by DNV to the ISO 14001:2015 Environmental Management Standard. Scana has prepared the following policies that addresses environmental impact:
- Scana sustainability policy – Scana’s sustainability policy commits the company to encourage best practices in sustainability and regularly review its performance. The policy outlines Scana's commitment to stakeholder expectations and establishes policies concerning human rights, environmental protection, health and safety, diversity, equal opportunities, ethical conduct, and anti-corruption. It further emphasizes continuous improvement, promoting sustainability throughout the value chain, transparent reporting, and fostering sustainable businesses and circular economy through collaboration. This policy was implemented in 2024.
- Scana climate change mitigation and adaptation policy outlines our commitment to managing material impacts, risks, and opportunities related to climate change mitigation and adaptation. It aims to ensure that our operations are resilient, sustainable, and aligned with global climate goals. This policy is to be implemented during 2025.
The abovementioned policies, being of an overreaching nature, do not include an extensive expectation towards climate change mitigation, climate change adaptation, energy efficiency and renewable energy deployment.
ESRS E1-3 ACTIONS AND RESOURCES IN RELATION TO CLIMATE CHANGE POLICIES
Our actions are currently not yet organized under key decarbonization levers, however we can present several strategic approaches designed to address climate change impacts, risks, and opportunities. The outcome of the actions for climate change mitigation, including the achieved and expected GHG emission reductions as well as the estimated monetary amounts of CapEx and OpEx are not yet calculated in full, and will be tasked to management in 2025.
52SCANA ASA | ANNUAL REPORT 2024
ESRS E1-4 TARGETS RELATED TO CLIMATE CHANGE MITIGATION AND ADAPTATION
As of 2024, Scana has not set any measurable outcome-related targets for the overall quantitative contributions to achieve GHG emission reduction targets. Scana has an ambition to overarching GHG emissions reduction targets, including a net zero-emission target for 2050. Scana plans to prepare a CTP starting in 2025. This plan will include details about expected decarbonization levers and the overall quantitative contributions to achieve GHG emission reduction targets. Optimization of energy consumption is one of the opportunities, and where possible, the portfolio companies could integrate renewable energy sources to enhance operational efficiency, reduce costs, and align with global sustainability goals. The roadmap to achieve zero CO2 emissions by 2050 might tentatively include the following:
- Transition to renewable energy (2026-2035):
- Invest in renewable energy sources such as solar, wind, and hydroelectric power.
- Retrofit existing sites to make them more energy-efficient or transition them to use cleaner fuels such as bioenergy.
- Efficiency improvements and carbon offsetting (2026-2050):
- Implement energy efficiency measures across all operations to reduce energy consumption.
Building a sustainable future—one step at a time.# SCANA ASA | ANNUAL REPORT 2024
ESRS E1-5 ENERGY CONSUMPTION AND MIX
Energy reported in the table below states the energy consumed from processes owned or controlled by Scana, applying the same perimeter applied for reporting GHG Scopes 1 and 2 emissions. Scana has not established a base-line year.
| ESRS ref | Energy consumption and mix¹⁷ | 2024 |
|---|---|---|
| E1-5 | (1) Fuel consumption from coal and coal products (MWh) | 0,0 Mwh |
| (2) Fuel consumption from crude oil and petroleum products (MWh) | 2288,3 Mwh | |
| (3) Fuel consumption from natural gas (MWh) | 0,0 Mwh | |
| (4) Fuel consumption from other fossil sources (MWh) | 0,0 Mwh | |
| (5) Consumption of purchased or acquired electricity, heat, steam, and cooling from fossil sources (MWh) | 4432 Mwh | |
| (6) Total fossil energy consumption (MWh) (calculated as the sum of lines 1 to 5) | 6720,3 Mwh | |
| Share of fossil sources in total energy consumption (%) | ≈ 100% | |
| (7) Consumption from nuclear sources (MWh) | ≈0,0 MWh¹⁸ | |
| Share of consumption from nuclear sources in total energy consumption (%) | ≈ 0,0% | |
| (8) Fuel consumption for renewable sources, including biomass (also comprising industrial and municipal waste of biologic origin, biogas, renewable hydrogen, etc.) (MWh) | 0 MWh | |
| (9) Consumption of purchased or acquired electricity, heat, steam, and cooling from renewable sources (MWh) | 0 MWh | |
| (10) The consumption of self-generated non-fuel renewable energy (MWh) | Unable to calculate | |
| (11) Total renewable energy consumption (MWh) (calculated as the sum of lines 8 to 10) | 0 MWh | |
| Share of renewable sources in total energy consumption (%) | ≈ 0% | |
| Total energy consumption (MWh) (calculated as the sum of lines 6, 7 and 11) | 6720,3 Mwh |
Energy intensity based on net revenue
| Energy intensity per net revenue | 2024 |
|---|---|
| Revenue | MWh |
| 2024 | |
| Energy intensity | MNOK |
| Total energy consumption from activities in high climate impact sectors per net revenue from activities in high climate impact sectors (MWh/MNOK) | 1970 |
Accounting principles
Energy Intensity based on net revenue: A location-based method reflects the average emissions intensity of grids on which energy consumption occurs (using mostly grid-average emission factor data). A market-based method reflects emissions from electricity that companies have purposefully chosen.
Estimation of energy consumption
The figures in the “total” column are an aggregation of estimates for the portfolio companies Subseatec, Seasystems, West Asset Management, Mongstad Industrier and Skarpenord and exact energy consumption for PSW Tech, PSW Solutions, PSW Power & Automation and Scana.
Non-renewable sources
Energy from non-renewable sources covers fuel consumption related to the heating of the paint shop, consumption of electricity related to workshops and office activities.
¹⁷ We assume all energy consumption to be allocated to high climate impact sector
¹⁸ Based on estimation of average content in Nordic Mix
ESRS E1-6 – GROSS SCOPES 1 AND 2
| Scope 1 | Base year | Comparative | 2024 | % N / N-1 | 2025 | 2030 | (2050) | Annual % target / Base year |
|---|---|---|---|---|---|---|---|---|
| Gross Scope 1 GHG emissions (tCOeq) | -n/a | - | - | 614 | - | - | - | - |
| Percentage of Scope 1GHG emissions from regulated emission trading schemes) | 0 | - | - | - | - | - | - | - |
| Total | - | - | - | 614 | - | - | - | - |
| Scope 2 | Purchased energy ¹ | Base year | Comparative | 2024 | % N / N-1 | 2025 | 2030 | 2050 | Annual % target / Base year |
|---|---|---|---|---|---|---|---|---|---|
| Market-based | n/a | - | 2654.4 | - | - | - | - | - | - |
| Location-based | n/a | - | 66.5 | - | - | - | - | - | - |
| Total | - | - | - | - | - | - | - | - | - |
Accounting
¹ Emissions are estimated using NVE.no emissions factors for scope 2, location- and market-based. Scope 1 emissions factors are calculated by using DEFRA-2024 Greenhouse gas reporting: conversion factors 2024 - GOV.UK
On the road to zero CO₂ emissions by 2050 – our subsidiaries are transitioning to cleaner fuels. Foto by: Nordhordaland Tekst & Foto
RESOURCE USE & CIRCULAR ECONOMY – ESRS E5
| IRO OVERVIEW | Topic | Sub-topic | Description | IRO | Pos /neg | Own/valuechain | Actual /potential |
|---|---|---|---|---|---|---|---|
| Resource use & circular economy | Resource inflows, and resource use | The use of raw materials in products and services, including scarce critical raw materials | I | NEG | O | A | |
| Resource outflows related to products & services | Durability, reparability, upgradability or reusability of products | I | NEG | O, V | A |
ESRS E5 IRO-1 DESCRIPTION OF THE PROCESSES TO IDENTIFY AND ASSESS MATERIAL RESOURCE USE AND CIRCULAR ECONOMY-RELATED IMPACTS, RISKS AND OPPORTUNITIES
Some of the products supplied by Scana ASA’s portfolio companies are pivotal technology enablers in the transition towards zero-emissions. A good example is our BESS solutions and our maintenance services that expand the life cycle of our customers’ products are surface treatment and classing and refurbishment of customer equipment. We recognize that our products require materials and components with significant embedded emissions and environmental impact, and we face challenges in treating end-of-life products with the current feasible solutions. We take responsibility for the environmental burden associated with our activities throughout our value chain. It is imperative that we all contribute to understanding and minimizing these impacts by reducing material waste and promoting circularity across the entire value chain. This commitment relies on continuous operational improvement, engineering innovation, and close collaborations with key suppliers and customers. As part of identifying our impacts, risks, and opportunities related to resource use and the circular economy, we will be starting a screening of our assets and activities at the business unit level in the period from 2025 to 2027. This process will utilize the knowledge and experience of selected internal representatives and feedback from stakeholder interviews. However, direct consultations with affected communities have not been conducted.
ESRS E5-1 POLICIES RELATED TO RESOURCE USE AND CIRCULAR ECONOMY
Scana strives to apply a circular economy mindset, promoting resource efficiency, reuse, and recycling. To address the environmental and business risks associated with resource use, including the use of virgin material consumption, we are in the process of preparing a Circular Economy Policy. This policy will aim to address a more circular value chain in collaboration with suppliers where possible, prioritizing sustainable sourcing and use of renewable resources. Our QHSE & Sustainability Manager oversees the implementation and maintenance of this policy.
ESRS E5-2 ACTIONS AND RESOURCES RELATED TO RESOURCE USE AND CIRCULAR ECONOMY
Key actions related to resource inflows
Associated with use- and depletion of virgin materials, we are planning to prepare a qualitative breakdown of the key materials that are used in our products and services. Moving forward, we also plan to develop a quantitative breakdown of the key materials used in the value chain. Combined, these analyses will serve as a crucial first step in understanding how we can gradually increase the use of secondary materials. By establishing this baseline measurement of material inputs, we will be better positioned to identify opportunities for incorporating recycled and reclaimed materials.
Key actions related to resource outflows
The generation of waste in production, maintenance, and repair services represents an environmental challenge that we address through two parallel approaches. First, we focus on the prevention of surplus materials at the source by optimizing operational processes and material selection. This includes choosing recyclable materials where possible and designing services to minimize material consumption. Second, we are enhancing resource output sorting procedures and working to strengthen recycling opportunities for all our surplus components and materials as well as products supplied y us that have reached their end of life. We actively seek partnerships with recycling facilities and support the development of circular solutions for marine industry materials.
ESRS E5-3 TARGETS RELATED TO RESOURCE USE AND CIRCULAR ECONOMY
Scana Group’s 2024 DMA determined that resource inflows and outflows are material topics. However, due to lack of maturity of measuring systems, there is no detailed information available about the material resource inflows and outflows. Targets for measuring these actions, have not been established.
ESRS E5-4 RESOURCE INFLOWS
Scana is still at the early stages of integrating circular design into our products and product development. Therefore, we are not yet able to present concrete data about materials used to manufacture products for the reporting period 2024. We have therefore not been able to fulfill the quantitative datapoints in ESRS E5-4. We are continuously working on using material with higher mechanical specifications, combined with experience on exploiting higher material utilization and pro-longing product lifetime. The ambition is to lead our processes to reduced material consumption, processing time, product weight and waste. Some of the materials in use in our products stem from secondary (recycled) sources (e.g. steel). We work closely with our suppliers to source our materials with a focus on lowering the environmental footprint where possible. We have identified key materials that are fundamental to operations across portfolio companies, including steel products, and maritime equipment and technical solutions of combined materials, including batteries. To improve resource management, we are working closely with suppliers to explore sourcing more sustainable alternatives and establish better data-sharing regarding product composition, particularly focusing on the percentage of recycled content. Steel is the primary focus here, given its central role in operations and its high recyclability potential. The use of recycled steel is standard practice in steel production, with content levels varying by region and manufacturer. Through our subsidiary Subseatec, we source steel products primarily from Swedish suppliers.The recycled content averages around 90-100%4. We also source steel from European producers where the recycled content can range from 35-100% depending on supplier and region. Lower-emissions steel production offers dual benefits: reduced greenhouse gas emissions and, depending on the manufacturing process, decreased reliance on virgin iron ore. Electric Arc Furnace (EAF) production, which uses recycled steel as feedstock, significantly reduces the need for virgin iron ore compared to traditional Blast Furnace-Basic Oxygen Furnace (BF-BOF) methods. While recycled content is common in steel production, low-emissions steel availability remains limited in the market. Bridging this gap is crucial for reducing emissions, minimizing virgin material use, and promoting a more circular steel industry. Therefore, we prioritize sourcing lower-emissions steel where possible across operations. Beyond steel, we utilize other important materials such as aluminum in maritime equipment and energy solutions. These materials present both opportunities and challenges regarding resource depletion and supply chain sustainability. We are working to improve the recyclability of various components used in products, from maritime equipment to industrial solutions. For battery systems (BESS), we strive to utilize materials with high recyclability, such as aluminum and copper, wherever possible. Our focus is on the design phase, reducing weight while at the same time maintaining structural integrity. In addition, we focus on localized production. For our battery packs and systems, the focus has been on sourcing products that are engineered and designed so that they will last the entire life of our target application. Some of Scana ASA‘s portfolio companies provide mechanical, electrical, and surface treatment services. These services involve the processing and handling of various materials, such as steel, paints and - to a smaller degree - plastics. Scana Group's commitment to a circular economy makes that we prioritize the use of recycled and renewable materials in our production processes. However, the exact percentage or types of materials used remain undisclosed in this report.
SCANA ASA | ANNUAL REPORT 2024
Since Scana Group has determined that resource inflows and resource use are a material topic for the business, Scana Group will proceed to map the resource inflows to a more precise degree in the period 2025 to 2027. We will be aiming to include methods to avoid cased where there is an overlap between categories of reused and recycled.
ESRS E5-5 RESOURCE OUTFLOWS
Scana is still at the early stages of integrating circular design in our products and product development. Therefore, we are unable to present concrete data about products for the reporting period 2024 and have not fulfilled the quantitative datapoints in ESRS 2 E5. Our products and solutions do typically not generate waste during the use-stage. However, the handling of end-of-life products may present a technical challenge, due to the material types and compositions. Our modular Battery Energy Storage Systems (BESS) has a typical lifetime of 10-20 years depending on use. Some batteries can be refurbished and repurposed for secondary applications, extending their lifespan and reducing waste. Batteries that cannot be recycled or reused must be disposed of in accordance with environmental regulations. This ensures that the environmental impact of batteries is minimized through proper collection, treatment, and recycling. Our mooring solutions, anchor winches and actuators have a long life span ranging from 10-40 years. These are end products that are highly repairable. Scana offers worldwide operational support including service and maintenance on equipment we have supplied. Teams of trained technicians perform installation, maintenance or repair operations on-site. Scana offers a large stock of spare parts, to enable fast delivery to customers. Modular Battery Energy Storage Systems are designed for longevity and reuse, with some units repurposed for secondary applications to extend their life and reduce waste.
Foto by: Nordhordaland Tekst & Foto
SCANA ASA | ANNUAL REPORT 2024
In the following table, we present an informative overview of the main material resource inflows in our production.
| Company | Materials | Usage |
|---|---|---|
| PSW Technology | Steel: | Used extensively in riser applications and subsea equipment. |
| Aluminum: | Utilized in various lightweight components. | |
| Plastics: | Used in certain subsea equipment and protective coatings. | |
| PSW Power & Automation | Steel: | For structural components in energy storage and shore power solutions. |
| Copper: | Essential for electrical wiring and components | |
| Aluminum: | Used in lightweight structural parts | |
| Plastics: | For insulation and protective casings | |
| PSW Solutions | Plastics / chemicals: | Primary material for surface treatment and industrial applications |
| Steel | Primary material for surface treatment and industrial applications | |
| Subseatec | Steel: | Main material for riser applications and mooring systems |
| Stainless Steel: | For corrosion-resistant applications | |
| Seasystems | Steel: | Core material for mooring solutions |
| Aluminum: | Used in certain lightweight components | |
| Skarpenord | Steel: | Used in valve remote control systems |
| Aluminum: | For lightweight actuator components | |
| Plastics: | In actuator seals and insulation | |
| Mongstad Industrier | Steel: | Predominantly used in the design and production of steel structures |
| Aluminum: | For certain lightweight applications | |
| PSW Namibia | n/a | Inspection services, no material inflows of significance |
| West Asset Management | n/a | Asset management services, no material inflows of significance |
SCANA ASA | ANNUAL REPORT 2024
ESRS E5-6 ANTICIPATED FINANCIAL EFFECTS FROM MATERIAL RESOURCE USE AND CIRCULAR ECONOMY-RELATED RISKS AND OPPORTUNITIES
Through the business model, we acknowledge the exposure to impacts with regards to material use and circular economy issues. Resource management directly impacts both greenhouse gas (GHG) emissions and operational costs, making it crucial for financial and environmental performance. The approach to measuring, tracking, and reporting data about resource utilization and circular economy initiatives has, as per now, a financial focus. However, we are planning to examine practices across the entire resource lifecycle - from initial sourcing and efficiency in use to end-of-life management - demonstrating commitment to responsible resource stewardship. This process will start from 2025 and onward. The anticipated financial effects from material resource use and circular economy-related risks and opportunities are considered medium-high to high. However, a complete and detailed description of the effects, the impacts and dependencies and the time horizons are at this point not available.
Recycle, refurbish, reuse: PSW Technology working on a BOP at their Mongstad site. Photo by Nordhordaland Tekst & Foto
SCANA ASA | ANNUAL REPORT 2024
THE SUSTAINABILITY STATEMENT: SOCIAL INFORMATION
SCANA ASA | ANNUAL REPORT 2024
OWN WORKFORCE - S1 ESRS 2, SBM-3; S1, SBM-3
MATERIAL IMPACTS, RISKS AND OPPORTUNITIES RELATED TO OWN WORKFORCE
Employees are the heart of our business; therefore, we are dedicated to their growth and strive to create an inclusive culture where everyone feels valued. We offer career opportunities, regardless of gender, age, or location. Operations may impact permanent employees, freelancers, and contractors differently. While the physical work may pose challenges, positive initiatives aim to benefit the entire workforce. Material topics for Scana ASA and its portfolio companies include secure employment, working time, adequate wages, and work-life balance, which significantly impact employees. We prioritize social dialogue, freedom of association, workers' rights, and collective bargaining, which are crucial for workplaces with diverse perspectives. We are committed to health and safety and invest in safe and healthy workplaces.
TYPES OF WORKERS IN SCANA
The following types of workers in Scana’s own workforce are subject to material impacts:
- Employees in operations: Individuals directly involved in the production and delivery of Scana’s products and services, such as engineers, technicians, mechanics and assembly workers. These workers are subject to impacts related to working conditions, health & safety, working time, and secure employment.
- Management and administrative staff: Individuals responsible for managing and overseeing various aspects of Scana’s portfolio companies, such as executives, managers, and administrative personnel. These employees are also subject to impacts related to working conditions, working time, and secure employment.
- Non-employee workers: Scana also engages non-employee workers through third-party undertakings primarily engaged in employment activities, such as consultants, contractors, and temporary agency workers. These workers are primarily engaged in engineering and sales roles. Although the sources that are available to us from the portfolio companies do not explicitly mention self-employed individuals within the own workforce, it is possible that some roles, such as consultants or specialized technicians, could fall under this category.
POSITIVE AND NEGATIVE IMPACTS
There is no conclusive data regarding widespread or systemic negative impacts related to the workforce. However, we may highlight certain areas where negative impacts could occur. For example, Scana acknowledges health- and reputational risk associated with projects. Additionally, we identify risks related to corruption and bribery in the supply chain. Scana’s material positive impacts primarily revolve around efforts to create a positive and secure working environment for employees: Secure employment: Providing stable employment opportunities for workers.# Good working conditions:
Scana ensures adherence to local and international labor laws and regulations, governing aspects such as working hours, overtime, and rest periods.
Safe working environments:
Promoting safe working practices to prevent accidents and health issues.
Employee well-being:
Implementing measures to enhance employee well-being and job satisfaction, including effective management of working time. These positive impacts are likely to affect all employees across the organization, including non-workers on site, fostering a motivated and productive workforce.
MITIGATING THE MATERIAL IMPACTS, RISKS AND OPPORTUNITIES
Scana ASA and the portfolio companies work towards mitigating the following material risks to the workforce:
Worker safety:
Scana acknowledges that operations may impact workers, potentially leading to accidents and health issues. This risk could result in compensation payments, harm to the company’s brand, and negatively impact employee morale and well-being.
62SCANA ASA | ANNUAL REPORT 2024
Travel risks:
The company identifies travel risks for employees, including potential exposure to illness, theft, false arrest, and extortion. These risks highlight the importance of robust travel policies and safety measures for employees traveling for work purposes.
Material opportunities for Scana in relation to the workforce stem from a commitment to sustainability and the green transition:
Attracting and retaining talent:
As the demand for skilled labor in the renewable energy sector increases, Scana's involvement in sustainable projects could make the company an attractive employer for talent seeking opportunities in this growing field.
Reskilling and upskilling:
The transition to a greener economy may require employees to acquire new skills and knowledge related to sustainable technologies and practices. Scana's focus on innovation and sustainability could present opportunities for employee development and career advancement.
Scana plans to update the CTP during 2025. This plan is expected to outline the company’s strategic approach to reducing negative environmental impacts and achieving climate neutrality, including actions to reduce carbon emissions. This plan could also have material impacts on the company’s own workforce:
Restructuring and employment loss:
The transition to new technologies and business models may require organizational restructuring, potentially leading to job losses in certain areas.
Job creation and reskilling/ upskilling:
Conversely, the shift toward sustainable solutions could create new job opportunities in areas such as renewable energy, energy storage, and circular economy practices. Scana might need to invest in reskilling and upskilling programs to equip its workforce with the necessary knowledge and capabilities for these emerging roles.
REPORTING ON WORKFORCE: FTE VS HEADCOUNT
In the annual report, it is essential to distinguish between two key metrics used in workforce reporting: Full Time Equivalent (FTE) and Headcount. These metrics serve different purposes and provide unique insights into the company's workforce structure and resource allocation.
Full Time Equivalent (FTE)
FTE is a metric used in the social reporting section of the sustainability statement. FTE represents the total number of hours worked by employees, standardized to the equivalent of full-time hours. For example, if a full-time employee works 40 hours per week, an employee working 20 hours per week would be considered 0.5 FTE.
Why FTE is used:
- Standardization: FTE allows for the standardization of part-time and full-time employees, providing a consistent measure of workforce capacity.
- Resource allocation: It helps in understanding the actual capacity and utilization of the workforce, which is crucial for planning and budgeting
Headcount
Headcount is a metric used in other parts of the annual report, such as financial and operational sections. Headcount simply counts the number of employees, regardless of their working hours at the end of the reporting year 2024.
Why headcount is used:
- Employee count: Headcount provides a straightforward count of the number of employees, which is useful for understanding the size of the workforce.
- Compliance and reporting: It is often used for compliance purposes and in reporting to stakeholders who need to know the total number of employees
Both FTE and Headcount are vital metrics in Scana ASA's annual report, each serving distinct purposes. FTE offers a standardized view of workforce capacity and is essential for sustainability reporting, while Headcount provides a clear count of employees for operational and compliance purposes. Understanding the difference between these metrics ensures accurate and meaningful reporting, supporting Scana’s commitment to transparency and sustainability.
63SCANA ASA | ANNUAL REPORT 2024
ESRS S1-1 POLICIES RELATED TO WORKFORCE
Group specific policies, as well as employee handbooks, are implemented. These policies outline commitments and employee expectations, ensuring consistency across the organization. Some of the policies may have specific variations to reflect local laws and practices. For example, global policies like parental leave apply to all employees, but local adaptations may be made in the local personnel handbook or -policy to align with regional legislation and market practices. This ensures that while the core values and commitments remain consistent, the implementation can be tailored to meet the unique needs of each subsidiary.
Policies are aligned with relevant internationally recognized instruments, including the UN Guiding Principles on Business and Human Rights. Scana’s ethical guidelines policy addresses issues such as equal opportunities and fair treatment of employees. Scana does not accept harassment or discrimination based on gender, religion, race, national or ethnic origin, cultural background, social affiliation, disability, sexual orientation, marital status, age, or political conviction. Human rights policy states commitment to respecting the human rights and dignity of individuals within operations, supply chain, and communities where we do business. The whistle blower policy ensures the just handling of the cases that may be raised by employees. Health, Safety and Environment (HSE) policies and goals, as a part of the management system, ensure the commitment to “zero” incident and accident goals. Sustainability policy states commitment to sustainable business and circular economy by promoting the creation of social value, forming partnerships and collaborations with other stakeholders. The Information Technology (IT) and social media policy ensures the privacy of our workers. The workplace accident prevention policy explains how Scana promotes a culture of safety and continuous improvement in health and safety practices. The personnel handbook and/or local policies and procedures in the parent company and the portfolio companies give further guidance on expectations for employee behavior, workplace conduct, benefits, and procedures.
| Policies | Coverage |
|---|---|
| Ethical guidelines | Group |
| Human rights policy | Group |
| Whistle-blower policy | Group |
| HSE policy | Group |
| Sustainability policy | Group |
| IT & Social media policy | Group |
| Workplace accident prevention policy | Group |
| Personnel handbook | Portfolio companies Scana ASA |
| Freely chosen employment | ★ | ||||||||
| Child labour | ★ | ||||||||
| Working hours | ★ | ||||||||
| Wages and benefits | ★ | ||||||||
| Health and safety | ★ | ★ | ★ | ||||||
| Ethical recruitment | ★ | ||||||||
| Freedom of association and collective bargaining | ★ | ||||||||
| Prohibition of discrimination | ★ | ||||||||
| Protection of the environment | |||||||||
| Protection of privacy | ★ | ||||||||
| Breaches of conduct | ★ | ||||||||
| Equal opportunities | ★ | ||||||||
| Expectations towards suppliers | ★ |
64SCANA ASA | ANNUAL REPORT 2024
OWN WORKFORCE: IMPACT ASSESSMENTS
ESRS S1 – Own Workforce, working conditions
Secure employment
Scana and its portfolio companies have some impact on secure employment, however, strong regulatory boundaries regulate employment. Secure employment may directly impact on employee well-being, productivity, and retention, which are crucial for the company’s long-term success and sustainability. By ensuring stable and secure job opportunities, Scana attracts and retains skilled workers, maintain high levels of employee satisfaction, and supports the economic stability of the communities in which we operate.
Working time
Scana and the portfolio companies have some impact on working time, however not beyond regulatory boundaries. Working time directly affects employee well-being, productivity, and job satisfaction, which are crucial for maintaining a motivated and efficient workforce. From a financial perspective, effective management of working time can reduce absenteeism, lower turnover rates, and enhance overall productivity, leading to cost savings and improved financial performance.
Adequate wages
Adequate wages, social dialogue, freedom of association and collective bargaining, as well as fair work-life balance are material topics because they are fundamental human rights that ensure workers can freely form and join organizations to represent the interests and negotiate terms of employment. These rights contribute to fair labor practices, enhance workplace democracy, and promote stable and productive labor relations, which are essential for sustainable business operations. However, for Scana and the portfolio companies can only to a smaller degree impact adequate wages. A number of employees are member of labor organizations, and the decision on wages is somewhat dependent on market and union directions.
Social dialogue
Social dialogue refers to the process of negotiation, consultation, or exchange of information between representatives of governments, employers, and workers on issues of common interest. This can include labor market policies, social protection, and economic policies. Scana may impact social dialogue.# SCANA ASA | ANNUAL REPORT 2024
ESRS S1-2 PROCESSES FOR ENGAGING WITH OWN WORKFORCE AND WORKERS’ REPRESENTATIVES ABOUT IMPACTS
Effective social dialogue can enhance trust, improve decision-making, boost employee satisfaction, and build a positive reputation. Freedom of association, the existence of works councils, and the information, consultation, and participation rights of workers. Since this topic is rooted in regulatory directives, Scana has little impact. However, Scana can impact freedom of association, the existence of works councils, and the information, consultation, and participation rights of workers by implementing supportive policies, fostering open communication, and ensuring employee involvement in decision-making processes. Collective bargaining, including rate of workers covered by collective agreements. Since this topic is rooted in regulatory directives, Scana has little impact. However, Scana can impact freedom of association, the existence of works councils, and the information, consultation, and participation rights of workers by implementing supportive policies, fostering open communication, and ensuring employee involvement in decision-making processes. Work-life balance. Since this topic is rooted in regulatory directives, Scana has little impact. Norwegian / Swedish labor law supports work-life balance through several key elements: Working hours: The standard work week is 37.5 hours, with regulations on overtime and flexible working hours. Paid leave: Employees are entitled to a minimum of 21 days of paid vacation annually, parental leave, sick leave. Flexible work arrangements: employees have the right to request flexible working hours and remote work, provided it doesn't cause significant disruption.
Health and safety. Scana can positively impact the health and safety of the workers by implementing a systematic HSE program, actively monitoring and improving safety standards, and addressing health and safety issues at all BoD meetings. This proactive approach leads to a low incidence of workplace injuries and a satisfactory working environment, demonstrating a significant positive impact on worker well-being.
Direct insights and perspectives from own workforce are collected on a wide variety of matters. Engagement and employee representation through formal bodies, such as working environment committees, safety delegates and “elected officials19”, are generally regulated by local legislation or locally agreed with the respective employee representation body. The frequency of engagement is both regular- and extraordinary meetings, summoned to discuss important topics related to the workforce and the working environment. The portfolio companies also use performance appraisals as well as employee workplace questionnaires to collect valuable feedback. Scana’s intranet, is available to all employees, serving the purpose of informal dialogues across the organization. We share different topics related to own workforce including HSE and human resources (HR) related news. Employees can freely comment and ask direct questions to management via the Viva Engage channels.
19 Elected officials are in Norway called “tillittsvalgt”
ESRS S1-3 PROCESSES TO REMEDIATE NEGATIVE IMPACTS AND CHANNELS FOR OWN WORKFORCE TO RAISE CONCERNS
Employees can use various mechanisms for raising concerns or complaints. Whistleblowers are protected by Norwegian law against retaliation or negative actions taken by the company. This is described in our whistle-blower policy. Any employee can contact the supervisor and raise their concerns. Employees can also reach out to HR if they have a question or a concern. Many of the portfolio companies also have post-boxes in place where employees can raise concerns by posting a paper note anonymously if they wish. These post boxes are operated by the safety delegate and the union representative. Most of the portfolio companies hold anonymous employee surveys, where employees can raise their concerns. If employees wish to rather use an external party, employees can raise concerns through the company health service or the dedicated e-mail address [email protected]. This channel, occupied by Scana’s in-house council, can be used by our employees as well as by our external stakeholders. Here employees can file a confidential report on inappropriate or illegal conduct.
The process of raising concerns is a part of the employee on-boarding. For more information on how we protect whistleblowers against retaliation, also see chapter ESRS G1 Business conduct.
ESRS S1-4 TAKING ACTION ON MATERIAL IMPACTS ON OWN WORKFORCE AND APPROACHES TO MANAGING RISK
Scana ASA and its portfolio companies have allocated sufficient resources to manage the material impacts. In all portfolio companies, dedicated HSE and HR personnel are appointed to the task of pro-actively working toward a safe and healthy working environment for our employees. In this chapter we describe the material risks and briefly describe some of the mitigations that have been identified and are in place or are planned to be implemented.
Worker Safety
Operations may entail working environment risks, potentially leading to accidents and health issues. This risk is more pronounced for employees in operational roles, such as manufacturing, assembly, or on-site projects, compared to administrative or office-based staff. We are of the opinion that enhanced safety protocols and implementing stringent safety measures as well as regular training sessions could minimize workplace accidents. Monitoring and reporting, continuously tracking safety incidents and conducting regular audits will ensure compliance with safety standards. Providing health and wellness programs will support employees' physical and mental well-being.
Travel Risks
Employees who travel for work may face risks such as exposure to illness, theft, or other security issues, particularly in regions with elevated safety concerns. Establishing comprehensive travel safety guidelines and policies and providing pre-travel briefings to employees will provide a way to safely prepare for travels. Offering 24/7 support and emergency assistance for employees traveling to high-risk areas and ensuring access to necessary vaccinations and health information will mitigate travel-related health risks.
Gender Equality
Reports indicate a significantly lower percentage of women in the workforce, suggesting potential risks and opportunities related to gender diversity. Implementing recruitment initiatives aimed at attracting and retaining female employees as well as ensuring equal pay and career progression opportunities for women through transparent policies and regular reviews will provide opportunities for both men and women. Supporting training and development programs will provide focus on empowering women and promoting gender diversity.
Apprentices and Trainees
Developing young talent through apprenticeships and trainee programs presents both risks and opportunities for this younger demographic within the workforce. Providing robust training programs and mentorship will support the career development of apprentices and trainees. Creating clear pathways for career progression and integration into the workforce. Fostering a supportive and inclusive environment that encourages learning and growth is important for succeeding with this.
Restructuring and Employment Loss
The transition to greener products may lead to organizational restructuring and potential changes in job demographics, disproportionately affecting certain departments or roles. Developing transition plans that consider the impact on employees and aim to minimize job losses and offering reskilling and upskilling programs to help employees transition to new roles within the organization will support the transition into new jobs internally in the companies, always ensuring transparent communication and providing support to employees affected by restructuring.
ESRS S1-5 TARGETS RELATED TO MANAGING MATERIAL NEGATIVE IMPACTS, ADVANCING POSITIVE IMPACTS, AND MANAGING MATERIAL RISKS AND OPPORTUNITIES
Scana has not set group-wide targets with regards to the above-mentioned impacts, however, initiatives and targets can be found among the different portfolio companies, and a zero-incident philosophy is adopted throughout the Group. Employees are involved in target-setting through involvement in working environment committees, involvement of the safety representatives and involvement of the QHSE personnel. We prioritize the continuous evaluation of these initiatives and their impacts across various management levels as part of Scana’s portfolio companies and board reviews. The established processes are deeply embedded within the functions that bear the day-to-day responsibility for ensuring compliance with policies. These processes are further supported by ongoing engagement channels, which facilitate regular communication and feedback, as well as dedicated channels for raising concerns. This comprehensive approach reflects commitment to maintaining a strategic focus and ensures that we address priorities effectively. By integrating these practices into daily operations, we aim to foster a culture of continuous improvement and responsiveness to the evolving needs of industries.# SCANA ASA | ANNUAL REPORT 2024
In accordance with ESRS S1-5, we support the following targets related to managing material negative impacts, advancing positive impacts, and managing material risks and opportunities:
Social and human rights matters
Examples of targets:
- Secure employment: Increasing the % of workforce with fixed employment contracts (especially permanent contracts) and social protection
- Working time: Increasing the % of workforce with flexible working time arrangements
- Adequate wages: Ensuring that all people in own workforce receive an adequate wage
- Social dialogue / existence of work councils / information, consultation and participation rights of workers: Extending social dialogue to more establishments and/or countries
- Freedom of association/Collective bargaining including the rate of workers covered by collective agreements: Increasing the % of own workforce covered by collective bargaining, negotiating collective bargaining agreements over sustainability issues
- Work-life balance: Extending work-life balance measures to a greater % of own workforce
- Health and safety: Reducing the rate of injuries and lost time to injuries
- Secure employment: Increasing the % of workforce with fixed employment contracts (especially permanent contracts) and social protection
ESRS S1-6 CARACTERISTICS OF THE UNDERTAKING’S EMPLOYEES
Total number of employees by contract type
| 2024 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Total employees (FTE) | 644,5 | ||||||||
| Women | 80,5 | ||||||||
| Men | 564,0 | ||||||||
| Permanent employees (FTE) | 616,0 | ||||||||
| Women | 74,0 | ||||||||
| Men | 540,0 | ||||||||
| On-call workers (FTE) | 4,0 | ||||||||
| Women | 1,0 | ||||||||
| Men | 3,0 | ||||||||
| Full-time employees (FTE) | 621,0 | ||||||||
| Women | 77,0 | ||||||||
| Men | 542,0 | ||||||||
| Part-time employees (FTE) | 19,5 | ||||||||
| Women | 2,3 | ||||||||
| Men | 17,2 |
FTE, BREAKDOWNS BY LOCATION
The geographic distribution of employees is calculated by aggregating the total headcount of employees within the specific geographical locations. This calculation is based on an average taken over the reporting period.
| 2024 | Vestlandet (NO) | Rjukan (NO) | Vestby (NO) | Kristinehamn (SE) | |
|---|---|---|---|---|---|
| Number of employees (FTE) | 568,5 | 38,0 | 27,0 | 11,0 | |
| Number of permanent employees (FTE) | 541,0 | 38,0 | 27,0 | 10,0 | |
| Number of non-guaranteed hours employees (FTE) | 3,0 | 1,0 | 0,0 | 0,0 | |
| Number of full-time employees (FTE) | 545,0 | 38,0 | 27,0 | 11,0 | |
| Number of part-time employees (FTE) | 19,5 | 0,0 | 0,0 | 0,0 |
Accounting principles
- FTE: To calculate the Full-Time Equivalent (FTE) of employees, we divide the total hours worked by each employee by the standard full-time workweek hours. This standard measure is used to represent an employee's workload in a way that makes workloads comparable across various contexts. For more information on FTE, see chapter ESRS 2 BP-2 Reporting on workforce: FTE vs headcount.
- FTE and breakdowns by gender distribution: Gender distribution is defined as the number of employees that have registered themselves as either male or female in our HR systems. At this point, our HR systems do not have the opportunity for “other” gender distribution is calculated by summarizing the total aggregated headcount of women and men.
Employee turnover
| 2024 | |
|---|---|
| Number of employees who have left the undertaking during the reporting period | 96 |
| Percentage of employee turnover | 14% |
Accounting principles
- Turnover: To calculate the turnover percentage, we divide the number of employees who left the company during the time period by the average number of FTE’s, times 100. The turnover total includes voluntary resignments, such as leaving the company due to reaching the pension age or termination of the contract by the employee.
ESRS S1-7 CHARACTERISTICS OF NON-EMPLOYEES IN THE UNDERTAKING’S OWN WORKFORCE
The employees stated as “non-guaranteed hours employees” in the table are a combination of self-employed people, people provided by undertakings primarily engaged in employment activities and employees with no contractual assurance of a minimum- or set number of working hours. This calculation is based on an average taken over the reporting period.
Total number of non-guaranteed hours employees
| Total employees | Women | Men | |
|---|---|---|---|
| 4,0 | 1,0 | 3,0 |
ESRS S1-8 COLLECTIVE BARGAINING COVERAGE AND SOCIAL DIALOGUE
We have collective bargaining agreements within the European Economic Area (EEA). Only those in countries with more than 50 employees and representing at least 10% of the total workforce are reflected in the table. We do not have representation agreements by European Works Council (EWC) in place.
| Coverage Rate | Employees-EEA | Employees-Non EEA | Workplace representation (EEA) only | |
|---|---|---|---|---|
| Collective bargaining coverage | 0-19% | n/a | n/a | n/a¹ |
| 20-39% | Norway | n/a | n/a¹ | |
| 40-59% | n/a | n/a | n/a¹ | |
| 60-79% | n/a | n/a | n/a¹ | |
| 80-00% | Sweden | n/a | n/a¹ |
¹: Scana is unable to retrieve information regarding employee’s affiliation with different trade unions due to this not being documented in the HR systems.
Accounting principles
- Collective bargaining: The coverage of collective bargaining is calculated by aggregating the total number of employees covered by collective bargaining agreements in the reporting period, excluding freelancers and contractors, and dividing this total by the number of employees. For countries with significant employment, i.e., above 50 employees and representing at least 10% of total employees, the coverage is calculated by aggregating the total number of employees in each country, excluding freelancers and contractors, and dividing this total by the number of employees covered by collective bargaining in the respective countries.
- Workers’ representatives: Workers’ representatives are defined as employee-elected individuals who represent the workforce in specific locations concerning employee-related topics, such as the work environment and working conditions. For countries with significant employment, i.e., above 50 employees and representing at least 10% of total employees, the coverage is calculated by aggregating the total number of employees in each country, excluding freelancers and contractors, and dividing this total by the number of employees covered by workers representatives in the respective country in the reporting period.
Scana emphasizes the commitment to developing young talent through apprenticeships and trainee programs.
Photo credit: Nordhordaland Tekst & Foto
ESRS S1-10 ADEQUATE WAGES
We are committed to the principle of equal pay and have a constant focus on ensuring equal pay for equal positions and competences in all aspects of the HR processes, from hiring to talent management. All employees, including hired personnel, are paid fair wages above minimum pay. Adequate wages, defined as wages that meet the needs of a worker and their family, considering the national economic and social conditions of a country, should be sufficient to ensure a decent standard of living, covering essential expenses such as housing, food, healthcare, education, and transportation. In Norway we follow the sectors’ agreed-upon agreements, determined in collective agreements which are above minimum wages (“living wages”). In Sweden, wages are also primarily determined through collective bargaining agreements.
ESRS S1-11 SOCIAL PROTECTION
Through the social systems of the countries Scana operates in, as well as through employee insurances, employees are covered against loss of income due to major life-changing events, such as sickness, occupational injury, parental leave, and retirement.
| Social protection | Employees covered by social protection |
|---|---|
| Permanent employees (FTE) | 644,5 |
| Non-guaranteed hours employees (FTE) | 4,0 |
| Full-time employees (FTE) | 621,0 |
| Part-time employees (FTE) | 19,5 |
| In % | 100 % |
| 100 % | |
| 100 % | |
| 100 % |
S1-14 HEALTH AND SAFETY METRICS
Employee well-being
Scana has implemented a comprehensive HSE program systematically applied across both the holding company and portfolio companies. Health and safety metrics are standing agenda items at all board meetings, with specific focus on work absence rates, near-miss incidents, workplace injuries, and management response and preventative measures. The organization maintains consistently low sickness absence rates. No work-related illness has been recorded within the Group’s operations. Internal assessment confirms satisfactory working environment conditions.
Human rights and labor practices
Scana and its portfolio companies have integrated responsible business conduct throughout operational frameworks, with formal commitment to human rights and decent working conditions embedded in the Code of Conduct and business management processes. The approach includes conducting human rights impact assessments across internal operations and evaluating labor rights risks within critical supplier relationships. We have implemented due diligence processes to identify and address potential violations. We publish transparent reporting on human rights performance in annual disclosures to ensure accountability.
Health and safety systems
All our employees, including non-employee workers are covered by the portfolio companies’ health and safety systems. Our health and safety management system is built on a foundation of legal requirements and recognized standards, ensuring that our practices are both compliant and effective. PSW Technology, PSW Solutions, and PSW Power & Automation, are ISO 45001 and ISO 14011 certified, demonstrating our commitment to occupational health, safety, and environmental management. Additionally, all Scana ASA’s portfolio companies are ISO 9001 certified, ensuring quality management across our operations. To ensure the robustness of our health and safety management system, we employ both internal and external auditing processes. Regular internal audits assess compliance with our health and safety policies, while external audits by certified bodies provide an objective evaluation of our practices. These audits confirm our adherence to recognized standards and help us continuously improve our safety performance.# SCANA ASA | ANNUAL REPORT 2024
HEALTH AND SAFETY METRICS
| Health and safety | 2024 |
|---|---|
| Percentage of own workforce who are covered by the undertaking’s health and safety management system | 100% |
| Percentage of freelancers and contractors covered by the undertaking’s health and safety management system | 100% |
| Number of fatalities as a result of work-related injuries and work-related ill health | 0 |
| Number of recordable work-related accidents: | 12 |
| Medical treatment Injuries | 6 |
| Lost time injuries | 6 |
| Rate of recordable work-related accidents | 10,7 |
Accounting principles
- Number of work-related accidents: The consolidated number of accidents occurred for employees within the reporting period recorded in local health and safety management systems of the portfolio companies.
- Rate of recordable work-related accidents: Calculated by dividing the number of loss time injuries, medical treatment cases and incidents resulting in death by the aggregated working hours and multiplied by 1.000.000(6+6)/1.125.259*1.000.000 ≈ 10,66
- Number of fatalities: The number of fatalities registered across Scana resulting from work-related injuries or work-related ill health.
- LTI: An incident that leads to a day away from work at least 100% from the day after the incident.
- Number of days lost: The number of days lost, from and including the first full day and last day of absence, and including all calendar days of the period (e.g., incl. weekends and public holidays)
ESRS S1-15
WORK-LIFE BALANCE METRICS
| Work-life balance | 2024 |
|---|---|
| Percentage of employees entitled to take family-related leave | 99,3 % |
| Percentage of entitled employees that took family-related leave | 4,3 % |
Comparison of percentage of employees that took family related leave:
| 2024 | Women | Men |
|---|---|---|
| 18,0 % | 82,0 % |
Accounting principles
- Work life balance metrics: Parental leave is available to parents who are members of the national insurance scheme, have had pensionable income for at least six of the last ten months, and meet specific employment criteria (employed or received benefits like sick leave or unemployment benefits for at least six of the last ten months before the start of the parental leave period).
72
SCANA ASA | ANNUAL REPORT 2024
ESRS S1-17
INCIDENTS, COMPLAINTS AND SEVERE HUMAN RIGHTS IMPACTS
| Discrimination incidents reported and complaints filed | 2024 |
|---|---|
| Discrimination incidents reported | 0 |
| Complaints filed | 0 |
| Fines, penalties and compensation – relating to discrimination | 0 |
| Number of severe human rights incidents | 0 |
| Fines, penalties, and compensation – relating to severe human rights incidents | 0 |
Accounting principles
- Compilation and reporting of incidents with severe human rights impact: Scana ASA would typically compile and report information on incidents, complaints, and human rights impacts by maintaining detailed records through internal reporting systems and grievance mechanisms. These records would then be reviewed and verified by compliance or human resources departments, ensuring accuracy and completeness. Finally, the compiled data would be included in annual reports or sustainability disclosures, often reconciled with financial statements to provide a comprehensive overview. However, during the reporting period, Scana ASA did not have any incidents of discrimination, harassment, or complaints filed through grievance mechanisms or National Contact Points for OECD Multinational Enterprises. Consequently, there were no fines, penalties, or compensation for damages related to such cases.
73
SCANA ASA | ANNUAL REPORT 2024
SUSTAINABILITY STATEMENT: GOVERNANCE INFORMATION
74
SCANA ASA | ANNUAL REPORT 2024
BUSINESS CONDUCT – ESRS G1
ESRS G1-1 BUSINESS CONDUCT POLICIES AND CORPORATE CULTURE
Material risks
Scana recognizes the potential material impact of corruption and bribery. A corruption or bribery incident could lead to legal penalties, damage the company's reputation, erode stakeholder trust, and may have economic impact on the Group. In response, Scana has implemented policies and procedures, coupled with allocated resources, to prevent, mitigate, and remediate corruption and bribery. These efforts support the company's overall sustainability strategy and contribute to a fair and transparent business environment. Some of Scana's operations are located in areas more exposed to breaches of business ethics and other business conduct matters, such as Brazil, China and West-Africa where we deliver services to some of our Norwegian customers. Scana considers almost all employees to be at risk when it comes to corruption, bribery or ethical dilemmas. Hence, the training is mandatory for all employees. Functions with a commercial role are especially considered as “high risk functions”.
Policies & procedures
Scana has prepared and implemented several policies on prevention and detection of corruption and bribery. This section pertains to policies related to Impacts, Risks, and Opportunities (IROs). The purpose of these policies is to provide guidance for conducting business ethically and transparently. These policies outline a zero-tolerance approach, prohibits all forms of bribery, mandates compliance with anti-corruption laws, establishes protocols for gifts and hospitality, reporting, whistleblowing, training, and monitoring, and emphasizes continuous improvement through internal audits and necessary adjustments.
- Code of Conduct: The Code of Conduct, encompassing ethical guidelines, anti-corruption policies, and instructions for the BoD and CEO, provides comprehensive guidance for ethical business conduct and supplier interactions, applying globally.
- Expanded guidelines for anti-corruption and handling of corruption risk: This document, integrated into the Code of Conduct, provides specific guidance for navigating corruption risks.
- Supplier Code of Conduct: This code outlines expectations for ethical conduct from suppliers, including compliance with anti-corruption measures.
- Whistleblowing policy: Encourages employees to report any suspected corruption or bribery incidents through secure and confidential channels.
Corporate culture
Scana establishes, develops, promotes, and evaluates its corporate culture through various mechanisms, primarily centered around ethical conduct, sustainability, and risk management. We establish our corporate culture through foundational documents like the Ethical Guidelines/Code of Conduct. This document describes the general ethical principles for governance and the expected conduct of employees, partners (including agents and contracted personnel), and suppliers. The Board of Directors plays a crucial role in setting the vision, values, and long-term objectives of the company, which form the basis of our culture. We have also established various policies that reflect our values, including a Sustainability Policy, a Policy on prevention and detection of corruption and bribery, an IT and Social Media Policy, and a Whistleblower Policy. These policies collectively define expected behaviors and standards within the organization.
Development of the corporate culture: Scana develops our corporate culture by embedding responsible business conduct into its policies and management systems. This includes integrating ethical considerations into decision-making processes and operational practices. We identify and evaluates the expectations of our stakeholders, such as shareholders, employees, customers, and the wider community, to ensure our culture aligns with these expectations. Scana actively works to improve our culture by addressing areas with development potential, such
75
SCANA ASA | ANNUAL REPORT 2024
as environmental risk, climate risk, working environment risk, human rights, and anti-discrimination/inclusion risk. The ongoing development of ESG policies and procedures further shapes the corporate culture by integrating sustainability principles into the organization. Scana aims to foster a drug-free working environment and emphasizes equal opportunities and fair treatment of employees, actively working against harassment and discrimination.
Promotion of our corporate culture: Scana promotes our corporate culture through training and awareness programs on its Ethical Guidelines/Code of Conduct. All employees are expected to read and understand the Code of Conduct. E-learning modules are utilized for this purpose. Managers are responsible for ensuring that employees have read the Code of Conduct and that it is implemented in practice. The company encourages employees to actively support the company's ethical guidelines towards colleagues, partners, suppliers, and civil society. Scana has established whistleblowing channels to encourage the reporting of potential misconduct, reinforcing a culture of ethical behavior and transparency. The IT and Social Media Policy provides guidelines for online conduct, promoting a truthful, transparent, and responsible digital presence for employees. The Supplier Code of Conduct extends Scana's ethical expectations to its business partners, promoting a consistent culture of integrity across its value chain.
Identifying, reporting and investigating concerns about unlawful behaviour
Scana has established several mechanisms for identifying, reporting, and investigating concerns about unlawful behavior or behavior contradicting its code of conduct or similar internal rules, accommodating both internal and external stakeholders.
Mechanisms for identifying concerns: Scana conducts corporate risk assessments that include compliance risk, reputational risk, and the risk of corruption, which can identify potential areas of unlawful behavior. Climate-related risks are also incorporated into the corporate risk assessment. Management of change processes for larger operations/projects include consideration of corruption risk. The portfolio companies evaluate suppliers through background checks, self-evaluations, and system audits to ensure a responsible and sustainable supply chain, which includes adherence to ethical standards and laws.# SCANA ASA | ANNUAL REPORT 2024
Mechanisms for Reporting and Investigating Concerns
The Supplier Code of Conduct requires suppliers to have procedures for detecting and preventing breaches of the principles within the code and their sub-suppliers, including due diligence on human rights, labor rights, environment, and business integrity.
Mechanisms for Reporting Concerns
Scana has a Whistleblower Policy and has established secure and confidential channels for reporting suspected corruption or bribery incidents. A dedicated email address, [email protected], is established and monitored by the Legal Council in Scana. Employees are expected to report breaches of conduct, laws, and regulations to their immediate superior. If this is not appropriate, the report should be made to other line managers. Contact information for Supervisors in Scana and portfolio companies is available.
The Supplier Code of Conduct expects suppliers to implement reporting mechanisms for their workers to address grievances and ensures no retaliation against workers who speak up. Suppliers also have a duty to notify Scana immediately in case of serious breaches of the Code of Conduct or applicable laws at their or their sub-supplier's facilities, such as fatalities, serious injury, labor strikes, forced labor, or child labor.
Scana has a routine for responding to requests for information regarding the Transparency Act. Anyone, including private individuals, businesses, and journalists, can request access to information in writing about how Scana handles negative consequences for basic human rights and decent working conditions. Inquiries can be sent to [email protected] or via postal mail.
Mechanisms for Investigating Concerns
All managers are responsible for ensuring that employees have read the Code of Conduct and that it is implemented in practice. Breach of conduct will not be tolerated and may lead to internal sanctions, dismissal, or legal action. Scana is committed to investigate business conduct incidents promptly, independently and objectively, where the investigators or investigating committee are separate from the chain of management involved in the matter, and the outcome is reported to the administrative, management and supervisory bodies.
When non-conformances or violations of laws and Scana's ethical standard for suppliers are found, the suppliers must rectify the situation within a certain time, and Scana will work closely with them in this process. Scana may request written reports from suppliers concerning human rights, labor rights, and other subjects covered in the Supplier Code of Conduct, as well as potential risk factors.
In audits, Scana representatives review any part of the premises where work under a contract is performed, as well as records and data to verify compliance with the Supplier Code of Conduct, including subcontractors' premises.
The implementation of the anti-corruption and bribery policy is overseen by the Compliance Officer, who will ensure that anti-corruption measures are integrated into all business operations. In case of incidents in subsidiaries, communication lines are clarified between the CEO and the General Manager of the subsidiary. The CEO is supported by an advisor in preparing messages and comments, addressing what happened, the impact on stakeholders, actions taken, and expected return to normalcy. Actions are taken to identify measures to prevent recurrence, and external experts may be engaged.
Accommodation of Reporting from Internal and/or External Stakeholders
- Internal stakeholders (Employees): Scana explicitly encourages all employees to voice concerns about potential breaches of conduct or ethical guidelines through various channels, including their superiors and a dedicated whistleblowing system. Training on the Ethical Guidelines and the "Scana innside and Stock Market" program further promotes awareness and reporting.
- External stakeholders (partners, suppliers, public): Scana's Supplier Code of Conduct outlines expectations for ethical behavior and provides a framework for Scana to address concerns within its supply chain, including the duty for suppliers to report serious breaches. The Transparency Act routine specifically allows any external party to request information about Scana's handling of human rights and working conditions. This demonstrates an accommodation for reporting and raising concerns from external stakeholders. The establishment of [email protected] also serves as a point of contact for external concerns related to human rights.
ESRS G1-3, ESRS2. MDR-A PREVENTION AND DETECTION OF CORRUPTION AND BRIBERY
Scana ASA aims to continually improve and enhance policies and processes to address material impacts, risks and opportunities with regard to corruption and bribery. Scana utilizes monitoring programs and internal control procedures to detect corruption and bribery. These include the following measures:
- Code of Conduct and training: Scana has a code of conduct that includes expanded guidelines for anti-corruption and handling corruption risk. The company requires all employees, including training is given to members of the administrative, management and supervisory bodies, to undergo training on the Code of Conduct, including anti-corruption policies and stock market regulations. This training is delivered through an e-learning platform and aims to ensure that all employees understand the company’s ethical guidelines and the role in preventing corruption.
- Whistleblowing policy: Scana encourages employees to report any suspected corruption or bribery incidents through a secure and confidential channel. The company emphasizes that there will be no retaliation for reporting concerns in good faith. Scana’s whistleblowing policy emphasizes that any harassment or retaliation against individuals who raise ethical concerns is considered a breach of conduct.
- Risk assessment and due diligence: The company conducts risk assessments, including a human rights risk assessment, to identify potential corruption and bribery risks. Scana also performs due diligence on third parties to ensure they comply with anti-corruption and bribery standards. This includes reviewing suppliers' practices and requiring them to adhere to the company’s supplier code of conduct.
- Internal audits: Scana may conduct internal audits to assess compliance with its anti-corruption and bribery policy. These audits help to ensure the effectiveness of the company’s anti-corruption measures and identify areas for improvement.
- Monitoring and review: Scana regularly monitors and reviews its anti-corruption and bribery measures to ensure the effectiveness. The company may adjust its measures as needed based on the results of these reviews.
The company has a dedicated QHSE & Sustainability Manager who is responsible for keeping updated on relevant rules and regulations related to sustainability, as well as maintaining the procedures for these programs. The QHSE & Sustainability Manager also supports the company's portfolio companies with environmental reporting and serves as a point of contact for stakeholders on matters related to sustainability, human rights, and QHSE.
Training of employees in vulnerable positions (Code of Conduct/Ethical Guidelines) 2024
| Type of training provided | Code of conduct, insider information | Corporate governance and the board | Other employees | Accounting principles |
|---|---|---|---|---|
| Training method | Classroom, e-learning, independent study | |||
| Total number of employees | 644.5 | 66.5 | 578.0 | |
| % | 100% | |||
| Total number of employees participated | 592.0 | 42.0 | 552.0 | |
| Of which participated in training | ||||
| Permanent employees are defined as the headcount of employees with an employment contract, whether or not they have a fixed end date. based on an average taken over the reporting period. | ||||
| Total number of employees participated | ||||
| The total numbers of employees that participated in classroom training, e-learning, and independent study. | ||||
| We have no available data for segregation of training between male and female personnel. | ||||
| Corporate governance and the BoD | The BoD in Scana and the portfolio companies. Corporate governance equals to Group management. Defined as the two levels below the administrative management and supervisory bodies | |||
| Training duration | Estimated average of performed training in classroom training, e-learning, independent study. No exact numbers available. |
ESRS 2 MDR-A METRICS AND TARGETS
Scana has policies and processes in place to address material impacts, risks, and opportunities related to corruption and bribery. If serious allegations or incidents occur, they are addressed by top management, and followed up by actions utilizing necessary resources, time, and other necessary resources for both internal and external follow-up work. Afterwards the incident is evaluated and the need for additional training- or other measures is considered. Throughout the reporting year, efforts have been strengthened by establishing a Legal Counsel within the top management of Scana. This position has the overall responsibility for following up any issues related to corruption and bribery, supported by key personnel in Scana and the portfolio companies. There have been no significant incidents related to corruption and bribery during the reporting year.
ESRS G1-4 INCIDENTS OF CORRUPTION AND BRIBERY
| 2024 | |
|---|---|
| Incidents relating to corruption or bribery | |
| Number of convictions and the amount of fines for violation of anti-corruption and anti- bribery laws | 0 |
| Actions taken to address breaches in procedures and standards of anti-corruption and anti-bribery | n/a |
IRO 2 - LIST OF DATAPOINTS IN CROSS-CUTTING AND TOPICAL STANDARDS THAT DERIVE FROM OTHER EU LEGISLATION
| Disclosure Requirement and related datapoint | SFDR reference, Annex 1 | Benchmark Regulation reference | Material / Not material |
|---|---|---|---|
| ESRS 2 GOV-1 Board's gender diversity par. |
THE BOARD OF DIRECTORS
Board of Scana: Ida Ianssen Lundh, Morten Blix, Silje C. Augustson, Stig Tore Vangen, Bjørn Gabriel Reed
Bergen, 23 April 2025
BOARD AND MANAGEMENT
BOARD
Stig Tore Vangen
Chairman of the Board
ESG: Social-Governance
Stig Tore Vangen (b. 1979) is currently serving as Chief Financial Officer (CFO) at Perestroika AS. Perestroika is actively engaged in a wide range of capital market transactions. Prior to joining Perestroika, Vangen served for seven years as CFO of Wilson ASA, Europe’s largest short-sea shipping company. Vangen has also 15 years of experience in the banking and finance sector, holding various leadership roles in investment banks before joining Wilson. He holds a Master of Science (M.Sc.) in Finance from EU Business School in Barcelona.
Silje C. Augustson
Board member
ESG: Environmental-Social-Governance
Silje Christine Augustson (b. 1974) is currently a Senior Advisor in Investment Banking at Arctic Securities. She has 25 years of international experience in investment banking, the alternative investment industry, private investment firms, as well as leadership roles in industry and entrepreneurship. Augustson has over 15 years of experience as a board member in publicly listed and private companies, including serving as Chair of the Board and later CEO of Noreco ASA (now BlueNord ASA). She holds a master's degree in management from ESCP in Paris and a bachelor's degree in economics from UT1, University of Toulouse.
Morten Blix
Board member
ESG: Environmental-Social-Governance
Morten Blix (b. 1961) co-founded Herkules Private Equity Fund in 2003. Mr. Blix has extensive investment experience from 14 years in the Financial Investments division at Orkla from 1987 to 2001. Blix has been involved in a broad range of investment activities including private equity investments recent years.
Ida I. Lundh
Board member
ESG: Environmental-Social-Governance
Ida Lanssen Lundh (b. 1987) currently works as Senior Vice President Subsurface in OKEA ASA, previously VP Business Development and VP Drilling & Wells in OKEA ASA. With over 10 years of experience from the oil and gas industry, she holds extensive national and international experience and insight within company and project management, technology and M&A. She has previously had several board positions, and holds a master’s degree in petroleum engineering from NTNU/Colorado School of Mines.
Bjørn Gabriel Reed
Board member
ESG: Social-Governance
Bjørn Gabriel Reed (b 1958) has been practicing as a business lawyer in Oslo since 1984, primarily as a Partner, Managing Partner, and Senior Partner at the law firm BAHR; he now works as an independent trusted advisor and arbitrator for Norwegian and international assignments. Over the years, Reed has held board positions in industrial, financial, and commercially listed and unlisted companies.
MANAGEMENT
Pål Selvik
Chief Executive Officer
Pål Selvik (b.1972) has more than 20 years’ experience from equity and capital markets. He has been CFO of the GC Rieber-Group for 15 years, and also CEO of GC Rieber Fortuna AS, an investment company within the GC Rieber Group. He has board-experience from shipping/offshore, real estate, financial and industrial companies. Selvik holds an MBA in Finance from NHH (Norwegian School of Economics).
Morten Riiser
Chief Financial Officer
Morten Riiser (b. 1984) has a strong background in finance and business management, having previously served as the Chief Financial Officer (CFO) of Endur ASA. Prior to this he worked several years within auditing in KPMG Norway. His experience covers a broad range of industries including oil service, offshore and maritime industry. He holds a Master’s degree in Accounting and Auditing and is also a State Authorized Public Accountant.
Anette Netteland Dybvik
Head of Investor Relations and Communications
Anette Netteland Dybvik (b. 1991) joined Scana ASA in September 2022. She holds a Master of Science in finance and is also a State Authorized Public Accountant. Prior to joining Scana Dybvik has experience from EY working with Auditing and Transactions for large Norwegian and International companies within the oil service, offshore and shipping industry.
Baste Tveito
Chief Operations Officer
Baste Tveito (b. 1964) has broad experience from senior management positions within oil & gas, systems industry, and several business organizations. He has international sales and negotiation experience and has built up and commercialized several products from research and development to finished system solutions.
Stian Vikebø
General Counsel
Stian Vikebø (b.1982) holds a Master of Law from the University of Bergen. Vikebø has more than 10 years of experience as in-house counsel within oil service, offshore, and venture capital, as well as experience from the law firms Thommessen and Arntzen de Besche.
CONSOLIDATED FINANCIAL STATEMENTS
Scana Group | STATEMENT OF PROFIT OR LOSS
PERIOD 1 JANUARY – 31 DECEMBER
| Disclosures | 2024 | 2023 |
|---|---|---|
| OPERATING REVENUE | ||
| Operational revenue | 4 1 924.1 | 1 605.7 |
| Other revenue | 5 45.9 | 0.3 |
| Total operating revenue | 1 970.1 | 1 606.0 |
| OPERATING EXPENSES | ||
| Materials, goods and services | -919.3 | -881.3 |
| Payroll expenses | 8 -634.1 | -441.9 |
| Other operating expenses | 6 -156.0 | -101.6 |
| Total operating expenses | -1 709.4 | -1 424.8 |
| EBITDA | 260.6 | 181.3 |
| Depreciation, amortisation, impairment | 10/11/12/13 -113.0 | -97.9 |
| Operating profit/loss (-) | 147.6 | 83.3 |
| Income from interests in associated companies | 0.0 | 4.8 |
| FINANCIAL INCOME AND EXPENSES | ||
| Interest income | 4.6 | 3.2 |
| Interest expense | 22 -37.2 | -40.5 |
| Net currency gain/loss (-) | 19 -3.3 | 8.1 |
| Other financial income/expenses (-) | 7 -1.9 | -2.4 |
| Net financial income/expenses (-) | -37.7 | -31.6 |
| Profit/loss (-) before tax | 109.9 | 56.5 |
| Income tax expense | 9 -26.6 | 15.0 |
| Profit/loss (-) | 83.3 | 71.6 |
| THE PROFIT/LOSS IS DISTRIBUTED AS FOLLOWS | ||
| Owners of the company | 25 83.3 | 71.6 |
| Profit/loss (-) | 83.3 | 71.6 |
| Earnings per share | 26 0.18 | 0.16 |
| Diluted earnings per share | 26 0.18 | 0.15 |
Scana Group | STATEMENT OF OTHER COMPREHENSIVE INCOME
PERIOD 1 JANUARY – 31 DECEMBER (million NOK)
| Disclosures | 2024 | 2023 |
|---|---|---|
| Profit/loss (-) | 83.3 | 71.6 |
| OTHER COMPREHENISVE INCOME | ||
| Items that may be reclassified subsequently to profit or loss | ||
| Exchange difference on translations of foreign operations | 0.7 | 0.2 |
| Other comprehensive income, net of tax | 0.7 | 0.2 |
| Total comprehensive income, net of tax | 84.0 | 71.7 |
| THE OTHER COMPREHENISVE INCOME IS DISTRIBUTED AS FOLLOWS | ||
| Owners of the company | 84.0 | 71.7 |
| Total comprehensive income, net of tax | 84.0 | 71.7 |
Scana Group | STATEMENT OF FINANCIAL POSITION (million NOK)
| Disclosures | 2024 | 2023 |
|---|---|---|
| NON-CURRENT ASSETS | ||
| Deferred tax assets | 2/9 44.2 | 67.8 |
| Goodwill | 2/10/11 313.1 | 285.9 |
| Intangible assets | 2/10 69.8 | 71.4 |
| Right of use assets | 2/12 389.2 | 389.5 |
| Property, plant and equipment | 13/24 151.5 | 154.0 |
| Investment in associated companies | 1.1 | 1.1 |
| Other non-current assets | 16 14.8 | 15.0 |
| Total non-current assets | 983.8 | 984.7 |
| CURRENT ASSETS | ||
| Inventories | 14/24 99.4 | 59.2 |
| Trade receivables | 15/19/20/24 327.6 | 252.6 |
| Contract assets | 2/4/19/24 108.0 | 99.4 |
| Derivatives | 20 0.4 | 6.4 |
| Prepayments and other current receivables | 16/20 44.8 | 56.6 |
| Cash and cash equivalents | 20/21 7.3 | 36.4 |
| Total current assets | 587.5 | 510.5 |
| Total assets | 1 571.3 | 1 495.2 |
| EQUITY | ||
| Paid-in capital | 25/26/27 1 165.5 | 1 149.7 |
| Other equity | -502.5 | -568.5 |
| Total equity | 663.0 | 581.2 |
| NON-CURRENT LIABILITIES | ||
| Loans and borrowings | 19/22/24 58.0 | 93.6 |
| Lease liabilities | 2/19/20/22/23 322.5 | 326.1 |
| Other non-current liabilities | 2.8 | 2.2 |
| Total non-current liabilities | 383.2 | 422.0 |
| CURRENT LIABILITIES | ||
| Loans and borrowings | 19/22/24 9.5 | 22.1 |
| Lease liabilities | 2/19/20/22/23 92.5 | 81.5 |
| Trade payables | 18/20 109.8 | 101.2 |
| Contract liabilities | 4 97.6 | 115.6 |
| Derivatives | 20 2.6 | 2.8 |
| Other current liabilities | 17 213.0 | 168.8 |
| Total current liabilities | 525.1 | 492.1 |
| Total equity and liabilities | 1 571.3 | 1 495.2 |
Scana Group | STATEMENT OF CASH FLOW (million NOK)
| Disclosures | 2024 | 2023 |
|---|---|---|
| CASH FLOW FROM OPERATING ACTIVITIES | ||
| Profit/loss (-) before tax | 109.9 | 56.5 |
| Tax paid | 9 -6.2 | 0.1 |
| Gain (-) / loss | 5 -45.6 | 0.1 |
| Gain (-) / loss on disposals of shares | 0.0 | -4.8 |
| Depreciation, amortisation, impairment | 10/11/12/13 113.0 | 97.9 |
| Non cash element | 11.7 | 2.4 |
| Interest income | -4.6 | -3.2 |
| Interest costs | 37.2 | 40.5 |
| Interests received | 4.6 | 3.2 |
| Change in net working capital | -73.6 | -35.0 |
| Net cash from operating activities | 146.5 | 157.9 |
| CASH FLOW FROM INVESTING ACTIVITIES | ||
| Proceeds from sales of property, plant, equipment and intangible assets | 10/13 106.1 | 0.7 |
| Acquisition of property, plants, equipment and intangible assets | 10/13 -81.0 | -32.7 |
| Net payments from LT receivables | 0.8 | 0.0 |
| Proceeds from sale of shares in associated companies | 0.0 | 40.2 |
| Acquisition of subsidiaries | 3 -18.0 | -6.8 |
| Investments in shares and paid in equity | 16 0.0 | -2.5 |
| Investments in associates | 0.0 | -1.1 |
| Dividend associated companies | 0.0 | 1.8 |
| Net cash from investing activities | 7.8 | -0.3 |
| Payments of LT borrowings | 22 -65.0 | -35.9 |
| Payments of lease liabilities | 23 -71.8 | -59.2 |
| Payments of ST borrowings | 22 0.0 | -0.3 |
| Proceeds from issue new share capital | 27 16.8 | 13.5 |
| Dividend paid | -22.6 | 0.0 |
| Net cash other finance income/expenses | -2.2 | -2.6 |
| Interest paid | 22/23 -38.5 | -40.4 |
| Net cash from financing activities | -183.3 | -124.8 |
Statement of Changes in Equity
(million NOK)
| Disclosures | Share capital | Share premium | Retained earnings | Translation reserve | Total Equity |
|---|---|---|---|---|---|
| Equity as of 1 January 2024 | 450.0 | 699.7 | -569.5 | 1.0 | 581.2 |
| Profit / Loss | 0.0 | 0.0 | 83.3 | 0.0 | 83.3 |
| Other comprehensive income | 0.0 | 0.0 | 0.0 | 0.7 | 0.7 |
| Total comprehensive income | 0.0 | 0.0 | 83.3 | 0.7 | 84.0 |
| Share based payment 8 | 0.0 | 0.0 | 3.7 | 0.0 | 3.7 |
| Dividend | 0.0 | 0.0 | -22.6 | 0.0 | -22.6 |
| Capital increase 27 | 11.9 | 4.9 | 0.0 | 0.0 | 16.8 |
| Equity as of 31 December 2024 | 461.9 | 704.7 | -505.2 | 1.6 | 663.0 |
(million NOK)
| Disclosures | Share capital | Share premium | Retained earnings | Translation reserve | Total Equity |
|---|---|---|---|---|---|
| Equity as of 1 January 2023 | 440.6 | 695.6 | -644.3 | 0.8 | 492.7 |
| Profit / Loss | 0.0 | 0.0 | 71.6 | 0.0 | 71.6 |
| Other comprehensive income | 0.0 | 0.0 | 0.0 | 0.2 | 0.2 |
| Total comprehensive income | 0.0 | 0.0 | 71.6 | 0.2 | 71.7 |
| Share based payment 8 | 0.0 | 0.0 | 3.3 | 0.0 | 3.3 |
| Capital increase 27 | 9.4 | 4.1 | 0.0 | 0.0 | 13.5 |
| Equity as of 31 December 2023 | 450.0 | 699.7 | -569.5 | 1.0 | 581.2 |
DISCLOSURE 1 | MATERIAL ACCOUNTING POLICY INFORMATION
CORPORATE INFORMATION
Scana ASA’s registered office is at Wernersholmvegen 49, Bergen, in Norway. Scana ASA is listed on the Oslo Stock Exchange. The consolidated financial statements of Scana Group for the fiscal year 2024 were approved in the board meeting on 23 April 2025.
BASIS OF PREPARATION
Scana Group’s consolidated financial statements is prepared in accordance with IFRS® Accounting Standards as adopted by the EU and are mandatory for financial years beginning on or after 1 January 2024, and Norwegian disclosure requirements listed in the Norwegian Accounting Act as of 31 December 2024. The presentation currency for the Group is Norwegian Kroner (NOK) which is also the functional currency for the parent company Scana ASA. All numbers are rounded and given to the nearest million (‘000 000) except when otherwise stated. As a result of rounding adjustments, the figures in one or more rows or columns included in the financial statements may not add up to the total of that row or column. The financial statements have been prepared under the assumption of going concern. Annual accounts consist of a statement of profit or loss, statement of other comprehensive income, statement of financial position, statement of cash flow, statement of changes in equity and disclosures to the accounts. The financial statements have been prepared on a historical cost basis except for certain assets, liabilities and financial instruments, which are measured at fair value.
BASIS OF CONSOLIDATION
Scana Group’s consolidated financial statements comprise the parent company Scana ASA and its subsidiaries as of 31 December 2024. An entity has been assessed as being controlled by the Group when Scana Group is exposed for or has the right to variable returns from its involvement with the entity and can use its power over the entity to affect the amount of the group’s returns. A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction. If the Group loses control over a subsidiary, it derecognizes the related assets, liabilities, non-controlling interest and other components of equity, while any resulting gain or loss is recognized in profit or loss.
Business combinations
Scana Group accounts for business combinations is applying the acquisition method, meaning that the acquired set of activities and assets is transferred to the group when it meets the definition of a business and control. The Group determines that it has acquired a business when the acquired set of activities and assets includes an input and a substantive process that together significantly contributes to the ability to create output. Acquisition-related costs are expensed as incurred and included in administrative expenses. The consideration transferred into the acquisition is generally measured at fair value, as are the identifiable net assets acquired. Excess of the total sum of transferred consideration, amount recognized for minority interests and fair value of any previously held equity interests in the acquired company in relation to the net value of identifiable acquired assets and assumed liabilities, is recognized as goodwill.
Transactions eliminated on consolidation
Intercompany transactions, balances and unrealized gains or losses in transactions between Scana Group companies are eliminated. Unrealized gains related to transactions with affiliated companies and joint ventures are eliminated with Scana Group’s share in the business. Correspondingly, unrealized losses are eliminated, but only to the extent that there are no indications of a decrease in value of the asset that has been sold internally.
REVENUE
Revenue from contracts with customer
All customer contracts are assessed using the five-step model. Only approved customer contracts with a firm commitment are basis for revenue recognition. The deliveries in the contracts are reviewed to identify distinct performance obligations, and revenue is recognized in line with how the entity satisfies these performance obligations – either over time or at a point in time. This assessment may involve significant judgement. For customer contracts for which the performance obligations are satisfied over time, revenue is recognized over time using a cost progress method or as time and material are delivered to the customer. For contracts with customers for which the performance obligations are satisfied at a point in time, revenue is recognized at the point in time when the customer obtains control of the product or the service. Details of the nature of performance obligations for each of the major types of customer contracts are set out in disclosure 4.
Contract assets
Contract assets: A contract asset is the right to consideration in exchange for goods or services transferred to the customer. If the Group performs by transferring goods or services to a customer before the customer pays consideration or before payment is due, a contract asset is recognized for the earned consideration that is conditional.
Trade receivables
Trade receivables: A receivable represents Scana Group’s right to an amount of consideration that is unconditional.
Contract liabilities
Contract liabilities: A receivable represents the Group’s right to an amount of consideration that is for which Scana Group has received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration before the Group transfers goods or services to the customer, a contract liability is recognized when the payment is made. Contract liabilities are recognized as revenue when Scana Group fulfils the performance obligation(s) under the contract.
FOREIGN CURRENCIES
Transactions and balances
Transactions in foreign currency are translated to functional currency using the exchange rate at the date of the transaction. At the end of each reporting period foreign currency monetary items are translated using the closing rate. Non-monetary items that are measured in terms of historical cost are translated using the exchange rate at the date of the transaction and non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was measured. Any currency differences are recognized in profit or loss as financial items.
Consolidation and conversion
Balance sheet items for foreign subsidiaries are converted to NOK using the exchange rates as of 31 December. All items in the statement of profit or loss are converted to NOK using the weighted average exchange rate per month. Consolidation leads to translation differences which is presented as other comprehensive income.
INTANGIBLE ASSETS AND GOODWILL
Intangible assets with a definite economic life limit are amortized over their economic life and tested for impairment if there are any indications. The definite life is defined as the duration it contributes to Scana Group’s value. The amortization method and period are assessed at least once a year. Changes to the amortization method and/or period are accounted for as a change in estimate.
Goodwill
Goodwill is initially measured at cost and is the excess of the aggregate of the consideration transferred and the amount recognized in the net identifiable assets acquired and liabilities assumed through a business combination. After initial recognition, goodwill is measured at cost less any accumulated impairment losses. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of the Group’s cash-generating units (CGU) that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units. Goodwill is not depreciated but is tested at least annually for impairment. For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated to each of Scana Group’s cash-generating units that are expected to benefit from the combination, irrespective of whether other assets or liabilities of the acquiree are assigned to those units.
Research and development
Expenses relating to research are recognized in the statement of comprehensive income as they incur. Development expenses relating to a single project are capitalized as intangible assets when the following can be documented: The product or process is technically and commercially viable so that it becomes available for use or sale. Scana Group intends to finalize the intangible asset and make it available for use or sale.# SCANA ASA | ANNUAL REPORT 2024
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 4 - SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
INTANGIBLE ASSETS
The Group has the ability to make the intangible asset available for use or sale.
▪ The asset will generate future economic benefits.
▪ Scana Group has sufficient resources to complete the development work.
▪ Expenses can be reliably measured.
▪ Following initial recognition of the development expenditure as an asset, the asset is carried at cost less any accumulated amortisation and accumulated impairment losses.
▪ Amortisation of the asset begins when development is complete, and the asset is available for use. It is amortised over the period of expected future benefit. During the period of development, the asset is tested for impairment annually.
RIGHT OF USE ASSETS
Scana Group measures the right of use asset at cost, less any accumulated depreciation and impairment losses, adjusted for any remeasurement of lease liabilities. The costs of the right of use assets comprise:
▪ The amount of the initial measurement of the lease liability recognized.
▪ Any lease payments made at or before the commencement date, less any incentives received
▪ Any initial direct costs incurred by the Group.
▪ An estimate of the costs to be incurred by Scana Group in dismantling and removing the underlying asset, restoring the site on which it is located or restoring the underlying asset to the condition required by the terms and conditions of the lease, unless those costs are incurred to produce inventories.
▪ Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the assets.
PROPERTY, PLANT AND EQUIPMENT
Property, plant and equipment are measured at cost less accumulated depreciation and impairment losses. When assets are sold or disposed of, the carrying amount is derecognized and any gain or loss is recognized in the statement of comprehensive income. Subsequent expenditure is capitalized only if it is probable that the future economic benefits associated with the expenditure will flow to Scana Group. Depreciation is calculated on a straight-line basis over the estimated useful life of the assets, except for land. The period of use, the residual value and the depreciation method for the fixed assets are assessed each year.
IMPAIRMENT OF NON-FINANCIAL ASSETS
At each reporting date, Scana Group reviews the carrying amounts of its non-financial assets to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. Goodwill is tested annually for impairment. For impairment testing, assets are grouped together into the smallest group of assets that generates cash inflows from continuing use, that are largely independent of the cash inflows of other assets or CGUs. Goodwill arising from a business combination is allocated to CGUs or groups of CGUs that are expected to benefit from the synergies of the combination. The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs of disposal. Value in use is based on the estimated future cash flows, 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 or CGU. An impairment loss is recognized if the carrying amount of an asset or CGU exceeds its recoverable amount. Impairment losses are recognized in profit or loss. They are allocated first to reduce the carrying amount of any goodwill allocated to the CGU, and then to reduce the carrying amounts of the other assets in the CGU on a pro rata basis. An impairment loss in respect of goodwill is not reversed. For other assets, an impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortization, if no impairment loss had been recognized.
INVESTMENT IN ASSOCIATED COMPANIES
Associated companies are entities over which Scana Group has significant influence but not control or joint control over the financial and operating management. (Normally ownership between 20 % and 50 %). Associated companies are accounted for using the equity method from the date when significant influence or joint control is achieved until such influence ceases. Investments in associated companies are initially recognized at cost. If the Group’s share of the loss surpasses the carrying amount of the associate, the carrying amount is set to zero and further loss is not recognized unless the Group has an obligation to make up for the loss.
FINANCIAL ASSETS
Financial assets represent a contractual right by Scana Group to receive cash or another financial asset in the future. Financial assets include financial derivatives, receivables and equity interests, as well as financial instruments used for cash-flow hedges. On initial recognition, a financial asset is classified as measured at amortized cost, at fair value through other comprehensive income (FVOCI) or at fair value through profit or loss (FVTPL). Classification depends on the contractual terms, the business model and, for some instruments, the company’s choice. Financial assets are derecognized when the rights to receive cash from the asset have expired or when the asset has been transferred.
Financial assets at amortized cost (debt instruments)
Debt instruments include trade receivables, bank deposits and all other monetary instruments with a maturity above three months at the date of purchase and certain other receivables. These instruments are measured at amortized cost, with the exception of instruments where cash flows are not contractually fixed and/or consists of other elements in addition to interest and repayments; and thus, required to be measured at FVTPL.
Financial assets at fair value through profit or loss
Derivative instruments and other equity investments in companies that are not consolidated or accounted for using the equity method are classified as FVTPL.
IMPAIRMENT OF FINANCIAL ASSETS
The measurement of allowance for expected credit losses (ECL) in the general model depends on whether the credit risk has increased significantly since the initial recognition. For credit exposures for which there has not been a significant increase in credit risk since initial recognition, ECLs are provided for credit losses that result from default events that are possible within the next 12-months (a 12-month ECL). The 12-month expected loss is the proportion of the loss that is expected to occur over the lifetime of the asset the instrument, which can be linked to events occurring in the first 12 months. For those credit exposures for which there has been a significant increase in credit risk since initial recognition, a loss allowance is required for credit losses expected over the remaining life of the exposure, irrespective of the timing of the default (a lifetime ECL). For trade receivables and contract assets, Scana Group applies a simplified approach in calculating ECLs. Therefore, the Group does not track changes in credit risk but instead recognizes a loss allowance based on lifetime ECLs at each reporting date. Scana Group has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment. The general model means that on every reporting date Scana Group evaluates whether there has been one significant increase in the credit risk for the relevant assets after initial recognition. It is the change in risk of default that is assessed. When assessing whether the risk of default has increased significantly, the company must evaluate relevant information, both about historical, current, and future conditions. Conditions that are evaluated include:
▪ Change in the instrument’s external credit rating since initial recognition.
▪ Change in external market indications relating to credit risk.
▪ Existing or expected changes in the borrower’s business, or circumstances in general, which can negatively affect the ability to fulfil its obligations.
▪ Significant changes in the borrower’s results, working capital or similar.
▪ Regulatory conditions implemented or expected to be implemented that can affect the instrument.
If there has been a significant increase in the credit risk after initial recognition, the financial asset is transferred to step 2 or 3, and the loss provision then constitutes the expected loss over the lifetime of the instrument. Instruments are classified at step 3 when the instruments are credit impaired, i.e., when external evidence can confirm that a loss has occurred. Loss provisions must be expected losses, based on the best available information on the time of estimation relating to historical, current and future conditions.
FINANCIAL LIABILITIES
Financial liabilities represent a contractual obligation by Scana Group to deliver cash in the future. Financial liabilities include financial derivatives, other financial liabilities as well as financial instruments used for cash-flow hedges. Financial liabilities, with the exception of derivatives, are initially recognized at fair value, including transaction costs directly attributable to the transaction, and are subsequently measured at amortized cost. Financial liabilities are derecognized when the obligation is discharged through payment, when Scana Group has irrevocably initiated payment, or when the Group is legally released from the primary responsibility for the liability.
INVENTORIES
Inventories, which consist of purchased goods and in-house produced products, are valued at the lowest of purchase/production cost and expected net selling price. The net selling price is the estimated selling price in the case of ordinary operations minus the estimated completion, marketing, and distribution costs.# SCANA ASA | ANNUAL REPORT 2024
CASH AND CASH EQUIVALENTS
Cash includes cash in hand and at bank. Cash equivalents are held for the purpose of meeting short-term cash commitments rather than for investment or other purposes. For an investment to qualify as a cash equivalent it must be readily convertible to a known amount of cash, be subject to an insignificant risk of changes in value and have a maximum term to maturity of three months. Bank deposits may also include restricted funds that may have a lock-in period of more than three months, but less than twelve months. In Scana Group’s cash flow analysis cash and cash equivalents consist as defined above. The cash flow analysis has been prepared according to the indirect method.
LEASE
Scana Group has entered into lease agreements relating to assets mentioned in disclosure 23. IFRS 16 sets out principles for recognition, measurement, presentation, and information about leasing. The Group as lessee recognizes assets and liabilities for all leases. At the time of implementation of a lease agreement, the company recognizes the associated lease liability to future lease payments and an asset that represents the right of use of the underlying asset during the lease period (right of use asset).
Identifying a lease
At the inception of a contract, Scana Group assesses whether the contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.
Recognition of leases and exemptions
At the lease commencement date, Scana Group recognizes a lease liability and corresponding right of use asset for all lease agreements in which it is the lessee, except for the following exemptions applied:
- Short-term leases (defined as 12 months or less)
- Low value assets
For these leases, Scana Group recognizes the lease payments as other operating expenses in the statement of profit or loss when they incur.
Lease liabilities
Scana Group measures the lease liability at the present value of the lease payments for the right to use the underlying asset during the lease term that are not paid at the commencement date. The lease term represents the non-cancellable period of the lease, together with periods covered by an option either to extend or to terminate the lease when the Group is reasonably certain to exercise this option. The lease payments included in the measurement comprise of:
- Fixed lease payments (including in-substance fixed payments), less any lease incentives receivable.
- Variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date.
- Amount expected to be payable by Scana Group under residual value guarantees.
- The exercise price of a purchase option, if the Group is reasonably certain to exercise that option.
- Payments of penalties for terminating the lease, if the lease term reflects Scana Group exercising an option to terminate the lease.
The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability (see disclosure 23), reducing the carrying amount to reflect the lease payments made and remeasuring the carrying amount to reflect any reassessment or lease modifications, or to reflect adjustments in lease payments due to an adjustment in an index or rate.
Scana Group does not include variable lease payments that depend on an index or a rate in the lease liability. Instead, the group recognizes these variable lease expenses in profit or loss. The Group presents its lease liabilities as separate line items in the statement of financial position. The company classifies lease payments as follows in the cash flow statement:
- Lease payments linked to the principal amount of the contract are classified as financing activity on a separate line “repayment of lease obligations”.
- Interest paid includes interest related to leases, classified as financing activity.
- Short-term leases (less than twelve months), payments related to low-value leases and leases with variable payments are classified as operational activity.
PENSION COST AND LIABILITIES
Scana Group’s pension plans consist of defined contribution pension and Contractual pension in the private sector (AFP) plans for the Group’s Norwegian employees and benefit plans (“multi-employer plans”) for the group’s Swedish employees. The pension plans which are administered separately (contribution-based pension plan) the annual payments/subsidies are included in personnel expenses. Pension liabilities are valued at the present value of future pension rights earned at the balance sheet date on the basis of linear accrual and expected final salary. The pension plan’s funds are valued at assumed market value. Net pension liabilities (pension liabilities minus the pension plan’s funds) are classified in the statement of financial position as long-term liabilities. The net liability includes employer’s tax. The AFP plan for the Group’s Norwegian employees and the benefit plan for the Group’s Swedish employees are considered as so-called “multi-employer plans”. These pension plans are treated as defined contribution pension plans in the accounts because the necessary information to treat the plan as defined benefit plans are not yet available from the life insurance company that administers the pension plan. When the necessary information is available, and the pension plan are accounted for as defined benefit arrangements in accordance with IAS 19, this could have an effect on the consolidated accounts.
TAXES
Income taxes
Income taxes comprise taxes on the taxable profit for the year, changes in deferred taxes and any adjustments in prior years’ taxes. Taxes on transactions that are recorded in other comprehensive income or directly in equity do not form part of the tax expense in profit or loss. Tax payable is calculated using the nominal tax rate for the relevant tax jurisdiction at the end of the reporting period.
Deferred tax assets
Deferred tax assets are recognized when it is probable that the company will have a sufficient profit for tax purposes in subsequent periods to utilize the tax asset. The assessment of whether deferred tax assets can be recognized in the statement of financial position, including deferred tax assets linked to losses carried forward, is made separately within each individual tax regime. The companies recognize previously unrecognized deferred tax assets to the extent it has become probable that the company can utilize the deferred tax asset. Similarly, the company will reduce a deferred tax asset to the extent that the company no longer regards it as probable that it can utilize the deferred tax asset. Deferred tax and deferred tax assets in the statement of financial position is recognized at nominal value and is calculated on the basis of temporary differences between tax and accounting values for assets and liabilities on the balance sheet date, adjusted for tax loss carry forwards. Deferred tax and deferred tax assets are measured based on the expected future tax rates applicable to the companies in Scana Group where temporary differences have arisen. It is based on tax rates and tax rules that have are adopted on the balance sheet date. Taxes payable and deferred taxes are recognized directly in equity to the extent that they relate to equity transactions.
Payable tax
Receivables and liabilities regarding payable tax for the current period and previous periods is recognized in the statement of financial position at the amount that is expected to be paid from or paid into the tax authorities.
PROVISIONS
A provision is recognized when Scana Group has an obligation (legal or self-imposed) as a result of a previous event, it is probable (more likely than not) that a financial settlement will take place as a result of this obligation and the size of the amount can be measured reliably. If the effect is considerable, the provision is calculated by discounting estimated future cash flows using a discount rate before tax that reflects the market’s pricing of the time value of money and, if relevant, risks specifically linked to the obligation. In the case of discounting, profit and loss is recognized the interest rate effect as a financial expense. Warranty provisions are recognized when the product is sold, or the service is provided to the customer. Initial recognition is based on historical experience. The initial estimate of warranty-related costs is revised annually. Restructuring provisions are recognized when the Group has approved a detailed, formal restructuring plan and the restructuring has either started or been publicly announced. Provisions for loss-making contracts are recognized when the Group’s expected revenue from a contract is lower than costs incurred to fulfil the obligations in the contract.
SHARE BASED PAYMENT
An option program has been entered into for the management of Scana Group and the general manager of the subsidiaries, which is being carried out by issuing shares. See further comments in disclosure 8. The value of granted options is accrued over the agreed period the employee gains the right to receive the options, or when purchasing services from external parties over the service period of the share consideration agreed to cover.
CONTINGENT LIABILITIES AND ASSETS
Contingent liabilities are not recognized in the annual accounts.# SIGNIFICANT ACCOUNTING POLICIES AND ESTIMATES
FAIR VALUE MEASUREMENT
Scana Group measures certain financial instruments at fair value. This applies to currency contracts. The 95SCANA ASA | ANNUAL REPORT 2024 fair value of financial liabilities is also disclosed measured at amortized cost. Fair value is the price that would have been used to sell an asset or paid to transfer one obligation in the primary market at the measurement time under the prevailing market conditions, regardless of whether the price is directly observable or estimated using another valuation technique.
Scana uses the following hierarchy when assessing and presenting the fair value of financial instruments.
- Level 1: Listed prices (unadjusted) in active markets for identical assets and liabilities.
- Level 2: Input other than quoted prices from active markets included in level 1, which are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices).To calculate the value of open foreign exchange contracts, it is obtained from Norges Bank on the closing date.
- Level 3: Input for the asset or liability that is not based on observable market data.
CHANGES IN ACCOUNTING POLICIES AND DISCLOSURES APPLICABLE FROM 2024
Scana Group applied for the first-time certain standards and amendments, which are effective for annual periods beginning on or after 1 January 2024.
Amendments to IFRS 16 - Lease liability in a sale and leaseback
The amendments to IFRS 16 Leases add to requirements explaining how a company accounts for a sale and leaseback after the date of the transaction. A sale and leaseback is a transaction for which a company sells an asset and leases that same asset back for a period of time from the new owner.
Amendments to IAS 1 - Classification of liabilities as current or non-current
A narrow-scope amendments to IAS 1 Presentation of Financial Statements to clarify how to classify debt and other liabilities as current or non-current. The amendments aim to promote consistency in applying the requirements by helping companies determine whether, in the statement of financial position, debt and other liabilities with an uncertain settlement date should be classified as current (due or potentially due to be settled within one year) or non-current. The amendments include clarifying the classification requirements for debt a company might settle by converting it into equity.
Amendments to IAS 1 - Non-current liabilities with covenants
The amendments aim to improve the information companies provide about long-term debt with covenants. The amendments respond to stakeholders’ feedback on the classification of debt as current or non-current when applying requirements introduced in 2020 that are not yet in effect. Our understanding is that the new amendments override the previous amendments from 2020. See below.
IAS 1 requires a company to classify debt as non-current only if the company can avoid settling the debt in the 12 months after the reporting date. However, a company’s ability to do so is often subject to complying with covenants. For example, a company might have long-term debt that could become repayable within 12 months if the company fails to comply with covenants in that 12-month period.
Amendments to IAS 7 and IFRS 7 - Supplier finance arrangements
The amendments entail disclosure requirements to enhance the transparency of supplier finance arrangements and their effects on a company’s liabilities, cash flows and exposure to liquidity risk.
The above-mentioned amendments had no impact on the Group’s consolidated financial statements.
CHANGES IN ACCOUNTING POLICIES AND DISCLOSURES APPLICABLE FROM 2025
Amendments to IAS 21 - Lack of Exchangeability
The amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates will require companies to provide more useful information in their financial statements when a currency cannot be exchanged into another currency. The amendments respond to stakeholder feedback and concerns about diversity in practice in accounting for a lack of exchangeability between currencies. The amendments will help companies and investors by addressing a matter not previously covered in the accounting requirements for the effects of changes in foreign exchange rates. These amendments will require companies to apply a consistent approach in assessing whether a currency can be exchanged into another currency and, when it cannot, in determining the exchange rate to use and the disclosures to provide. The amendments will become effective for annual reporting periods beginning on or after 1 January 2025. Early application is permitted. 96SCANA ASA | ANNUAL REPORT 2024
CHANGES NOT YET ENDORSED BY THE EU
IFRS 18 Presentation and Disclosures in Financial Statements
IFRS 18 replaces IAS 1 Presentation of Financial Statements and responds to investors’ demand for better information about companies’ financial performance. It will set out the overall requirements for presentation and disclosures in the financial statements. IFRS 18 arises from IASB’s work on the primary financial statements project. It will improve how information is communicated in financial statements and give investors a better basis for analysing and comparing companies’ performance by increasing comparability, transparency, and usefulness of information.
IFRS 18 will introduce three sets of new requirements:
- New required categories and subtotals in the statement of profit or loss, including “operating profit”
- Disclosure about management-defined performance measures
- Enhanced guidance on grouping of information (aggregation and disaggregation)
New required categories and subtotals in the statement of profit or loss
IFRS 18 includes new categories and subtotals in the profit or loss statement to respond to investors’ concerns in comparing financial performance. Three new defined categories are introduced to provide a consistent structure of the statement of profit or loss: Operating, investing and financing. To new required subtotals are introduced to enable analysis:
- Operating profit
- Profit before financing and income taxes
Companies with financing and investing activities as their main business will include specific income and expenses in their operating profit that for other companies would be included in the investing or financing categories.
Disclosure about management-defined performance measures
Today investors find lack of transparency when it comes to how non-GAAP/APMs are calculated. To bring transparency and discipline in the use of these measures IFRS 18 defines a subset of such measures referred to as management-defined performance measures (MPMs) and requires the disclosures in the financial statements in a single note. These will also be subject to audit.
Enhanced guidance on grouping of information
These requirements respond to investors’ concerns that some companies don’t provide enough detailed information about aggregation and disaggregation, and that important information is obscured. IFRS 18 introduces enhanced requirements for grouping of information, provides guidance on whether information should be in the primary financial statements or in the notes, and requires disclosures about items labelled as “other”.
Summary
IFRS 18 will replace IAS 1 Presentation of Financial Statements but will not change how companies recognise and measure items in the financial statements. However, most companies will expect changes in the presentation of the statement of profit or loss and disclosure in the notes. IASB will also be issuing limited amendments to other IFRS Accounting Standards, including IAS 7 Statement of Cash Flows.
DISCLOSURE 2 | CRITICAL ACCOUNTING JUDGEMENT AND KEY SOURCES OF ESTIMATION UNCERTAINTIES
The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also requires the Management to exercise its judgment in the process of applying Scana Group’s accounting policies. Estimates and critical accounting judgement are evaluated on an ongoing basis and are based on historical experience and other factors including expectations about future events which are probably given present circumstances. Scana Group prepares estimates and makes assumptions related to the future. The accounting estimates which follow from this are, by definition, associated with a degree of uncertainties and will give deviation relative to actual outcome. Furthermore, the choice of accounting principles and degree of uncertainty could affect the accounts. 97SCANA ASA | ANNUAL REPORT 2024
The areas involving higher degree and judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements are presented in the table below. See descriptions linked to the various accounting items below.
| ACCOUNTING JUDGEMENTS | ESTIMATE UNCERTAINTY | Accounting item | Disclosure | Estimate/Assumptions | Carrying amount | Carrying amount |
|---|---|---|---|---|---|---|
| Deferred tax assets | Assessment of the ability to utilize tax positions in the future | 44.2 | ||||
| Goodwill and intangible assets | Estimation of value in use | 382.9 | ||||
| Right of use assets | Incremental borrowing rate and the exercise of options | 389.2 | ||||
| Contract assets | Revenue over time | 108.0 | ||||
| Contract liabilities | Revenue over time | 97.6 | ||||
| Lease liabilities | Assessment of the incremental borrowing rate and the exercise of options | 415.0 |
DEFERRED TAX ASSETS – ESTIMATE UNCERTAINTY
Deferred tax assets are recognized for unused tax losses to the extent that it is probable that taxable profit will be available against which the losses can be utilized.# Significant management judgement is required to determine the amount of deferred tax assets that can be recognized, based upon the likely timing and the level of future taxable profits, together with future tax planning strategies. Further details on taxes are disclosed in disclosure 9.
GOODWILL AND OTHER INTANGIBLE ASSETS – ESTIMATE UNCERTAINTY
Impairment exists when the carrying value of an asset or cash generating unit exceeds its recoverable amount, which is the higher of its fair value less costs of disposal and its value in use. The value in use calculation is based on a DCF model. The cash flows are derived from the budget for the next five years. The recoverable amount is sensitive to the discount rate used for the DCF model as well as the expected future cash-inflows and the growth rate used for extrapolation purposes. These estimates are most relevant to goodwill and other intangibles with indefinite useful lives recognized by the Group. The key assumptions used to determine the recoverable amount for the different CGUs, including a sensitivity analysis, are disclosed and further explained in disclosure 11.
CONTRACT ASSETS/CONTRACT LIABILITIES – ESTIMATE UNCERTAINTY
Contract assets and contract liabilities are linked to larger projects where income is recognized over time. Assumptions are made in relation to estimated costs and profits connected to the projects. Each contract is reviewed and identified according to the delivery obligations. Assessments and assumptions are also made relating to measurement of completion. Changes in the assumptions can lead to recognition of income and profits deviates from the underlying value creation, relative to the project’s total revenue and profit. Profit can thus be accounted for too early or too late in the project.
LEASE LIABLITIES/RIGHT OF USE ASSETS
Scana Group cannot readily determine the interest rate implicit in the lease, therefore, it uses its incremental borrowing rate to measure lease liabilities. This is the rate of interest that the Group would have to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right of use asset in a similar economic environment. The incremental borrowing rate therefore reflects what the Group ‘would have to pay’, which requires estimation when no observable rates are available. Scana Group estimates the incremental borrowing rate using observable inputs (such as market interest rates) when available and is required to make certain entity-specific estimates (such as the subsidiary’s stand-alone credit rating).
DETERMINATION OF LEASE TERMS
Scana Group determines the lease term as the non-cancellable term of the lease, together with any periods covered by an option to extend the lease if it is reasonably certain to be exercised. The Group has several lease 98SCANA ASA | ANNUAL REPORT 2024 contracts that include extension and termination options. Scana Group applies judgement in evaluating whether it is reasonably certain whether or not to exercise the option to renew the lease. That is, it considers all relevant factors that create an economic incentive for it to exercise the renewal. After the commencement date, the Group reassesses the lease term if there is a significant event or change in circumstances that is within its control and affects its ability to exercise or not to exercise the option to renew.
DISCLOSURE 3 | BUSINESS COMBINATIONS
ACQUISITION OF MONGSTAD INDUSTRIER AS
On 15 May 2024, Scana-owned PSW Technology AS acquired 100% of the shares in Mongstad Industrier AS. The company is a provider of high-quality steelworks and prefabrication services. On acquisition date Mongstad Industrier AS had 45 highly skilled employees. The collaboration between PSW Technology AS and Mongstad Industrier AS was driven by jointly bidding on the maintenance contract for the Mongstad refinery. This collaboration has led to the identification of significant synergies best realized through PSW Technology AS ownership. Mongstad Industrier AS delivered revenues of NOK 75 million and a profit before tax of NOK 12 million in 2023. The acquisition is effective from 15 May 2024. The acquisition is financed through internal funds and a seller credit of NOK 10 million. The purchase price allocation and the accounting for the acquisition is preliminary. Therefor there can be adjustments to the below amounts in subsequent accounting periods.
CONSIDERATION TRANSFERRED
The following table summarizes the acquisition date fair value of each major class of consideration transferred.
| CONSIDERATION TRANSFERRED | 15/05/2024 |
|---|---|
| Cash | 25.5 |
| Seller credit | 10.0 |
| Earn out | 8.2 |
| Consideration transferred | 43.7 |
IDENTIFIABLE ASSETS ACQUIRED AND LIABILITIES ASSUMED
The fair value of identifiable assets and liabilities is based on a purchase price allocation. The following table summarizes the recognized amounts of assets acquired and liabilities assumed at the date of acquisition.
| IDENTIFIABLE ASSETS AQUIRED AND LIABILITIES ASSUMED | 15/05/2024 |
|---|---|
| Property, plant and equipment | 8.8 |
| Inventories | 0.8 |
| Trade receivables | 15.4 |
| Contract assets | 5.9 |
| Prepayments and other current receivables | 0.7 |
| Cash and cash equivalents | 7.5 |
| Deferred tax liability | 1.1 |
| Trade payables | 5.1 |
| Contract liabilities | 3.1 |
| Other current liabilities | 13.3 |
| Total identifiable net assets acquired | 16.4 |
GOODWILL
Goodwill arising from the acquisition has been recognised as follows. The goodwill-value can be explained by synergies, economies of scale, expectations of future profitability and growth and expectations of better market conditions.
| GOODWILL | 15/05/2024 |
|---|---|
| Total consideration transferred | 43.7 |
| Fair value of identifiable net assets acquired | -16.4 |
| Goodwill | 27.2 |
99SCANA ASA | ANNUAL REPORT 2024
DISCLOSURE 4 | SEGMENT INFORMATION & REVENUE
SEGMENT INFORMATION
Scana Group has two business areas being OFFSHORE and ENERGY. ENERGY delivers product and service portfolio ranges from the design and integration of electrical power systems to electrical infrastructure, energy storage systems and control systems. OFFSHORE delivers the design and manufacturing of riser applications and specialist subsea equipment to rig servicing, ISS services, mooring systems and IMR lifecycle services for rigs and vessels, our companies cover a wide range of products and services. In addition, delivers mooring solutions and valve control systems to the shipping, energy and aquaculture industry. Scana HQ includes corporate costs. Inter-segment revenues are eliminated upon consolidation and reflected in the ‘elimination’ column.
Composition of the group
| Segment | Country | Ownership share |
|---|---|---|
| PSW Power & Automation AS | Energy | Norway |
| PSW Power & Automation AB | Energy | Sweden |
| PSW Technology AS | Offshore | Norway |
| PSW Solutions AS | Offshore | Norway |
| Mongstad Industrier AS | Offshore | Norway |
| PSW Offshore Oil Technical Services Ltd | Offshore | Namibia |
| West Assets Management AS | Offshore | Norway |
| Subseatec S AB | Offshore | Sweden |
| Skarpenord AS | Offshore | Norway |
| Seasystems AS | Offshore | Norway |
| Scana ASA | Scana HQ | Norway |
The presentation coincides with the internal reporting to the board. Revenue from sales to external customers and transactions with other segments are reported for each business area and inter-segment pricing is determined on an arm’s length basis. The following summary describes the operations of each reportable segment
100SCANA ASA | ANNUAL REPORT 2024
2024 (NOK million)
| OFFSHORE | ENERGY | SCANA HQ | ELIM | TOTAL | |
|---|---|---|---|---|---|
| External revenue | 1 145.7 | 824.3 | 0.1 | 0.0 | 1 970.1 |
| Internal revenue | 55.4 | 0.4 | 5.8 | -61.6 | 0.0 |
| Total operating revenue | 1 201.2 | 824.6 | 5.8 | -61.6 | 1 970.1 |
| Total operating expenses | -975.5 | -738.2 | -57.4 | 61.6 | -1 709.4 |
| EBITDA | 225.7 | 86.5 | -51.5 | 0.0 | 260.6 |
| Depreciation | -76.2 | -32.4 | -0.3 | 0.0 | -108.9 |
| Impairment | 0.0 | -4.1 | 0.0 | 0.0 | -4.1 |
| Operating profit/loss (-) | 149.5 | 50.0 | -51.9 | 0.0 | 147.6 |
| EBIT margin | 12% | 6% | |||
| Net Financial income / expense (-) | -37.7 | ||||
| Profit / (loss) before tax | 109.9 | ||||
| Income tax expense | 26.6 | ||||
| Net profit / (loss) | 83.3 |
BALANCE SHEET FIGURES
| OFFSHORE | ENERGY | SCANA HQ | ELIM | TOTAL | |
|---|---|---|---|---|---|
| Total assets | 994.3 | 698.4 | 833.8 | -955.3 | 1 571.3 |
| Total non-current liabilities | -368.4 | -112.1 | -35.8 | 133.0 | -383.2 |
| Total current liabilities | -386.0 | -313.3 | -183.2 | 357.4 | -525.1 |
OTHER SEGMENT INFORMATION
| OFFSHORE | ENERGY | SCANA HQ | ELIM | TOTAL | |
|---|---|---|---|---|---|
| Goodwill | 106.8 | 206.4 | 0.0 | 0.0 | 313.1 |
| Acquisition of property, plants, equipment and intangible assets | -44.1 | -36.8 | -0.1 | 0.0 | -81.0 |
2023 (NOK million)
| OFFSHORE | ENERGY | SCANA HQ | ELIM | TOTAL | |
|---|---|---|---|---|---|
| External revenue | 1 047.2 | 558.8 | 0.0 | 0.0 | 1 606.0 |
| Internal revenue | 8.1 | 3.3 | 5.1 | -16.5 | 0.0 |
| Total operating revenue | 1 055.3 | 562.1 | 5.1 | -16.5 | 1 606.0 |
| Total operating expenses | -890.5 | -500.6 | -50.2 | 16.5 | -1 424.8 |
| EBITDA | 164.8 | 61.5 | -45.0 | 0.0 | 181.3 |
| Depreciation | -74.9 | -20.3 | -0.6 | 0.0 | -95.8 |
| Impairment | 0.0 | -2.1 | 0.0 | 0.0 | -2.1 |
| Operating profit/loss (-) | 89.9 | 39.1 | -45.6 | 0.0 | 83.3 |
| EBIT margin | 9% | 7% | |||
| Income from interests in associated companies | 4.8 | ||||
| Net Financial income / expense (-) | -31.6 | ||||
| Profit / (loss) before tax | 56.5 | ||||
| Income tax expense | -15.0 | ||||
| Net profit / (loss) | 71.6 |
BALANCE SHEET FIGURES
| OFFSHORE | ENERGY | SCANA HQ | ELIM | TOTAL | |
|---|---|---|---|---|---|
| Total assets | 1 058.4 | 570.8 | 807.1 | -941.2 | 1 495.2 |
| Total non-current liabilities | -443.8 | -87.5 | -83.0 | 192.3 | -422.0 |
| Total current liabilities | -351.9 | -231.2 | -205.9 | 297.0 | -492.1 |
OTHER SEGMENT INFORMATION
| OFFSHORE | ENERGY | SCANA HQ | ELIM | TOTAL | |
|---|---|---|---|---|---|
| Goodwill | 79.5 | 206.4 | 0.0 | 0.0 | 285.9 |
| Acquisition of property, plants, equipment and intangible assets | -12.1 | -19.2 | -0.1 | 0.0 | -32.7 |
101SCANA ASA | ANNUAL REPORT 2024
REVENUE DISAGGREGATION
In the following table, revenue from contracts with customers is disaggregated by major products and service lines and timing of revenue recognition.# SCANA ASA | ANNUAL REPORT 2024
DISCLOSURE 5 | OTHER REVENUE
REVENUE BY TYPE OF GOODS OR SERVICE 2024 (NOK million)
| TYPE OF GOODS OR SERVICE | OFFSHORE ENERGY | SCANA HQ | ELIM | TOTAL |
|---|---|---|---|---|
| Service- and maintenance contracts | 652.3 | -45.9 | 606.4 | |
| Shore Power systems | 75.6 | 75.6 | ||
| Energy Storage systems | 264.5 | 264.5 | ||
| Energy Modules | 434.6 | 434.6 | ||
| Subsea and well control | 105.7 | -0.3 | 105.4 | |
| Valve control systems | 33.7 | 33.7 | ||
| Mooring-solutions | 143.0 | 143.0 | ||
| Sale of equipment and spare-parts | 191.9 | 191.9 | ||
| Other | 28.9 | 49.7 | -9.6 | 69.0 |
| Operational revenue | 1,155.4 | 824.5 | 0.0 | -55.8 |
| Other revenue | 45.8 | 0.1 | 45.9 | |
| Total operating revenue | 1,201.2 | 824.6 | 0.0 | -55.8 |
TIMING OF REVENUE RECOGNITION
| 2024 | |
|---|---|
| Products transferred at a point in time | 328.7 |
| Products and services transferred over time | 826.7 |
| Operational revenue | 1,155.4 |
| Other revenue | 45.8 |
| Total operating revenue | 1,201.2 |
- NOK million
- 2024
- Products transferred at a point in time: 328.7
- Products and services transferred over time: 826.7
- Operational revenue: 1,155.4
- Other revenue: 45.8
- Total operating revenue: 1,201.2
- 2023
- Products transferred at a point in time: -46.2
- Products and services transferred over time: 824.5
- Operational revenue: 824.5
- Other revenue: 0.1
- Total operating revenue: 824.6
Revenue from one customer amounted to NOK 319.3 million, arising from sales in the Energy segment.
PERFORMANCE OBLIGATIONS
Information about the Scana Group’s performance obligations is summarised below:
SERVICE-AND MAINTANANCE CONTRACTS
Service and maintenance mainly related to rig, drilling and valve control equipment. These contracts can be both time- and material contracts and fixed-price contracts. Each individual contract is normally considered a separate performance obligation and revenue is recognized over time to depict the delivered time and materials. For contracts with significant fixed-price elements an input method is used to measure the progress of the project, which is the basis for recognizing revenue over time. Invoices are issued according to contractual terms and are usually payable within 30 days.
SHORE POWER SYSTEMS, ENERGY STORAGE SYSTEMS, ENERGY MODULES
These contracts are normally fixed-price contracts. Each individual contract is normally considered a separate performance obligation and revenue is recognized over time. For contracts with significant fixed-price elements an input method is used to measure the progress of the project, which is the basis for recognizing revenue over time. Invoices are issued according to contractual terms and are usually payable within 30-90 days.
SUBSEA AND WELL CONTROL
Forged goods to the oil and gas industry. The goods are customized based on customers’ requirements and are sold as bundled goods. The goods are considered as a single performance obligation as the components are not separately identifiable. Revenue for these performance obligations is recognized over time based on the progress towards complete satisfaction of the performance obligation. Progress in the projects is measured according to the input method. Invoices are issued according to contractual terms and are usually payable within 30 days.
VALVE CONTROL SYSTEMS
Valve control systems to the marine and offshore industry, which consists of several components but can only be used by the customer as a complete unit. The revenue is recognized over time where the transaction price is allocated to a performance obligation based on the input method and when control is transferred to the customer. Contracts do normally have fixed prices. Variation orders are included in the project when it is signed. The customers pay advances based on milestones defined in the contract. Invoices are issued according to contractual terms and are usually payable within 30 days.
MOORING-SOLUTIONS
Innovative system solutions within anchoring and turrets for floating production and storage ships, aquaculture units and offshore wind. The systems linked to offloading are customized based on hose reels requirement specification from the customer who has no alternative use. The same assessments are made in relation to anchorage and turret. The revenue is recognized over time where control is transferred to the buyer which coincides with the progress of the projects measured according to the input method. In the contracts with the customers the company has the right to be compensated for incurred costs and margin if the customer cancels the contracts. Contract deliveries where the revenue is recognized over time are often entered into with milestone invoicing such as due after 30 days.
SALE OF EQUIPMENT AND SPARE-PARTS
This revenue type involves sale of products or equipment that are of a standard nature, not made according to the customer’s specifications. Customers usually obtain control of these products when the goods are delivered to the customers in accordance with the contract terms. The Group has assessed that the performance obligations for such products are satisfied at a point in time, and revenue from these performance obligations is recognized at that point in time.
REVENUE DISTRIBUTED BY COUNTRY
In the following table, revenue from contracts with customers is disaggregated by primary geographical market.
| (NOK million) | 2024 | 2023 |
|---|---|---|
| Norway | 1,379.3 | 1,156.0 |
| Other European countries | 331.6 | 348.0 |
| America | 113.3 | 28.8 |
| Asia | 51.7 | 71.3 |
| Africa | 48.2 | 1.6 |
| Total operational revenue | 1,924.1 | 1,605.7 |
CONTRACTS
The contract assets primarily relate to the Scana Group’s rights to consideration for work completed but not billed at the reporting date. The contract assets are transferred to receivables when the rights become unconditional. This usually occurs when the Scana companies issue an invoice to the customer. The contract liabilities primarily relate to milestone invoicing and advance consideration received from customers. The amount of NOK 115.6 million included in contract liabilities on 31 December 2023 has been recognized as revenue in 2024. No revenue is recognized in 2024 from performance obligations satisfied (or partially satisfied) in previous periods. The transaction price allocated to remaining performance obligations (unsatisfied or partially unsatisfied) as of 31 December 2024 is NOK 564.3 million (2023: NOK 801.3 million). 100 % of the performance obligations are expected to be satisfied during 2025/2026. All ongoing projects in the beginning of 2024 have been delivered.
The following table provides information about contract assets and contract liabilities from contracts with customers.
| 2024 | 2023 | |
|---|---|---|
| Contract assets | 108.0 | 99.4 |
| Contract liabilities | 97.6 | 115.6 |
SCANA ASA | ANNUAL REPORT 2024
DISCLOSURE 5 | OTHER REVENUE
OTHER REVENUE
| 2024 | 2023 | |
|---|---|---|
| Net gain on disposal of property, plant and equipment | 45.7 | 0.1 |
| Other revenue | 0.2 | 0.2 |
| Total other revenue | 45.9 | 0.3 |
The net gain on disposal of property, plant and equipment consists mostly of a net gain related to the sale of a capping stack. See note 13 for more information.
DISCLOSURE 6 | OTHER OPERATING EXPENSES
OTHER OPERATING EXPENSES
| 2024 | 2023 | |
|---|---|---|
| Operation and maintenance | 23.0 | 18.5 |
| Rental costs | 41.4 | 20.1 |
| Fees and consultancy services | 43.2 | 27.6 |
| Travel and marketing costs | 17.7 | 19.2 |
| Office and administration costs | 17.7 | 9.4 |
| Insurance costs | 6.0 | 4.8 |
| Other operating expenses | 6.9 | 2.0 |
| Total other operating expenses | 156.0 | 101.6 |
The company has an ongoing arbitration case, with clarification expected in the second quarter of 2025. No provisions have been made related to the outcome, and legal fees are expensed on an ongoing basis.
AUDIT FEES
| 2024 | 2023 | |
|---|---|---|
| Audit services | 4.2 | 4.4 |
| Other assurance services | 0.1 | 0.2 |
| Tax services | 0.2 | 0.2 |
| Total audit fees | 4.6 | 4.8 |
DISCLOSURE 7 | OTHER FINANCIAL INCOME/EXPENSES
OTHER FINANCIAL INCOME/COSTS (-)
| 2024 | 2023 | |
|---|---|---|
| Amortization costs | 0.2 | 0.2 |
| Other financial expenses | -2.1 | -2.8 |
| Other financial income | 0.0 | 0.2 |
| Total other financial income/costs | -1.9 | -2.4 |
DISCLOSURE 8 | PAYROLL EXPENSES
PAYROLL EXPENSES
| 2024 | 2023 | |
|---|---|---|
| Salary costs | 500.1 | 352.6 |
| Social security costs | 78.1 | 54.7 |
| Pension costs | 34.6 | 21.4 |
| Insurance costs | 4.7 | 2.8 |
| Option program | 3.7 | 3.3 |
| Other wages and personnel costs | 13.0 | 7.1 |
| Total payroll expenses | 634.1 | 441.9 |
SCANA ASA | ANNUAL REPORT 2024
TOTAL AVERAGE NUMBER OF EMPLOYEES
| 2024 | 2023 | |
|---|---|---|
| Norway | 585 | 426 |
| Sweden | 10 | 9 |
| Namibia | 7 |
Scana Group had 657 employees on 31 December 2024 (2023: 537 employees). For further information relating to salaries and remuneration to senior executives, see “Report on remuneration to senior executives”. You will also find the report on Scana ASA’s website.
REMUNERATION LEADING PERSONNEL
| Name | Position | Year | Base salary | Fringebenefits | Variable | Bonus | Extraord-inary items | Pensionexpense | TotalRemuneration | Proportion of fixed and variable remuneration |
|---|---|---|---|---|---|---|---|---|---|---|
| Pål Selvik | CEO | 2024 | 4 270 | 21 | 347 | 322 | 4 | 613 | 347 | 93% |
| 2023 | * 1 333 | 7 | 99 | 1 439 | 0 | 0 | 100% | |||
| Torvald Ulland Reiestad | CFO | 2024 | 2 406 | 24 | 199 | 90 | 2 | 520 | 199 | 93% |
| 2023 | 1 805 | 18 | 62 | 1 886 | 0 | 0 | 100% | |||
| Anette Netteland Dybvik | IR & Communication | 2024 | 1 339 | 34 | 111 | 86 | 1 | 459 | 111 | 93% |
| 2023 | 1 145 | 22 | 52 | 1 218 | 0 | 0 | 100% | |||
| Baste Tveito | COO | 2024 | 2 276 | 120 | 191 | 92 | 2 | 488 | 191 | 93% |
| 2023 | ** 1 678 | 35 | 55 | 1 768 | 0 | 0 | 100% | |||
| Stian Vikebø | General Counsel | 2024 | *** 1 263 | 23 | 144 | 70 | 1 | 356 | 144 | 90% |
| 2023 | 0 | 0 | 0 | 0 | 0% | |||||
| Former CBO | 2024 | *** 3 239 | 17 | 267 | 1 600 | 93 | 3 349 | 1 867 | 64% | |
| 2023 | 3 211 | 18 | 62 | 3 291 | 0 | 0 | 100% | |||
| Former CCO | 2024 | ** 672 | 8 | 22 | 702 | 0 | 100% | |||
| 2023 | 1 758 | 25 | 2 | 400 | 41 | 1 823 | 400 | 43% | ||
| Former CEO | 2024 | |||||||||
| 2023 | * 1 808 | 60 | 6 | 827 | 37 | 1 905 | 6 827 | 22% |
- CEO hired in September 2023 and Former CEO resigned in January 2023.
- COO was hired from March 2023. Former CCO was hired from April 2023 to end of March 2024.
- General Counsel was hired from April 2024.
- Former CBO did in period from January 2023 to end August 2023 serve as interim CEO.
All numbers in the overview above are in thousand NOK. The resignation period for key personnel is from 3–6 months. Key personnel may have severance agreements involving salary for six-month period. The pension scheme for senior employees is contribution-based. No loans, advance payments or collateral have been given to leading persons during 2023. On the balance sheet date, no leading persons have loans.# SHARE-BASED REMUNERATION (EQUITY-SETTLED)
On 24 June 2019, the company announced that senior employees have been awarded an option program together with the general manager of the subsidiaries. The option program was approved at the ordinary general meeting on 8 May 2020. On 24 January 2022, the Company announced that senior employees have been awarded an option program together with the general manager of the subsidiaries. The option program was approved at the ordinary general meeting on 22 June 2022. The report first presents the 2019 program and then the 2022 program.
SHARE-BASED REMUNERATION FROM 2019
One participator held 0.4 million options at beginning of 2024. All options were exercised connected to 2019 program during 2024.
105SCANA ASA | ANNUAL REPORT 2024
SHARE-BASED REMUNERATION
CEO
The CEO has an incentive scheme of 2.5 million options divided into three tranches. The first tranche has a vesting time to May 2024. The second tranche has a vesting time to May 2025 and the third tranche has a vesting time to May 2026. Each tranche has an equal size of 0.8 million options. End of December 2024 0.8 million options are vested. No options are exercised during 2024. Share options at the end of December 2024 were 2.5 million.
The main conditions of share option plans
| Information regarding the reported financial year | Specification of plan | Performance period | Award date | Vesting Date | End of holdingperiod | Exercise period | Strike price of the share | Share options awarded at the beginning of the year | Exercised 2024 | Deducted in 2024 | Share options vested | Share options subject to a performance condition | Share options awarded and unvested | Share options at the end of the year | Exercise period |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Opening balance | |||||||||||||||
| Closing balance | |||||||||||||||
| Exercise period 1 | 01.09.23 - 31.05.24 | 01.09.24 | 31.05.24 | 30.06.24 | 1.806 | 0.8 | 0.8 | 0.8 | 0.8 | ||||||
| Exercise period 2 | 01.09.23 - 31.05.25 | 01.09.24 | 31.05.25 | 30.06.25 | 1.806 | 0.8 | 0.8 | 0.8 | 0.8 | ||||||
| Exercise period 3 | 01.09.23 - 31.05.26 | 01.09.24 | 31.05.26 | 30.06.26 | 1.806 | 0.8 | 0.8 | 0.8 | 0.8 | ||||||
| Total | 2.5 | 0.0 | 0.0 | 0.8 | 1.7 | 1.7 | 2.5 |
SHARE-BASED REMUNERATION FROM 2022
The main conditions of share option plans
| Information regarding the reported financial year | Specification of plan | Performance period | Award date | Vesting Date | End of holdingperiod | Exercise period | Strike price of the share | Share options awarded at the beginning of the year | Exercised 2024 | Deducted in 2024 | Share options vested | Share options subject to a performance condition | Share options awarded and unvested | Share options at the end of the year |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Opening balance | ||||||||||||||
| Closing balance | ||||||||||||||
| Plan 1a | 24.01.22 - 30.06.23 | 24.01.22 | 30.06.23 | 30.06.23 | 1.400 | 5.2 | ||||||||
| Plan 1b | 24.01.22 - 30.06.24 | 24.01.22 | 30.06.24 | 30.06.24 | 1.470 | 7.4 | -6.3 | 7.4 | 1.1 | |||||
| Plan 1c | 24.01.22 | 1.470 | ||||||||||||
| Plan 1d | 24.01.22 - 30.06.25 | 24.01.22 | 30.06.25 | 30.06.25 | 1.543 | 7.4 | -2.0 | 0.0 | 7.4 | 7.4 | 5.4 | |||
| Plan 1e | 24.01.22 | 1.543 | ||||||||||||
| Total | 20.0 | -11.5 | -2.0 | 7.4 | 7.4 | 7.4 | 6.5 |
All numbers of options in the overview above are in million. The options can be exercised in connection with the reporting of the quarterly reports indicated in the table above. The exercise period is two weeks after the quarterly report is published at Oslo Børs. The options linked to plan 1a are earned in the period from the award date to the vesting date, which is 24 January 2022 – 30 June 2023. The options linked to plan 1b are earned in the period from the award date to the vesting date, which is 24 January 2022–30 June 2024. Options that have not been exercised (cf. plan 1a) can be exercised through plan 1c on 30 June 2024 at a strike price of 1.47. The exercise can take place after the publication of the second quarter report of 2024 and the following two weeks. The options linked to plan 1d are earned in the period from the award date to the vesting date, which is 24 January 2022 – 30 June 2025. Options that have not been exercised (cf. 1a and 1b) can be exercised through plan 1e until 30 June 2025 at a strike price of 1.544. The exercise can take place after the publication of the second quarter report of 2025 and the following two weeks.
No shares or other instruments have been allocated in connection with remuneration to leading persons. 11.5 million options have been exercised in 2024.
106SCANA ASA | ANNUAL REPORT 2024
VALUATION METHOD
In connection with determining the value of the option program, a binomial option pricing model has been used. It is assumed that a “geometric Brownian motion” model as a price model, which is the most widely used price model in financial mathematics, can be used to generate future share prices. The risk-free interest rate is in accordance with Norges Bank’s interest rate at the time of the award. Risk-free interest is interpolated over the accrual period. The volatility is based on trades made in the share in the past five years, which is 97 %. Dividend is not considered. Based on simulations, this gives an indicative option value of NOK 10.5 million according to option program announced January 2022. In the option program, it is assumed that no one who has been granted options will end the vesting period and that everyone will redeem the options after 36 months. The value of granted options is accrued over the period in which the employees acquire the right to receive the options. In 2024, NOK 4.2 million was recognized as a cost the of option program in accordance with the vesting period which includes the existing incentive scheme to CEO started up in September 2023.
BOARD REMUNERATION
The board of Scana ASA was paid TNOK 1.800 in fees in 2024, TNOK 75 to the election committee and TNOK 40 to the audit committee. Board remunerations are paid annually in arrears and apply for the period from the ordinary general meeting 2023 to the ordinary general meeting 2024. Fees in arrears for the board elected in June 2023 with a term of office until May 2024 are specified below.
| Name | Position | Active period | Remuneration paid out in 2023 | Remuneration paid out in 2024 |
|---|---|---|---|---|
| Bjørn Gabriel Reed | Board Member | Aug 2023 - | 300 | |
| Morten Blix | Board Member | Jan 2022 - Dec 2022 / Jun 2023 - | 115 | 230 |
| Ida Ianssen Lundh | Board Member | Dec 2022 - | 97 | 300 |
| Gunnar Eliassen | Former Chairman of the board | Aug 2023 - Aug 2024 | 460 | |
| Birgitte Feginn Angelil | Former Board Member | Dec 2022 - Dec 2024 | 97 | 300 |
| Pål Selvik | Former Deputy chair of the board and Chairman of the board | Dec 2022 - Jan 2023 / Jan 2023 - Aug 2023 | 141 | 140 |
| Vidar Rabben | Former Board Member | Dec 2022 - Aug 2023 | 97 | 70 |
| Former Chairman of the board | May 2018 - Jan 2023 | 174 | ||
| Former Board Member | May 2021 - Jan 2023 | 116 | ||
| Former Board Member | May 2016 - Jan 2023 | 116 | ||
| Former Board Member | May 2018 - Dec 2022 | 103 | ||
| Total remuneration | 1 058 | 1 800 |
All numbers in the overview above are in thousand NOK.
9 | TAX
As of 31 December 2024, the tax loss to be carried forward in Norway is NOK 309.0 million (2023: NOK 361.5 million). There are no restrictions on the right to carry forward tax losses. As of 31 December 2024, the Deferred tax assets is NOK 44.2 million where NOK 44.8 million is allocated to business in Norway. Management considers that tax losses will be used in connection with companies in Norway. This is based on expected future cash flows and builds on the same assumptions used in the impairment tests which is supported by the order backlog, new contracts and the outlook within the markets where the companies operate. The management expects that the running business will contribute with increased future taxable income.
107SCANA ASA | ANNUAL REPORT 2024
Scana considers that there is sufficient taxable income in future periods, adjusted for net temporary differences with future taxable income. Taxable amounts arising from tax-reducing temporary differences expected to arise in future periods are disregarded. Also mentioned in disclosures
THE TAX EXPENSE FOR THE YEAR APPEARS AS FOLLOWS
| 2024 | 2023 | |
|---|---|---|
| Current tax | -4.1 | -0.3 |
| Change in deferred tax / deferred tax assets | -22.5 | 15.1 |
| Currency differences foreign tax | 0.0 | 0.1 |
| Tax expenses | -26.6 | 15.0 |
| Foreign tax expenses | -2.6 | -1.4 |
| Effective tax rate | 24% | -27% |
RECONCILIATION OF TAX EXPENSE AGAINST ORDINARY PROFIT BEFORE TAX
| 2024 | 2023 | |
|---|---|---|
| Profit before tax | 109.9 | 56.5 |
| 22% of profit before tax | 24.2 | 12.4 |
| Tax expense for the year | 26.6 | -15.0 |
| The differences; due to | -2.4 | 27.5 |
| Permanent differences | 0.3 | 7.2 |
| Withholding tax | -2.7 | 0.0 |
| Change not capitalized deferred tax assets | 0.0 | 20.2 |
| Effect of foreign activity due to different tax levels | 0.0 | 0.1 |
| Total | -2.4 | 27.5 |
RECONCILIATION OF NET DEFERRED TAX ASSETS
| 2024 | 2023 | |
|---|---|---|
| Opening balance, net deferred tax assets | 67.8 | 52.4 |
| Change in tax / deferred tax asset over the result | -22.5 | 15.3 |
| Deferred tax business combination | -1.2 | 0.0 |
| Deferred tax assets capital expansion | 0.0 | 0.0 |
| Net deferred tax assets | 44.2 | 67.8 |
SPECIFICATION OF NET DEFERRED TAX ASSETS
| 2024 | 2023 | |
|---|---|---|
| Fixed assets | 28.7 | 25.4 |
| Right of use assets/ lease liabilities | -5.4 | -4.5 |
| Current assets | 3.2 | -4.8 |
| Liabilities | -2.7 | -2.3 |
| Taxable loss carried forward | -68.0 | -81.6 |
| Net deferred tax assets | 44.2 | 67.8 |
108SCANA ASA | ANNUAL REPORT 2024
10 | INTANGIBLE ASSETS
INTANGIBLE ASSETS AS OF 31.12.24
| GOODWILL | DEVELOPMENT COSTS | CUSTOMER RELATIONSHIPS | TOTAL | |
|---|---|---|---|---|
| ACCUMULATIVE COSTS | ||||
| Opening balance | 296.6 | 56.2 | 46.9 | 399.7 |
| Additions | 0.0 | 10.0 | 0.0 | 10.0 |
| Disposals | 0.0 | -1.0 | 0.0 | -1.0 |
| Acquisitions | 27.2 | 0.0 | 0.0 | 27.2 |
| Translation difference | 0.0 | 0.1 | 0.0 | 0.1 |
| Accumulated as of 31.12. | 324.2 | 65.2 | 46.9 | 436.4 |
| DEPRECIATION/AMORTISATION/IMPAIRMENT | ||||
| Opening balance | -10.7 | -22.3 | -9.4 | -42.4 |
| Amortisation | 0.0 | -4.3 | -4.7 | -9.0 |
| Impairment | 0.0 | -2.1 | 0.0 | -2.1 |
| Disposals | 0.0 | 0.6 | 0.0 | 0.6 |
| Translation difference | 0.0 | -0.1 | 0.0 | -0.1 |
| Accumulated as of 31.12. | -11.1 | -28.2 | -14.1 | -53.4 |
| Book value as of 31.12 | 313.1 | 37.0 | 32.8 | 382.9 |
The linear depreciation method is used
| Depreciation/amortisation period in number of years | No amortisation | 5-10 | 10 |
|---|---|---|---|
PSW Power & Automation AS has capitalized development costs corresponding to NOK 10.0 million in connection with product development of mobile battery solutions and software for battery grid.In 2024, an impairment of NOK 2.1 million has been made regarding product development of the Electric Valve Actuator. Development costs are amortized over the product’s expected lifetime.
INTANGIBLE ASSETS AS OF 31.12.23
| GOODWILL | DEVELOPMENT COSTS | CUSTOMER RELATIONSHIPS | TOTAL | |
|---|---|---|---|---|
| ACCUMULATIVE COSTS | ||||
| Opening balance | 284.8 | 47.6 | 46.9 | 379.3 |
| Additions | 0.0 | 9.3 | 0.0 | 9.3 |
| Disposals | 0.0 | -1.0 | 0.0 | -1.0 |
| Acquisitions | 11.7 | 0.0 | 0.0 | 11.7 |
| Translation difference | 0.0 | 0.4 | 0.0 | 0.4 |
| Accumulated as of 31.12. | 296.6 | 56.2 | 46.9 | 399.7 |
| DEPRECIATION/AMORTISATION/IMPAIRMENT | ||||
| Opening balance | -10.7 | -18.2 | -4.7 | -33.5 |
| Amortisation | 0.0 | -2.7 | -4.7 | -7.4 |
| Impairment | 0.0 | -2.1 | 0.0 | -2.1 |
| Disposals | 0.0 | 1.0 | 0.0 | 1.0 |
| Translation difference | 0.0 | -0.3 | 0.0 | -0.3 |
| Accumulated as of 31.12. | -10.7 | -22.3 | -9.4 | -42.4 |
| Book value as of 31.12 | 285.9 | 33.9 | 37.5 | 357.3 |
The linear depreciation method is used. Depreciation/amortisation period in number of years: No amortisation, 5-10, 10.
109SCANA ASA | ANNUAL REPORT 2024 DISCLOSURE 11 | IMPAIRMENT
IMPAIRMENT TESTS
For impairment testing, goodwill acquired through business combinations are allocated to either Offshore and Energy CGUs. Scana tests for impairment annually or more frequently if there are indicators of impairment. Scana assesses various impairment indicators, including the ratio between market value on the Oslo stock exchange and book value of equity, market development, lower than expected earnings and changes in market interest rates. As of 31 December 2024, the market value of the company is higher than the book value of the equity, which does not indicate impairment of goodwill or other assets in the various CGUs.
CGU-OFFSHORE
CGU-OFFSHORE consists of PSW Technology AS, PSW Solutions AS and Mongstad Industrier AS. The carrying amount of goodwill allocated to this CGU as of 31 December 2024 is MNOK 106.8. The recoverable amount of this CGU was based on its value in use, determined by discounting the future cash flows to be generated from the continuing use of the CGU. The calculations are based upon estimated future cash flows for the cash generating unit, OFFSHORE. The estimated future cash flows are based upon budgets and long-term business plan covering a five-year period. The cash flows are based on the managements and the board’s best estimate. Per end of December 2024, estimated recoverable amount exceeds the carrying amount of the CGU, and management did not identify an impairment for this CGU.
CGU-ENERGY
CGU-ENERGY consists of PSW Power & Automation AS. The carrying amount of goodwill allocated to this CGU as of 31 December 2024 is MNOK 206.4. The recoverable amount of this CGU was based on its value in use, determined by discounting the future cash flows to be generated from the continuing use of the CGU. The calculations are based upon estimated future cash flows for the cash generating unit, ENERGY. The estimated future cash flows are based upon budgets and long-term business plan covering a five-year period. The cash flows are based on the managements and the board’s best estimate. Per end of December 2024, estimated recoverable amount exceeds the carrying amount of the CGU, and management did not identify an impairment for this CGU.
KEY ASSUMPTIONS
The values assigned to the key assumptions represent management’s conservative assessment of future trends in the relevant industries and have been based on historical data from both external and internal sources. The calculation of value in use for CGU-ENERGY and CGU-OFFSHORE is most sensitive to the following assumptions:
| KEY ASSUMPTIONS | ENERGY | OFFSHORE |
|---|---|---|
| Average operating margin for the next five years | 8.0 % | 9.0 % |
| Discount rate (nominal before tax) | 11.3 % | 14.6 % |
| Average growth rate per year next five years | 3.6 % | 3.7 % |
| Growth rate per year after next five year (nominal) | 2.0 % | 2.0 % |
| Value in use | 410.0 | 413.0 |
| Headroom | 129.0 | 245.0 |
- Operating margins – Estimated taking into account past experience.
- Discount rates – Discount rates represent the current market assessment of the risks specific to each CGU. The discount rate calculation is based on the specific circumstances of Scana Group and its CGUs and is derived from its weighted average cost of capital (WACC). The WACC takes into account both debt and equity. The cost of equity is derived from the expected return on investment by the Group’s investors. The cost of debt is based on the interest-bearing borrowings Scana Group is obliged to service. Segment-specific risk is incorporated by applying individual beta factors. The beta factors are evaluated annually based on publicly available market data.
110SCANA ASA | ANNUAL REPORT 2024
- Revenue growth – Revenue growth projections include specific estimates for the next five years and a terminal growth rate that reflects long-term inflation expectations. The revenue estimate is based on concluded contracts, information about the potential for new contracts and an assumption about the development of the price in the market.
- Climate-related matters – Scana Group monitors climate-related risks when measuring the recoverable amount. The value-in-use may be impacted by transition risk, such as climate-related legislation, climate-related regulations and changes in demand for the Group’s products and services. The Group has not incorporated any significant costs in the future cash flows expectations. Regarding CGU-ENERGY, the products and services offered are mainly linked to electrification and is considered to be part of the solution of a carbon neutral future. Regarding the CGU-OFFSHORE, the majority of the revenues are related to the oil and gas industries. There are limited long-term assets related to product-sales and rental equipment that could be exposed. The material revenue streams are related to services and engineering capacities which contribute to reducing the carbon footprint of the oil and gas industry, therefore no significant cost or negative impact related to climate is factored in.
SENSITIVITY ANALYSIS
The following table shows the effect of the recoverable amount by changes to specific key assumptions by one percentage point.
| SENSITIVITY CHANGES | ENERGY | OFFSHORE |
|---|---|---|
| Operating margin for the next five years | +1.0 % | +110.6 |
| -1.0 % | -110.6 | |
| -80.7 | ||
| Growth rate per year next five years | +1.0 % | 41.9 |
| -1.0 % | -39.5 | |
| -62.5 | ||
| Growth rate in terminal | +1.0 % | 55.2 |
| -1.0 % | -41.1 | |
| -23.4 | ||
| Discount rate (nominal before tax) | +1.0 % | -77.2 |
| -1.0 % | 103.4 | |
| 69.6 |
1PSW Technology at Mongstad Refinery – Photo by Nordhordland Tekst & Foto
111SCANA ASA | ANNUAL REPORT 2024 DISCLOSURE 12 | RIGHT OF USE ASSETS
All right of use assets presented in the table below relate to premises, machines and cars. The right of use assets are depreciated on a linear basis over the fixed lease period, with the exception of a machine which is depreciated over its economic life. As of 31 December 2024, the remaining part of the leasing period is reflected in the right of use assets. Any extension of the lease period will be assessed when the options should be exercised. In connection to right of use assets, read disclosure 2 for critical accounting judgement.
RIGHT OF USE ASSETS AS OF 31.12.24
| PROPERTY | MACHINERY | VEHICLE | TOTAL | |
|---|---|---|---|---|
| ACCUMULATIVE COSTS | ||||
| Opening balance | 479.9 | 17.6 | 21.1 | 518.5 |
| Additions | 65.5 | 5.4 | 8.2 | 79.1 |
| Disposals | -9.6 | -1.3 | -2.9 | -13.8 |
| Translation difference | 0.0 | 0.0 | 0.0 | 0.1 |
| Accumulated as of 31.12. | 535.8 | 21.8 | 26.3 | 583.8 |
| DEPRECIATION/AMORTISATION/IMPAIRMENT | ||||
| Opening balance | -115.0 | -7.6 | -6.3 | -129.0 |
| Depreciation | -66.8 | -4.4 | -6.3 | -77.4 |
| Impairment | -2.0 | 0.0 | 0.0 | -2.0 |
| Additions | 0.0 | 0.0 | 0.0 | 0.0 |
| Disposals | 9.6 | 0.7 | 3.5 | 13.8 |
| Translation difference | 0.0 | 0.0 | 0.0 | 0.0 |
| Accumulated as of 31.12. | -174.2 | -11.3 | -9.2 | -194.6 |
| Book value as of 31.12. | 361.6 | 10.5 | 17.2 | 389.2 |
The linear depreciation method is used. Depreciation/amortisation period in no. of years: 1-10, 1-10, 1-5.
RIGHT OF USE ASSETS AS OF 31.12.23
| PROPERTY | MACHINERY | VEHICLE | TOTAL | |
|---|---|---|---|---|
| ACCUMULATIVE COSTS | ||||
| Opening balance | 449.7 | 9.9 | 12.7 | 472.3 |
| Additions | 36.4 | 6.6 | 11.4 | 54.4 |
| Disposals | -6.4 | -0.9 | -1.2 | -8.5 |
| Reclassification | 0.0 | 1.9 | -1.9 | 0.0 |
| Translation difference | 0.1 | 0.1 | 0.0 | 0.3 |
| Accumulated as of 31.12. | 479.9 | 17.6 | 21.1 | 518.5 |
| DEPRECIATION/AMORTISATION/IMPAIRMENT | ||||
| Opening balance | -62.6 | -2.8 | -4.3 | -69.7 |
| Depreciation | -58.8 | -4.6 | -4.4 | -67.8 |
| Disposals | 6.5 | 0.9 | 1.2 | 8.6 |
| Reclassification | 0.0 | -1.2 | 1.2 | 0.0 |
| Mergers | 0.0 | 0.0 | 0.0 | 0.0 |
| Translation difference | -0.1 | 0.0 | 0.0 | -0.1 |
| Accumulated as of 31.12. | -115.0 | -7.6 | -6.3 | -129.0 |
| Book value as of 31.12. | 364.8 | 10.0 | 14.7 | 389.5 |
The linear depreciation method is used. Depreciation/amortisation period in no. of years: 1-10, 1-10, 1-5.
112SCANA ASA | ANNUAL REPORT 2024 DISCLOSURE 13 | PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT AS OF 31.12.24
| TOTAL | |
|---|---|
| ACCUMULATIVE COSTS | |
| Opening balance | 284.3 |
| Additions | 71.1 |
| Disposals | -111.1 |
| Acquisitions | 10.0 |
| Translation difference | 0.2 |
| Accumulated as of 31.12. | 254.4 |
| DEPRECIATION/AMORTISATION/IMPAIRMENT | |
| Opening balance | -130.4 |
| Depreciation | -22.5 |
| Disposals | 51.1 |
| Acquisitions | -1.2 |
| Translation difference | 0.0 |
| Accumulated as of 31.12. | -102.9 |
| Book value as of 31.12. | 151.5 |
The linear depreciation method is used. Depreciation/amortisation period in number of years: 3-10.
Fixed assets are pledged so there are restrictions on disposal. This applies to companies in Norway and Sweden. Booked value of pledged operating assets is NOK 151.4 million as of 31 December 2024 (31.12.23: NOK 153.9 million). In 2024, Scana sold equipment with a total net carrying amount of NOK 60.0 million for a cash consideration of NOK 106.1 million. Most of this was related to the sale of a capping stack. The net gains on these disposals were recognised as a part of other operation income in the statement of profit or loss. Refer to note 5.
PROPERTY, PLANT AND EQUIPMENT AS OF 31.12.23
| TOTAL | |
|---|---|
| ACCUMULATIVE COSTS | |
| Opening balance | 262.3 |
| Additions | 23.4 |
| Disposals | -4.6 |
| Reclassification | 3.1 |
| Translation difference | 0.2 |
| Accumulated as of 31.12. |
INVENTORIES
| 2024 | 2023 | |
|---|---|---|
| Raw materials | 30.1 | 24.3 |
| Semi-finished products and work in progress | 64.8 | 29.8 |
| Finished goods | 4.5 | 5.1 |
| Total inventories end balance 31.12. | 99.4 | 59.2 |
| Provision for obsolescence as of 31.12. | 7.9 | 7.8 |
| This year's change in provision for obsolescence | 0.1 | 1.0 |
| Total pledged inventories | 99.4 | 59.2 |
The inventory is provided as security for borrowings.
DISCLOSURE 15 | TRADE RECEIVABLES
TRADE RECEIVABLES
| 2024 | 2023 | |
|---|---|---|
| Trade receivables - denomination | 326.8 | 248.7 |
| Trade receivables associated companies | 1.1 | 4.3 |
| Provision for losses on trade receivables | -0.3 | -0.5 |
| Total | 327.6 | 252.6 |
| Bad debt expenses | 0.0 | -0.4 |
| Changes in provisions for doubtful debts | 0.6 | 0.0 |
| Loss recognized in profit and loss on receivables, including changes in provisions | 0.6 | -0.4 |
A reversal of provision for losses on trade receivables of NOK 0.5 million has been done connected to an acquired company in 2024.
AGING SUMMARY
| 2024 | 2023 | |
|---|---|---|
| Trade receivables not due | 286.0 | 198.9 |
| 0–30 days | 27.9 | 20.1 |
| 31–60 days | 12.4 | 29.1 |
| 61–90 days | 0.5 | 3.4 |
| More than 90 days | 1.1 | 1.5 |
| Total trade receivables | 327.9 | 253.0 |
Provision for potential losses on receivables is based on individual assessments of each individual item. See disclosure 19 related to changes in loss provisions.
DISCLOSURE 16 | PREPAYMENTS, OTHER CURRENT RECEIVABLES, OTHER NON-CURRENT ASSETS
PREPAYMENTS AND OTHER CURRENT RECEIVABLES
| 2024 | 2023 | |
|---|---|---|
| Prepaid to suppliers | 26.0 | 24.2 |
| Prepaid tax | 0.8 | 0.4 |
| Prepaid costs | 10.6 | 29.8 |
| VAT | 3.4 | 0.3 |
| Other current receivables | 4.3 | 1.9 |
| Total prepayments and other current receivables | 44.8 | 56.6 |
OTHER NON-CURRENT ASSETS
| 2024 | 2023 | |
|---|---|---|
| Investments in shares | 5.3 | 5.3 |
| Long-term interest-bearing receivables | 5.1 | 6.9 |
| LT interest-bearing receivables - IG | 0.0 | 0.0 |
| Long-term interest-free receivables | 1.6 | 0.5 |
| Pensions funds | 2.8 | 2.2 |
| Unspecified other receivables | 0.1 | 0.0 |
| Total other non-current assets | 14.8 | 15.0 |
DISCLOSURE 17 | OTHER CURRENT LIABILITIES
OTHER CURRENT LIABILITIES
| 2024 | 2023 | |
|---|---|---|
| Provision - Warranty | 5.7 | 4.4 |
| Provision - Restructuring | 1.8 | 0.0 |
| Wages, holiday pay, VAT etc. | 157.9 | 99.3 |
| Accrued cost non-invoiced expenses | 41.7 | 58.5 |
| Other current liabilities | 5.9 | 6.7 |
| Total other current liabilities | 213.0 | 168.8 |
DISCLOSURE 18 | TRADE PAYABLES
TRADE PAYABLES
| 2024 | 2023 | |
|---|---|---|
| Trade payables | 109.8 | 100.8 |
| Trade payables associated companies | 0.0 | 0.4 |
| Total trade payables | 109.8 | 101.2 |
DISCLOSURE 19 | FINANCIAL RISK
This disclosure provides information about exposure to financial risk as well as goals, principles and processes for measuring and managing risk, and Scana Group’s capital management. More quantitative information is included elsewhere in the consolidated accounts. The Group is exposed to market risk, liquidity risk and credit risk. Scana Group’s senior management oversees the management of these risks. The board of directors has overall responsibility for establishing and monitoring The Group’s risk management framework. Risk management principles have been established to identify and analyse the risks to which Scana Group is exposed, to stipulate limits on risk and pertaining control procedures, and to monitor risk and compliance with the limits. Risk management principles and systems are reviewed regularly to reflect changes in activities and market conditions.
MARKET RISK
Market risk is the risk that fluctuations in market prices, e.g. exchange rates and interest rates, will affect future cash flows or the value of financial instruments. Market risk management aims to ensure that risk exposure stays within the defined limits, while optimizing the risk-adjusted return.
CURRENCY RISK
Currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Group’s exposure to the risk of changes in foreign exchange rates relates primarily to Scana Group’s operating activities (when revenue or expense is denominated in a foreign currency) and the Group’s net investments in foreign subsidiaries.
Scana Group’s management continuously monitors and reports on the Group’s currency positions. Scana Group’s risk management policy is to hedge material estimated foreign currency exposure in respect of forecast sales and purchases within a 12-month period. The Group uses forward exchange contracts to hedge its currency risk, most with a maturity of less than one year from the reporting date.
SENSITIVITY ANALYSIS – CURRENCY
The following table demonstrates the sensitivity to a reasonably possible change in exchange rates, with all other variables held constant. Tax effects are not considered in the calculations. A reasonably possible strengthening (weakening) of NOK against all other currencies on 31 December would have affected equity and profit or loss by the amounts shown below. The analysis does not include the effect on future transactions (not invoiced as of December 31) or any effect from translation of subsidiaries.
| Changes in currency | Impact result before tax | Impact on net equity before tax | |
|---|---|---|---|
| 2024 | 5% | -8.4 | -8.4 |
| -5% | 8.4 | 8.4 | |
| 2023 | 5% | -7.9 | -7.9 |
| -5% | 7.9 | 7.9 |
INTEREST RATE RISK
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Scana Group’s exposure to the risk of changes in market interest rates relates primarily to Scana Group’s long-term interest-bearing debt with floating interest rates. Scana Group’s objective is to secure and counteract major effects from changes in the market interest rate. The Group has no interest rate hedges on the balance sheet date.
SENSITIVITY ANALYSIS – INTEREST RATE
The following table demonstrates the sensitivity to a reasonably possible change in interest rates on that portion of loans and borrowings affected, with all other variables held constant. A reasonably possible change of 100 basis points in interest rates at the reporting date would have increased (decreased) equity and profit or loss by the amounts shown below.
| Changes in interest rate | Impact result before tax | Impact on net equity before tax | |
|---|---|---|---|
| 2024 | 1% | -0.6 | -0.6 |
| -1% | 0.6 | 0.6 | |
| 2023 | 1% | -0.8 | -0.8 |
| -1% | 0.8 | 0.8 |
LIQUIDITY RISK
Liquidity risk is the risk that Scana Group will not be able to meet its financial obligations as they fall due. Scana Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities. Scana Group works continuously to reduce liquidity risk through monitoring and active dialogue with the subsidiaries. See disclosure 22 for more information on the Group’s bank loans as of 31 December 2024. See disclosure 21 for more information on the Group’s cash and cash equivalents as of 31 December 2024. Scana Group has a bank balance as of 31 December 24 of NOK 7.4 million and unused drawing facilities amounting to NOK 160 million. All significant subsidiaries participate in a cash pool in the Group except for the business in Namibia. There are no restrictions regarding the available cash equivalent and the drawing facilities.
EXPOSURE TO LIQUIDITY RISK
The following are the contractual maturities of financial liabilities at the reporting date for the next three years.The amounts are gross and undiscounted and include contractual interest payments.
As of 31.12.24
| 2025 | 2026 | 2027 | |
|---|---|---|---|
| Lease liabilities | 95.4 | 91.1 | 82.4 |
| Bank loan - DNB | 50.0 | 50.0 | |
| Seller credit and earn out | 8.7 | 4.5 | 5.0 |
| Trade payables | 109.8 | ||
| Derivates | 2.6 | ||
| Interest payments | 0.8 | 3.8 | 3.8 |
| Total outflow (payments) | 217.7 | 99.4 | 141.3 |
For further information regarding lease payments please read disclosure 23. Seller credit and earn out includes current and non-current payments.
As of 31.12.23
| 2024 | 2025 | 2026 | |
|---|---|---|---|
| Lease liabilities | 84.3 | 78.8 | 75.4 |
| Bank loan - DNB | 20.0 | 20.0 | 20.0 |
| Trade payables | 101.2 | ||
| Derivates | 2.8 | ||
| Interest payments | 2.1 | 9.2 | 9.2 |
| Total outflow (payments) | 214.7 | 108.0 | 95.4 |
CREDIT RISK
Credit risk is the risk of financial losses if a customer or counterparty in a financial instrument is unable to meet its contractual obligations. Credit risk relates usually to the Group’s trade receivables, contract assets and cash and cash equivalents. Scana Group’s exposure to credit risk is mainly the result of individual factors relating to each individual customer. The demographics of the customer base, including the risk of default of payment in the industry and the country in which the customers operate, have less influence on the credit risk. Customer credit risk is managed by each business unit subject to Scana Group’s established policy and guidelines relating to customer credit risk management. Credit quality of a customer is assessed based on credit rating and individual credit limits can be defined in accordance with this assessment. Outstanding customer receivables and contract assets are regularly monitored. Scana Group enters into larger customer contracts with advance payments (20 %–30 %) or milestone invoicing throughout the entire project progress. Scana Group regards its maximum credit risk exposure to the carrying amount of trade receivables and contract assets. Historically, losses on trade receivables and contract assets have been limited.# DISCLOSURE 20 | FINANCIAL INSTRUMENTS
HEDGING CURRENCY RISK
As a proportion of Scana Group’s sales take place in foreign currency, the Group is exposed to fluctuations in exchange rates in the period from the conclusion of the sales contract until the final payment from the customer. In addition, there are risks associated with future payments in foreign currency. Scana Group hedges the net exposure per material currency.
Listed below is a summary of all open currency contracts as of 31 December 2024:
| Currency contracts | Net | Denomination | Maturity period | Unrealized gain / loss (-) |
|---|---|---|---|---|
| EUR sale | 2025 | -0.3 | ||
| SEK sale | 2025 | -0.4 | ||
| USD sale | 2025 | -1.4 | ||
| ZAR buy | 2025 | -0.1 | ||
| Total | -2.2 |
Listed below is a summary of all open currency contracts as of 31 December 2023:
| Currency contracts | Net | Denomination | Maturity period | Unrealized gain / loss (-) |
|---|---|---|---|---|
| EUR sale | 2024 | -0.1 | ||
| SEK sale | 2024 | -1.0 | ||
| SEK sale | 2025 | -0.2 | ||
| USD sale | 2024 | 3.2 | ||
| USD sale | 2025 | 1.8 | ||
| Total | 3.6 |
CLASSIFICATION OF FINANCIAL ASSETS
In accordance with IFRS 9, Scana Group classifies financial assets based on the business model where they are managed based on contractual cash flows. The main categories of financial assets according to IFRS 9 are amortized cost, fair value classified as other comprehensive income and expenses and fair value presented in profit and loss. In accordance with the loss model, Scana Group recognizes expected losses over the lifetime of financial assets that are measured at amortized cost, debt instruments that are measured at fair value over other income and costs and contract assets. The Group assesses expected losses related to financial assets over their lifetime.
DETERMINATION OF FAIR VALUE
The fair value of forward currency contracts is determined by using the closing rate on the balance sheet date adjusted for an interest addition or deduction based on the interest rate difference between the respective currencies. For forward exchange contracts, the present value of the cash flow is taken as a starting point. The fair value of cash, overdrafts and other interest-bearing debt is considered to be approximately equal to the value on the statement of financial position, as these have a short maturity and thus provide a floating interest rate that is adjusted in line with changes in the general interest rate level. Similarly, the fair value of trade receivables and trade payables is assumed to be equal to the book value as both items have a short maturity and are entered into under normal conditions.
The table below shows how the various financial instruments are categorized cf. IFRS 7 as of 31 December 2024
| Financial instruments | Fair value hierarchy | Fair value profit & loss | Fair value - other comprehensive income | Amortized cost | Total 2024 | Total 2023 |
|---|---|---|---|---|---|---|
| FINANCIAL ASSETS | ||||||
| Other non-current financial assets | Level 3 | 5.3 | 12.0 | 12.8 | ||
| Trade receivable | 15/19 | 327.6 | 327.6 | 252.6 | ||
| Derivates | Level 2 | 0.4 | 0.4 | 6.4 | ||
| Prepayments and other current receivables | 16 | 44.8 | 44.8 | 56.6 | ||
| Bank deposits | 21 | 7.3 | 7.3 | 36.4 | ||
| Total | 5.7 | 386.4 | 380.0 | 392.1 | 364.7 | |
| FINANCIAL LIABILITIES | ||||||
| Lease liabilities | 23 | 415.0 | 415.0 | 407.6 | ||
| Loans and borrowings | 22 | 67.5 | 67.5 | 115.8 | ||
| Trade payables | 18/19 | 109.8 | 109.8 | 101.2 | ||
| Derivates | Level 2 | 2.6 | 2.6 | 2.8 | ||
| Other current liabilities | 17 | 213.0 | 213.0 | 168.8 | ||
| Total | 2.6 | 0.0 | 805.3 | 807.9 | 796.2 |
FAIR VALUE – VALUE HIERARCHY
Scana Group uses the following hierarchy when assessing and presenting the fair value of the financial instruments. The asset will generate future economic benefits.
- Level 1: Listed prices (unadjusted) in active markets for identical assets and liabilities.
- Level 2: Input other than quoted prices from active markets included in level 1, which are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices). To calculate the value of open foreign exchange contracts, it is obtained from Norges Bank on the closing date. Valuations also include valuations based on market-confirmed inputs. Market-confirmed input data is input data determined through mathematical or statistical methods, such as correlation or regression analysis, where input data in the analysis and/or results can be confirmed against observable market data. If such an analysis is to be used for the purpose of financial reporting, the statistical goodness of the analysis should be assessed based on usual statistical criteria and predictive ability.
- Level 3: Input for the asset or liability that is not based on observable market data.
The table on the previous page shows the valuation hierarchy for fair value disclosures for assets and liabilities. In 2024, there has been no transfer between level 1 and level 2 in the assessment of fair value, and no transfers into or out of level 3 in the assessment of fair value.
CAPITAL STRUCTURE AND EQUITY
The main purpose of Scana Group’s composition and management of debt and equity is to ensure sufficient and competitive funding of Scana Group’s activities and create value for the shareholders. Scana Group should have a reasonable credit rating, and thus competitive borrowing conditions. Through good capital management of equity and debt, Scana Group will support the business that is run and thus contribute to increasing shareholder value. Scana Group must have sufficient liquid funds and access to credit facilities for financing operational activities. This takes place through targets for ongoing operations and capital management. The Group manages the capital structure and makes necessary changes based on an ongoing assessment of market and financial risk and those financial prospects seen in the short and medium term refer to disclosure 22. Reference is made to the section liquidity risk in disclosure 19 related to the company’s financial position.
DISCLOSURE 21 | CASH AND CASH EQUIVALENTS
Scana Group has a bank deposit as of 31 December 2024 which amounts to NOK 7.3 million. In the table above relating to liquidity, cash withdrawals are included as mentioned in disclosure 22. The Group has an unused overdraft facility of NOK 160 million as of 31 December 2024. The total liquidity reserve was as of 31 December 2024 NOK 167.3 million (31 December 2023: NOK 146.4 million). Scana Group has a cash pool arrangement. Scana Group has no restricted funds as of December 2024 and all disclosed cash and cash equivalents are available. Bank guarantees have been issued according to tax deductions, which as of 31 December 2024 was NOK 30.0 million.
BANK DEPOSITS
| 2024 | 2023 | |
|---|---|---|
| Ordinary bank deposits | 7.3 | 36.4 |
| Total | 7.3 | 36.4 |
RECONCILIATION BETWEEN BANK DEPOSITS AND LIQUIDITY IN THE CASH FLOW STATEMENT
| 2024 | 2023 | |
|---|---|---|
| Ordinary bank deposits | 7.3 | 36.4 |
| Cash and cash equiv. at end of period | 7.3 | 36.4 |
DISCLOSURE 22 | LOANS AND BORROWINGS
| Nominal interest rate | Current | Non-current | Maturity date | |
|---|---|---|---|---|
| 2024 | ||||
| Bank loan | NIBOR + 2.75% | 50.0 | Jan - 2027 | |
| Seller credit and earn out | 8.7 | 9.5 | ||
| Amortisation costs | -1.5 | |||
| Accrued interests | 0.8 | |||
| Total loans and borrowings | 58.0 | 9.5 | ||
| 2023 | ||||
| Bank loan | NIBOR + 3.5% | 20.0 | 95.0 | Jan - 2027 |
| Amortisation costs | -1.4 | |||
| Accrued interests | 2.1 | |||
| Total loans and borrowings | 20.7 | 95.0 |
LOANS AND BANK OVERDRAFT
The financing is linked to an overdraft facility of NOK 160 million and a bank guarantee facility of NOK 60 million. It is a rolling draft facility with annual renewal next time on 9 October 2025. Bank loans as of 31 December 2024 amounting to NOK 50 million. The loan is a bullet loan of NOK 50 million and has a due date in January 2027.
COVENANTS
There are certain financial covenants to the loan agreement. These are covenant equity ratio 30 %, borrowing base 70 % and covenant NIBD / EBITDA on 12 month bases less than 2.5. In addition to financial covenants mentioned, the contract contains other covenants considered common for similar contractual relationships. This includes limitations on acquisitions, disposals, change of control and conditions related to continued listing. Scana Group was in compliance with the loan terms as of 31 December 2024.
SELLER CREDIT AND EARN OUT
Seller credit and earn out is connected to the acquisition of Mongstad Industrier AS. Refer to disclosure 3 for further details.
CHANGE IN LIABILITIES RELATED TO FINANCING ACTIVITIES
The overview below shows the change in liabilities due to financing activities in 2024 and where the changes take effect.
| 01.01.2024 | Proceeds from LT and ST borrowings | Payments of borrowings | Interests paid | Profit and loss | Net new lease liabilities and disposals | Translation differences | 31.12.24 | |
|---|---|---|---|---|---|---|---|---|
| Lease liabilities | 407.6 | 0.0 | -71.8 | -25.6 | 25.6 | 79.1 | 0.0 | 415.0 |
| Bank loan LT | 93.6 | 0.0 | -45.0 | 0.0 | -0.2 | 0.0 | 0.0 | 48.5 |
| Bank loan ST | 20.0 | 0.0 | -20.0 | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 |
| Interests | 2.1 | 0.0 | 0.0 | -12.9 | 11.6 | 0.0 | 0.0 | 0.8 |
| Total liabilities connected to financing activities | 523.4 | 0.0 | -136.8 | -38.5 | 37.0 | 79.1 | 0.0 | 464.4 |
The overview below shows the change in liabilities due to financing activities in 2023 and where the changes have an effect.# DISCLOSURE 23 | LEASE LIABILITIES
The Scana ASA and subsidiaries leases premises for all business activities. These leases have a lease period of one to ten years. There are opportunities to extend some of these leases by up to five years. Fixed rental period covers Scana Group’s needs and provides the necessary flexibility. The rental period is based on best judgment and best estimate with regard to probable length.
Leased machines are mainly smaller machines and equipment. Examples of machinery and equipment are the hire of trucks and copiers, which represent greater value. Lease agreements relating to the trucks are for up to eight years. Cars are rented normally over a period of three years and are returned to the lessor at expiry date. The leases can be extended by two years, but this is not practiced. Options are therefore not included in the lease liabilities.
Total lease liabilities are measured at the present value of future rental payments with the exception of common services and costs. Scana Group has used a weighted average linked to the marginal interest rate for each of the leasing groups at the time of recognition. The following marginal interest rate is used for lease liabilities signed in 2024; machinery and equipment 7–8 %, cars 7 % and premises 7 %. For lease liabilities established before January 1, 2024, the marginal interest remains unchanged; otherwise, the leasing period is adjusted. The interest rate is connected to the marginal interest rate reflects the level linked to loan conditions when financing similar assets. The company has used common marginal interest for each portfolio of leases relating to usufruct assets with matching properties.
Scana Group has entered into lease agreements connected to buildings, properties, machines, premises and other facilities with a remaining lease period of one to ten years. The agreements do not contain restrictions on the company’s dividend policy or financing options.
The table below shows lease liabilities as of 31 December.
CHANGE IN LEASE LIABILITIES
| 2024 | 2023 | |
|---|---|---|
| Opening balance lease liabilities 01.01. | 407.6 | 412.1 |
| New lease liabilities | 79.1 | 54.4 |
| Payments | -97.4 | -83.5 |
| Interests | 25.6 | 24.5 |
| Ending balance lease liabilities 31.12. | 415.0 | 407.6 |
New lease liabilities amounted to NOK 79.1 million consists of new leasing agreements of NOK 52.1 million, price index adjustments NOK 28.4 million and terminations of NOK 1.4 million.
PROFIT AND LOSS ITEMS RELATED TO LEASE AGREEMENTS
| 2024 | 2023 | |
|---|---|---|
| Depreciation for the year continued operations | 77.4 | 67.8 |
| Impairment for the year continued operations | 2.0 | 0.0 |
| Net gain/loss assets (IFRS 16) | 0.0 | 0.1 |
| Interests costs | 25.6 | 24.5 |
| Short-term / low value leases | 3.4 | 1.1 |
| Total profit items | 108.4 | 93.5 |
LEASE LIABILITIES CASH FLOW
| 2024 | 2023 | |
|---|---|---|
| Payments related to lease liabilities - installments | -71.8 | -59.0 |
| Payments related to lease liabilities - interests | -25.6 | -24.5 |
| Short-term / low value leases | -3.4 | -1.1 |
| Total outflow cash for all lease liabilities | -100.8 | -84.5 |
The table below shows the company’s future non-discounted payment flows linked to the lease liabilities in the balance sheet as of 31 December 2024.
MATURITY ANALYSIS COMMENCED LEASES
| 2024 | 2023 | |
|---|---|---|
| Within one year | 95.4 | 84.3 |
| Between one and two years | 91.1 | 78.8 |
| Between two and three years | 82.4 | 75.4 |
| Between three and four years | 77.8 | 70.6 |
| Between four and five years | 56.6 | 66.8 |
| More than five years | 90.2 | 115.7 |
| Total payments lease liabilities | 493.5 | 491.6 |
The payments linked to the lease agreements are fixed. The variable part is considered insignificant.
The overview below shows the company’s exposure related to future payments not discounted related to options and terminations that are not included in the lease liabilities as of 31 December 2024.
| Within five years | More than five years | Total | |
|---|---|---|---|
| Potential extension of lease agreements (options) | 68.3 | 712.8 | 781.1 |
| Total | 68.3 | 712.8 | 781.1 |
Scana Group is a lessor and subleases property. All these leases are classified as operating leases from a lessor perspective. Rental revenue is therefore classified as operating revenue in the income statement. Refer to disclosure 4.
DISCLOSURE 24 | GUARANTEES AND PLEDGE
Of the bank guarantees, approx. 44 % (2023: 41 %) linked to performance guarantees. Errors in deliveries and the inability to correct errors will give the customer the right to draw on the guarantees. About 39 % (2023: 42 %) of the bank and parent company guarantees are demand guarantees (“on demand” guarantees) and includes tax deductions. Approximately 17 % (2023: 17 %) of the guarantees are linked to the lease agreements. In the event of non-payment, the creditor can call on the guarantee.
MORTGAGE ENCUMBRANCES
| 2024 | 2023 | |
|---|---|---|
| Of the group's book debts, the following were secured by pledge | 50.0 | 115.0 |
| Total | 50.0 | 115.0 |
BOOK VALUE OF PLEDGED OBJECTS
| 2024 | 2023 | |
|---|---|---|
| Machinery | 149.7 | 153.8 |
| Buildings | 1.7 | 0.1 |
| Inventories | 99.4 | 59.2 |
| Trade receivables | 327.6 | 252.6 |
| Contract assets | 108.0 | 99.4 |
| Total | 686.4 | 565.1 |
GUARANTEES FOR BANK / SURETY
| 2024 | 2023 | |
|---|---|---|
| Warranty and surety liability | 181.5 | 210.2 |
DISCLOSURE 25 | SHARES AND SHAREHOLDERS
Scana ASA had 4 692 shareholders as of 31 December 2024. Foreign shareholders owned shares that together made up 3.6 % of the share capital.
NUMBER OF SHARES OWNED BY BOARD MEMBERS AND MANAGEMENT
| Number of shares | |
|---|---|
| Morten Blix, Board Member | 11 724 059 |
| Torvald Ulland Reiestad, CFO | 1 265 326 |
| Baste Tveito, COO | 899 059 |
| Bjørn Gabriel Reed, Board Member | 235 000 |
THE 20 LARGEST SHAREHOLDERS AS OF 31.12.24
| Number of shares | Percentage | |
|---|---|---|
| RIEBER & SØN AS | 42 798 921 | 9.3 % |
| NO SURRENDER AS | 36 187 143 | 7.8 % |
| SIRENA II AS | 25 196 000 | 5.5 % |
| PERESTROIKA AS | 23 808 854 | 5.2 % |
| MAKRELLA HOLDING AS | 20 285 714 | 4.4 % |
| KREFTING AS | 19 083 715 | 4.1 % |
| SPIRALEN HOLDING AS | 11 724 059 | 2.5 % |
| TRIKO AS | 11 100 000 | 2.4 % |
| KLK INVESTMENT AS | 10 000 000 | 2.2 % |
| WERGELAND HOLDING AS | 10 000 000 | 2.2 % |
| OSAKONGEN DRIFT AS | 9 835 000 | 2.1 % |
| HOLCK, FRANK ROBERT | 7 871 738 | 1.7 % |
| LILJE AS | 7 784 857 | 1.7 % |
| NORDNET LIVSFORSIKRING AS | 7 477 420 | 1.6 % |
| WEST COAST INVEST AS | 7 142 857 | 1.5 % |
| JEKTEVIKA HOLDING AS | 6 682 000 | 1.4 % |
| EIKEVIKEN HOLDING AS | 6 000 000 | 1.3 % |
| BERGEN KOMMUNALE PENSJONSKASSE | 6 000 000 | 1.3 % |
| STOLEN AS | 5 159 132 | 1.1 % |
| INTER SEA AS | 4 388 241 | 1.0 % |
| Total holdings 20 largest shareholders | 278 525 651 | 60.3 % |
| Other | 183 367 247 | 39.7 % |
| Total number of shares | 461 892 898 | 100.0 % |
DISCLOSURE 26 | EARNINGS PER SHARE AND OWN SHARES
Scana ASA has 6 461 own shares as of 31 December 2024, which is unchanged from 31 December 2023. At the ordinary general meeting on 29 May 2024, the board was authorized to acquire the company’s own shares for a nominal value of up to NOK 45.2 million. The authorization is valid until the 2025 ordinary general meeting, under no circumstances valid beyond 30 June 2025.
| 2024 | 2023 | |
|---|---|---|
| Net profit/loss - equity holders of the parent | 83.3 | 71.6 |
| Shares in market from previous year | 449 972 901 | 440 582 901 |
| Own shares | (6 461) | (6 461) |
| Exercised options September 2023 | 2 109 534 | |
| Exercised options January 2024 | 2 294 372 | |
| Exercised options September 2024 | 2 647 540 | |
| Weighted average number of shares | 454 908 352 | 442 685 974 |
| EFFECT OF DILUTION | ||
| Options / Subscription rights | 13 478 085 | 27 700 463 |
| Weighted average number of shares adjusted for the effect of extraction | 468 386 437 | 470 386 437 |
| Earnings per share - continuing operation | 0.18 | 0.16 |
| Earnings per diluted share - continuing operation | 0.18 | 0.15 |
| Earnings per share | 0.18 | 0.16 |
| Earnings per diluted share | 0.18 | 0.15 |
DISCLOSURE 27 | SHARE CAPITAL
Issue of new share capital in 2024 is connected to exercised options. The first one in January 2024 and the second in September 2024. The last one was registered October 2024. Each with a nominal value of NOK 1.00. On 31 December 2024, the share capital of Scana ASA was NOK 461 892 898, divided into 461 892 898 shares, each with a nominal value of NOK 1.00. All shares have equal voting right.
| Number of shares | Share capital | |
|---|---|---|
| Number of outstanding ordinary shares from previous years | 449 972 901 | 450.0 |
| Issue of new share capital January 2024 | 2 420 000 | 2.4 |
| Issue of new share capital September 2024 | 9 499 997 | 9.5 |
| Number of outstanding ordinary shares as of 31.12. | 461 892 898 | 461.9 |
DISCLOSURE 28 | SUBSEQUENT EVENTS
Seasystems AS signed a sizeable contract for mooring equipment to FLNG plant. Subseatec S AB signed frame agreement with international subsea technology company, becoming exclusive global supplier of steel parts. Expected volume classified as a “sizeable contract”. PSW Technology AS has signed a frame agreement with Equinor who has exercised the first option of two three-year options. The contract is estimated at up to NOK 150 million per year.
Bergen, 23 April 2025
ALTERNATIVE PERFORMANCE MEASURES
Alternative performance measures, which means financial target figures that are not defined within the current financial reporting framework, is used by Scana Group to provide additional information. Alternative performance targets are intended to improve the comparability of the results from period to period.It is the Group’s experience that these are often used by analysts, investors, and other parties. Alternative performance measures are not a substitute for measuring results in accordance with IFRS.
ORDER INTAKE/BACKLOG MEASURES
- Order intake: Consists of the period’s new orders as well as net changes to existing orders, including change orders, cancellations and changes related to exchange rates.
- Order backlog: Consists of estimated value of remaining deliveries on contracts entered at the end of the period. The order backlog does not include potential growth or value of options in existing contracts. The order backlog does not include framework agreements, except for estimates of firm scope to be delivered.
PROFIT MEASURES
- EBITDA: Operating profit/loss before depreciation, amortization and impairment.
- EBIT: Operating profit/loss.
- Adjusted EBITDA: EBITDA less adjustments related to identified cost or revenue that are excluded to improve comparability of the underlying business performance between periods.
FINANCING MEASURES
- Net interest-bearing debt: Total non-current and current interest-bearing financial debt (excluding lease liabilities), minus total cash.
- Equity ratio: Total equity divided by total assets.
- Covenant EBITDA: Adjusted EBITDA adjusted for financial lease.
- Covenant NIBD/EBITDA: NIBD divided by Covenant EBITDA (12 months rolling).
- Covenant equity ratio: Equity divided by (total assets – lease liabilities).
127SCANA ASA | ANNUAL REPORT 2024
Adjusted EBITDA
| 2024 | 2023 | |
|---|---|---|
| EBITDA | 260.7 | 181.3 |
| Gain from sale | -45.6 | 0.0 |
| Strategy and M&A costs | 5.7 | 2.6 |
| Option program / incentive scheme | 6.1 | 3.6 |
| Restructuring costs | 1.8 | 9.5 |
| Business development | 2.3 | 0.0 |
| ERP | 7.2 | 0.0 |
| Arbitration case | 15.2 | 0.0 |
| Total items excluded from EBITDA | -7.4 | 15.7 |
| Adjusted EBITDA | 253.3 | 197.0 |
| Effect leasing - IFRS 16 | -96.8 | -79.1 |
| Covenant EBITDA (12 months rolling) | 156.5 | 117.8 |
NIBD
| 2024 | 2023 | |
|---|---|---|
| Non-current loans and borrowings | 58.0 | 93.6 |
| Current loans and borrowings | 9.5 | 22.1 |
| Cash and cash equivalents | -7.4 | -36.4 |
| NIBD | 60.1 | 79.3 |
Covenant NIBD/EBITDA
| 2024 | 2023 | |
|---|---|---|
| NIBD | 60.1 | 79.3 |
| Covenant EBITDA | 156.5 | 117.8 |
| Covenant NIBD/EBITDA | 0.4 | 0.7 |
Equity ratio
| 2024 | 2023 | |
|---|---|---|
| Total equity | 663.0 | 581.2 |
| Total assets | 1 571.3 | 1 495.2 |
| Equity ratio | 42% | 39% |
Covenant equity ratio
| 2024 | 2023 | |
|---|---|---|
| Total equity | 663.0 | 581.2 |
| Total assets minus lease liabilities | 1 156.3 | 1 087.6 |
| Covenant equity ratio | 57% | 53% |
128SCANA ASA | ANNUAL REPORT 2024
STATEMENT FROM THE BOARD OF DIRECTORS AND CEO
129SCANA ASA | ANNUAL REPORT 2024
STATEMENT FROM THE BOARD OF DIRECTORS AND CEO
We confirm to the best of our knowledge that the consolidated financial statements for the period from 1 January to 31 December 2024 have been prepared in accordance with IFRS as adopted by EU, with such additional information as required by the Accounting Act and give a true and fair view of the company’s and the Group’s consolidated assets, liabilities, financial position and results from operations.
We confirm to the best of our knowledge that the separate financial statements for Scana ASA have been prepared in accordance with the Norwegian Accounting Act and Norwegian accounting standards as of 31 December 2024. We confirm that the board of directors’ report provides a true and fair view of the development and performance of the business and the position of the company and the Group, together with a description of the key risks and uncertainty factors that the company is facing.
We confirm that the Board of Directors' report has been prepared in compliance with sustainability reporting standards in accordance with the Norwegian accounting act section 2-6, and with rules established from the EU Taxonomy Regulation, article 8 no. 4.
Bergen, 23 April 2025
STATUTORY ACCOUNTS
131SCANA ASA | ANNUAL REPORT 2024
Scana ASA | INCOME STATEMENT
PERIOD 1 JANUARY – 31 DECEMBER (NOK million)
| Disclosures | 2024 | 2023 |
|---|---|---|
| OPERATING REVENUE | ||
| Operational revenue | 22.9 | 24.9 |
| Total operating revenue | 22.9 | 24.9 |
| OPERATING EXPENSES | ||
| Payroll expenses | -36.4 | -32.1 |
| Other operating expenses | -21.4 | -17.8 |
| Depreciation, amortisation, impairment | -0.3 | -1.4 |
| Total operating expenses | -58.1 | -51.3 |
| Operating profit/loss (-) | -33.2 | -28.4 |
| FINANCIAL INCOME AND EXPENSES | ||
| Income from investments in subsidiaries | 57.1 | 67.1 |
| Net Interest income | 4.3 | 1.4 |
| Reversal of impairment - receivables and shares in subsidiaries | 0.0 | 50.6 |
| Other financial income/expenses (-) | -4.9 | -2.2 |
| Net financial income/expenses (-) | 56.6 | 117.0 |
| Profit/loss (-) before tax | 23.3 | 88.6 |
| Income tax expense | 1.6 | 17.1 |
| Net income (loss) | 24.9 | 105.7 |
| Net income (loss) for the period distributed as follows: | ||
| Dividend | 0.0 | 22.6 |
| Retained earnings | 24.9 | 83.1 |
| Net income (loss) | 24.9 | 105.7 |
132SCANA ASA | ANNUAL REPORT 2024
Scana ASA | STATEMENT OF FINANCIAL POSITION (million NOK)
| Disclosures | 31.12.2024 | 31.12.2023 |
|---|---|---|
| NON-CURRENT ASSETS | ||
| Deferred tax assets | 53.0 | 51.3 |
| Property, plant and equipment | 0.3 | 0.6 |
| Shares in subsidiaries | 827.9 | 799.2 |
| Other non current receivables | 2.8 | 2.2 |
| Intercompany receivables | 107.5 | 169.6 |
| Total non-current assets | 991.3 | 1 022.9 |
| CURRENT ASSETS | ||
| Intercompany receivables | 125.3 | 98.7 |
| Prepaid expenses and other current receivables | 3.6 | 12.4 |
| Cash and cash equivalents | 7.3 | 36.2 |
| Total current assets | 136.1 | 147.3 |
| Total assets | 1 127.5 | 1 170.2 |
| EQUITY | ||
| Share capital | 461.9 | 450.0 |
| Share premium | 107.7 | 102.8 |
| Retained earnings | 256.5 | 227.9 |
| Total equity | 826.1 | 780.7 |
| NON-CURRENT LIABILITIES | ||
| Loans and borrowings | 48.5 | 93.6 |
| Other non-current liabilities | 2.8 | 2.2 |
| Total non-current liabilities | 51.2 | 95.9 |
| CURRENT LIABILITIES | ||
| Loans and borrowings | 0.8 | 22.1 |
| Trade payables | 2.4 | 1.1 |
| Dividend | 0.0 | 22.6 |
| Intercompany liabilities | 234.7 | 237.4 |
| Other current liabilities | 12.3 | 10.5 |
| Total current liabilities | 250.1 | 293.7 |
| Total equity and liabilities | 1 127.5 | 1 170.2 |
133SCANA ASA | ANNUAL REPORT 2024
Scana ASA | STATEMENT OF CASH FLOW
PERIOD 1 JANUARY – 31 DECEMBER (NOK million)
| Disclosures | 2024 | 2023 |
|---|---|---|
| CASH FLOW FROM OPERATING ACTIVITIES | ||
| Profit/loss (-) before tax | 23.3 | 88.6 |
| Income from investments in subsidiaries | -57.1 | -77.5 |
| Reversal of impairment | 0.0 | -34.6 |
| Provision for losses on receivables | 0.0 | -5.6 |
| Depreciation, amortisation, impairment | 0.3 | 1.4 |
| Change in net working capital | 11.2 | 9.2 |
| Net cash from operating activities | -22.3 | -18.6 |
| CASH FLOW FROM INVESTING ACTIVITIES | ||
| Proceed from non-current receivables | 21.4 | 39.5 |
| Acquisition of property, plants, equipment and intangible assets | -0.1 | -0.1 |
| Dividend received | 40.0 | 40.0 |
| Net cash from investing activities | 61.3 | 79.4 |
| CASH FLOW FROM FINANCING ACTIVITIES | ||
| Payments of non-current borrowings | -65.0 | -35.0 |
| Payments of current borrowings | -1.5 | -3.2 |
| Net interest payment/finance costs | 4.3 | 0.1 |
| Dividend | -22.6 | 0.0 |
| Proceeds from issue of new share capital | 16.8 | 13.5 |
| Net cash from financing activities | -68.0 | -24.6 |
| Net cash flows | -28.9 | 36.2 |
| Cash and cash equiv. at beg. of period | 36.2 | 0.0 |
| Cash and cash equiv. at end of period (*) | 7.3 | 36.2 |
| Change in cash and cash equivalents | -28.9 | 36.2 |
134SCANA ASA | ANNUAL REPORT 2024
DISCLOSURE 1 | ACCOUNTING PRINCIPLES
The financial statements have been prepared in accordance with the Norwegian Accounting Act and generally accepted accounting principles in Norway. Going concern is the basis for the preparation of the annual accounts and the valuation of the company’s assets. The annual accounts consist of income statement, statement of financial position, statement of cash flows and disclosure information. Property, plant & Equipment are recognized. All numbers in the annual accounts are in NOK million unless otherwise stated.
1.1 REVENUE AND COSTS
Income is recognized in the income statement when it is earned. Expenses are recognized in the income statement in the same period as the associated income. Transaction costs linked to borrowing are accrued over the term of the loan according to the amortized cost method.
1.2 CURRENT RECEIVABLES AND CURRENT LIABILITIES
Receivables and liabilities are classified as current assets and short-term liabilities if they are due for payment within one year of the balance sheet date.
1.3 ASSETS AND LABILITETS IN FOREIGN CURRENCY
Transactions in foreign currency are accounted for at the rates at the time of the transaction. Scana ASA’s cash and bank equivalents, receivables and liabilities in foreign currency are converted at the exchange rate on the balance sheet date.
1.4 TRADE RECEIVABLES
Accounts receivables are entered in the balance sheet after deductions for ascertained losses and provisions to cover losses.
1.5 SHARES IN SUBSIDIARIES
Investments in subsidiaries are assessed according to the cost method. An impairment is made based on fair value when the decline in value is due to reasons that cannot be assumed to be temporary, and it must be considered necessary according to good accounting practice. Impairment is reversed when the basis for impairment is no longer present. Distributions from subsidiaries that represent earned income are recognized as income in the year the distribution is accounted for in the subsidiary. Distribution in excess of earned income is considered repayment of invested capital and is accounted for as a reduction of the investment.
1.6 PROPERTY PLANT & EQUIPMENT AND DEPRECIATION
Property, plant & Equipment are recognized in the balance sheet at historical acquisition cost less depreciation and write-downs. Depreciation is calculated linearly from acquisition cost. When selling fixed assets, gains are included as operating income and losses as operating costs. If the recoverable amount of the operating asset is lower than the balance sheet value, a write-down is made to the recoverable amount. Recoverable amount is the higher of net sales value and value in use. Value in use is the present value of the future cash flows that the asset is expected to generate.
1.7 INCOME TAX
The tax expense consists of the tax payable and changes to deferred tax. Deferred tax/tax assets are calculated on all differences between the book value and tax value of assets and liabilities.# SCANA ASA | ANNUAL REPORT 2024
DISCLOSURE 2 | TRANSACTIONS WITH RELATED PARTIES
Operating income of NOK 24.9 million applies to Group assistance to subsidiaries. Interest income intra-Group items, NOK 9.6 million is interest income from Group companies. There has been no other transaction with related parties during 2024 except for disclosed information.
DISCLOSURE 3 | PAYROLL EXPENSES AND AUDIT FEE
| 2024 | 2023 | |
|---|---|---|
| Wages | 22.8 | 21.6 |
| Fee to Board | 2.2 | 2.1 |
| Social security | 6.5 | 4.5 |
| Pension costs | 1.0 | 0.5 |
| Option program | 3.7 | 3.3 |
| Other wages and personnel costs | 0.1 | 0.1 |
| Total Payroll expenses | 36.4 | 32.1 |
Scana ASA had eight employees at the end of the year, of which one was a woman. The average number of employees in 2024 was approx. eight employees. Scana ASA’s pension scheme meets the requirements of the Mandatory Occupational Pensions Act (“lov om obligatorisk tjenestepensjon”). Refers to the salary disclosure in the Group accounts for mention of management salary.
OPTION PROGRAM
Senior employees have been awarded an option program which was approved by the board. The option program is valued with a binomial option pricing model. Based on given assumptions and simulations, the option value is estimated at NOK 7.9 million. In 2024 NOK 3.7 million is expensed as labor costs linked to the option program. See further discussion in disclosure 8 in Group accounts.
| Fee to auditor | 2024 | 2023 |
|---|---|---|
| Statutory audit | 2.0 | 2.4 |
| Other audit related services | 0.0 | 0.0 |
| Total audit fee | 2.0 | 2.4 |
DISCLOSURE 4 | SHARES
Shares in subsidiaries
| Located | Acquired/ Established | Ownership share | Vote share | Number of shares | Booked value as of 31.12.2024 |
|---|---|---|---|---|---|
| Seasystems AS | Vestby, Norway | 2006 | 100% | 100% | 2 600 |
| Scana Holding AS (subgroup) | Bergen, Norway | 2022 | 100% | 100% | 1 000 |
| Total shares in subsidiaries | 827.9 |
Shares owned by subsidiaries
| Located | Acquired/ Established | Ownership share | Vote share | Number of shares | Currency | |
|---|---|---|---|---|---|---|
| Scana Energy Holding AB | Kristinehamn, Sweden | 2013 | 100% | 100% | 100 000 | SEK |
| Subseatec S AB | Kristinehamn, Sweden | 2011 | 100% | 100% | 100 | SEK |
| Scana do Brasil Industias Ltd. | Rio de Janerio, Brazil | 2009 | 100% | 100% | 10 000 | BRL |
| Skarpenord AS | Rjukan, Norway | 1989 | 100% | 100% | 16 532 | NOK |
| PSW Technology AS | Mongstad, Norway | 2022 | 100% | 100% | 39 500 | NOK |
| PSW Solutions AS | Mongstad, Norway | 2022 | 100% | 100% | 100 | NOK |
| PSW Power & Automation AS | Ågotnes, Norway | 2022 | 100% | 100% | 13 720 | NOK |
| West Assets Management AS | Mongstad, Norway | 2023 | 100% | 100% | 40 000 | NOK |
| Mongstad Industrier AS | Mongstad, Norway | 2024 | 100% | 100% | 800 | NOK |
| PSW Offshore Oil Technical Services | Windhoek, Namibia | 2024 | 100% | 100% | 100 | ZAR |
| PSW Power & Automation AB | Karlstad, Sweden | 2024 | 100% | 100% | 100 | SEK |
| Wear Solutions AS | Vestby, Norway | 2023 | 50% | 50% | 15 000 | NOK |
| Stepwise AS | Stavanger. Norway | 2022 | 4% | 4% | 763 934 | NOK |
DISCLOSURE 5 | OTHER FINANCIAL INCOME AND EXPENSES
| 2024 | 2023 | |
|---|---|---|
| Realized and unrealized foreign exchange gain | 6.6 | 27.8 |
| Realized and unrealized foreign exchange loss | -12.8 | -13.8 |
| Other financial expenses | -0.7 | -0.7 |
| Net gain/loss FX-contracts | 2.1 | -15.6 |
| Net other financial items | -4.9 | -2.2 |
DISCLOSURE 6 | INTERCOMPANY RECEIVABLES AND LIABILITIES
Scana ASA has lending agreements and borrowing agreements with subsidiaries. The company has intercompany current debt to subsidiaries on NOK 234.7 million. In addition, Scana ASA has intercompany non-current receivables of NOK 107.5 million and intercompany current receivables of NOK 125.3 million. Intra-Group loans maturity date is due in the period up to 31 December 2026.
DISCLOSURE 7 | CURRENCY CONTRACTS
Below is a list of all currency contracts as of 31 December 24.
| CURRENCY | Net | Maturity period | Unrealized gain/loss (-) |
|---|---|---|---|
| USD | Buy | 2025 | 0.1 |
| SEK | Sale | 2025 | -0.5 |
| EUR | Sale | 2025 | -0.5 |
| GBP | Sale | 2025 | 0.0 |
| ZAR | Buy | 2025 | -0.1 |
| Total value of open currency contracts as of 31 December 24 | -0.9 |
The futures currency contracts are included as part of Scana Group’s management of currency risk. See discussion in disclosure 19 in the consolidated accounts.
DISCLOSURE 8 | TAX BASIS FOR TAX PAYABLES
| 2024 | 2023 | |
|---|---|---|
| Profit and loss (-) before tax | 23.3 | 88.6 |
| Permanent/Other differences | -30.7 | -76.4 |
| Change temporary differences | -0.4 | 2.8 |
| Change temporary differences tax loss carry forward | 7.8 | -14.9 |
| Basis for tax payables | 0.0 | 0.0 |
| TAXES | 2024 | 2023 |
|---|---|---|
| Changes in deferred tax assets | -1.6 | -17.1 |
| Taxes | -1.6 | -17.1 |
RECONCILIATION OF TAX EXPENSES TOWARDS ORDINARY PROFIT BEFORE TAX
| 2024 | 2023 | |
|---|---|---|
| Current tax expenses | -1.6 | -17.1 |
| 22% of profit and loss (-) before tax | 5.1 | 19.5 |
| Difference due to; | -6.7 | -36.6 |
| Permanent/Other differences | -6.7 | -16.8 |
| Change not recognized in the balance sheet/deferred tax benefit | 0.0 | -19.8 |
SPECIFICATION OF BASIS OF DEFERRED TAX ASSETS
| 2024 | 2023 | |
|---|---|---|
| Fixed assets | -0.4 | -0.3 |
| Derivates | -0.9 | -1.3 |
| Other liabilities | 1.5 | 1.4 |
| Taxables loss carry forward | -240.9 | -233.1 |
| Total of temporary differences | -240.7 | -233.3 |
| Deferred tax assets | -53.0 | -51.3 |
| Hereby recognized in the balance sheet deferred tax assets | 53.0 | 51.3 |
There are no timing restrictions on carrying forward the tax loss, and it can be carried forward indefinitely. Reference is made to disclosure 9 of the consolidated accounts for further discussion of deferred tax assets on the balance sheet.
DISCLOSURE 9 | OTHER NON-CURRENT RECEIVABLES
Other non-current receivables of NOK 2.8 million relates to pension premium fund.
DISCLOSURE 10 | CASH AND CASH EQUIVALENTS
Bank deposits and cash amount to NOK 7.3 million. The company has issued a guarantee related to employee tax deduction.
DISCLOSURE 11 | SHARE CAPITAL
As of 31 December 2024, Scana ASA’s share capital amounted to NOK 461 892 898 divided into 461 892 898 shares of NOK 1.00 each. The shares consist of a share class with equal voting rights. During 2024 there has been two share capital expansions. It took place in February 2024 and September 2024 connected to exercise of options. The share premium fund has increased by NOK 4.9 million in 2024 connected to the share issue.
| Number of shares | Share capital | |
|---|---|---|
| As of 31 December 2023 | 449 972 901 | 450.0 |
| Issue of new share capital February 2024 | 2 420 000 | 2.4 |
| Issue of new share capital September 2024 | 9 499 997 | 9.5 |
| As of 31 December 2024 | 461 892 898 | 461.9 |
DISCLOSURE 12 | EQUITY
| Share capital | Treasury shares | Share premium | Retained earnings | Equity | |
|---|---|---|---|---|---|
| Equity as of 31 December 2023 | 450.0 | 0.0 | 102.8 | 227.9 | 780.7 |
| Net income | 24.9 | 24.9 | |||
| Issue of new share capital | 11.9 | 4.9 | 16.8 | ||
| Option program | 3.7 | 3.7 | |||
| Equity as of 31 December 2024 | 461.9 | 0.0 | 107.7 | 256.5 | 826.1 |
*) The company has 6 461 treasury shares where the denomination is 1-one Norwegian Kroner per share.
DISCLOSURE 13 | LOANS AND BORROWINGS
| 2024 | 2023 | |
|---|---|---|
| Accrued interests | 0.8 | 2.1 |
| Bank loan | 0.0 | 20.0 |
| Total current loans and borrowings | 0.8 | 22.1 |
| 2024 | 2023 | |
|---|---|---|
| Bank loan | 50.0 | 95.0 |
| Amortization | -1.5 | -1.4 |
| Total non current loans and borrowings | 48.5 | 93.6 |
Scana ASA has a financing agreement with bank loan of NOK 50 million. In addition, Scana has a bank overdraft facility of NOK 160 million and a bank guarantee framework of NOK 60 million. During 2024 Scana ASA has repaid NOK 65 million. End of December 2024 the bank loan is NOK 50 million. Refer to disclosure 22 in the consolidated financial statements for further discussion of loans and borrowings.
DISCLOSURE 14 | MORTGAGES
| 2024 | 2023 | |
|---|---|---|
| Of the company's interest-bearing debt, the following was secured by mortgage | 49.3 | 115.8 |
BOOK VALUE OF MORTGAGES OBJECTS
| 2024 | 2023 | |
|---|---|---|
| Shares in subsidiaries | 827.9 | 799.2 |
| Machines, fixtures, etc. | 0.3 | 0.6 |
| Total | 828.2 | 799.8 |
DISCLOSURE 15 | OTHER CURRENT LIABILITIES
Other current liabilities includes of, taxes, social security and VAT amount to NOK 2.8 million (2023: NOK 3.5 million).
DISCLOSURE 16 | GUARANTEES
Approximately 44 % of all guarantees are connected to performance guarantees, linked to product and service deliveries to the Group’s businesses. 23 % are connected to advanced payment guarantees, 17 % are linked to rental guarantees and 16 % is on demand guaranties related to tax deductions. Scana ASA guarantees an amount to NOK 69.2 million on the balance sheet date. For further details read disclosure 24 in Scana Group accounts.
| 2024 | 2023 | |
|---|---|---|
| Parent company guarantees and surety liability | 257.0 | 275.3 |
DISCLOSURE 17 | SUBSEQUENT EVENT
Referring to the consolidated accounts disclosure 28.# REPORT ON REMUNERATION FOR LEADING PERSONNEL
REPORT ON SALARY AND OTHER REMUNERATION TO LEADING PERSONNEL IN SCANA ASA FOR THE FINANCIAL YEAR 2024
1.1 INTRODUCTION
Report on salary and other remuneration to leading personnel is based on the requirements set out in the Norwegian Public Limited Liability Companies Act (the “Companies Act”), cf. § 6–16 b, and is further described in the regulations on guidelines and report on remuneration for leading personnel according to § 6. The general meeting will hold an advisory vote on the report. Scana Group management’s remuneration in 2024 has followed the guidelines for remuneration adopted by the general meeting in 2021. The original guidelines for remuneration published in Norwegian are available on the company’s website as part of disclosure 10 in the annual report for 2020 and the translated version in the next section of the 2024 Annual Report Guidelines for salary and other remuneration.
1.2 TOTAL RENUMERATION FOR LEADING PERSONNEL
All numbers in the overview above are in thousand NOK.
| Name | Position | Year | Base salary | Fringebenefits | Variable Remuneration | Fixed Pensionexpense | Variable Extraordinary items | Total Remuneration | Proportion of fixed and variable remuneration |
|---|---|---|---|---|---|---|---|---|---|
| Pål Selvik | CEO | 2024 | 4 270 | 21 | 347 | 322 | 4 613 | 347 | 93% |
| 2023 | * 1 333 | 7 | 99 | 1 439 | 0 | 100% | |||
| Torvald Ulland Reiestad | CFO | 2024 | *** 2 406 | 24 | 199 | 90 | 2 520 | 199 | 93% |
| 2023 | 1 805 | 18 | 62 | 1 886 | 0 | 100% | |||
| Anette Netteland Dybvik | IR & Communication | 2024 | 1 339 | 34 | 111 | 86 | 1 459 | 111 | 93% |
| 2023 | 1 145 | 22 | 52 | 1 218 | 0 | 100% | |||
| Baste Tveito | COO | 2024 | 2 276 | 120 | 191 | 92 | 2 488 | 191 | 93% |
| 2023 | ** 1 678 | 35 | 55 | 1 768 | 0 | 100% | |||
| Stian Vikebø | General Counsel | 2024 | *** 1 263 | 23 | 144 | 70 | 1 356 | 144 | 90% |
| Former CBO | 2024 | 3 239 | 17 | 267 | 1 600 | 93 | 3 349 | 1 867 | |
| 2023 | *** 3 211 | 18 | 62 | 3 291 | 0 | 100% | |||
| Former CCO | 2024 | ** 672 | 8 | 22 | 702 | 0 | 100% | ||
| 2023 | ** 1 758 | 25 | 2 400 | 41 | 1 823 | 2 400 | 43% | ||
| Former CEO | 2024 | ||||||||
| 2023 | * 1 808 | 60 | 6 827 | 37 | 1 905 | 6 827 | 22% |
- CEO hired in September 2023 and Former CEO resigned in January 2023.
** COO was hired from March 2023. Former CCO was hired from April 2023 to end of March 2024.
*** General Counsel was hired from April 2024.
* Former CBO did in period from January 2023 to end August 2023 serve as interim CEO.
** CFO resigned in March 2025. Morten Riiser appointed as new CFO form this data.
The resignation period for key personnel is from 3–6 months. Key personnel may have severance agreements involving salary for six to twelve-month period. The pension scheme for senior executives is contribution-based. No loans, advance payments or collateral have been given to leading persons during 2024. On the balance sheet date, no leading persons have loans.
FIXED REMUNERATION
Base salary includes the fixed salary paid or vested during 2024 to leading personnel. Fees are agreed amounts for a time-limited period. Fringe benefits relate to company car, telephone, broadband and travel. In 2023, fringe benefits include former CEOs' redemption of options as part of resignation.
VARIABLE REMUNERATION
Scana has paid out a bonus in 2024. There is no agreed variable remuneration for leading personnel. Leading personnel may participate in the Group’s share option program where the value is linked to the development of the Scana Group’s share price.
EXTRAORDINARY ITMES
Scana has paid an extraordinary item connected to Former COO resignation during 2024. A remaining part of the agreement will be fully paid during first quarter in 2025. Former CBO resign December 2024 and will receive an extraordinary item during first half of 2025. An extraordinary payout was made as severance pay to former CEO as part of resignation in 2023.
PENSION EXPENSES
This column includes the contributions that took place in 2023 to finance a fund for future pension pay-out for the director. It includes fixed pension contributions.
UNDERTAKINGS OF THE SAME GROUP
Leading persons have not received remuneration from subsidiaries in the Scana Group.
1.3 SHARE BASED REMUNERATION
The Group had one established share-based remuneration program from 2019 which was exercised in 2024. Ending December 2024 Scana has on ongoing option program started in January 2022 and an incentive scheme for CEO. The report first presents the 2019 program, then incentive scheme for CEO and the 2022 program. No shares or other instruments have been allocated in connection with remuneration to leading personnel.
SHARE BASED REMUNERATION FROM 2019
Options that have not been exercised (cf. plan 1a, 1b and 1c) can be exercised through plan 1d on 30 June 2024 at a strike price of 1.464. One participator held 0.4 million options at beginning of 2024. All options were exercised connected to 2019 program during 2024.
SHARE BASED REMUNERATION FROM 2019
| Name | Position | Specification of plan | Performance period | Award date | Vesting Date | Exercise period | Strike price of the share | Share options awarded at the beginning of the year | Share options awarded | Excercised in 2024 | Deducted in 2024 | Share options vested | Share options subject to a performance condition | Share options awarded and unvested | Share options subject to a holding period |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Torvald Ulland Reiestad | CFO - Scana ASA | Plan 1a | 26.06.20 - 30.06.21 | 26.06.20 | 30.06.21 | 30.06.21 | 1.100 | 140 000 | |||||||
| Plan 1b | 26.06.20 - 30.06.22 | 26.06.20 | 30.06.22 | 30.06.22 | 1.210 | 140 000 | |||||||||
| Plan 1c | 26.06.20 - 30.06.23 | 26.06.20 | 30.06.23 | 30.06.23 | 1.331 | 140 000 | |||||||||
| Plan 1d | 26.06.20 | 1.464 | -420 000 | 420 000 | 0 | 0 | 0 | 0 | |||||||
| Total amount | 420 000 | -420 000 | 0 | 0 | 0 | 0 |
SHARE BASED REMUNERATION
| Name | Position | Specification of plan | Performance period | Award date | Vesting Date | Exercise period | Strike price of the share | Share options awarded at the beginning of the year | Share options awarded | Excercised in 2024 | Deducted in 2024 | Share options vested | Share options subject to a performance condition | Share options awarded and unvested | Share options subject to a holding period |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Pål Selvik | CEO | Exercise period 1 | 01.09.23 - 31.05.24 | 01.09.24 | 31.05.24 | 30.06.24 | 1.806 | 833 333 | 833 333 | 833 333 | |||||
| Exercise period 2 | 01.09.23 - 31.05.25 | 01.09.24 | 31.05.25 | 30.06.25 | 1.806 | 833 333 | 833 333 | 833 333 | |||||||
| Exercise period 3 | 01.09.23 - 31.05.26 | 01.09.24 | 31.05.26 | 30.06.26 | 1.806 | 833 333 | 833 333 | 833 333 | |||||||
| Total amount | 2 500 000 | 0 | 0 | 0 | 833 333 | 1 666 667 | 1 666 667 |
SHARE BASED REMUNERATION FROM 2022
| Name | Position | Specification of plan | Performance period | Award date | Vesting Date | Exercise period | Strike price of the share | Share options awarded at the beginning of the year | Share options awarded | Excercised in 2024 | Deducted in 2024 | Share options vested | Share options subject to a performance condition | Share options awarded and unvested | Share options at the end of the year |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Torvald Ulland Reiestad | CFO - Scana ASA | Plan 1a | 24.01.22 - 30.06.23 | 24.01.22 | 30.06.23 | 30.06.23 | 1.400 | 333 333 | -333 333 | ||||||
| Plan 1b | 24.01.22 - 30.06.24 | 24.01.22 | 30.06.24 | 30.06.24 | 1.470 | 333 333 | -333 333 | 333 333 | |||||||
| Plan 1c | 24.01.22 | 1.470 | |||||||||||||
| Plan 1d | 24.01.22 - 30.06.25 | 24.01.22 | 30.06.25 | 30.06.25 | 1.543 | 333 334 | 333 334 | 333 334 | 333 334 | ||||||
| Plan 1e | 24.01.22 | 1.543 | 0 | ||||||||||||
| Eirik Sørensen | Managing Director - PSW Power & Automation AS | Plan 1a | 24.01.22 - 30.06.23 | 24.01.22 | 30.06.23 | 30.06.23 | 1.400 | 0 | |||||||
| Plan 1b | 24.01.22 - 30.06.24 | 24.01.22 | 30.06.24 | 30.06.24 | 1.470 | 833 333 | 833 333 | 833 333 | |||||||
| Plan 1c | 24.01.22 | 1.470 | 0 | ||||||||||||
| Plan 1d | 24.01.22 - 30.06.25 | 24.01.22 | 30.06.25 | 30.06.25 | 1.543 | 833 334 | 833 334 | 833 334 | 833 334 | ||||||
| Plan 1e | 24.01.22 | 1.543 | 0 | ||||||||||||
| Erlend Einevoll | Managing Director - PSW Solutions AS | Plan 1a | 24.01.22 - 30.06.23 | 24.01.22 | 30.06.23 | 30.06.23 | 1.400 | 0 | |||||||
| Plan 1b | 24.01.22 - 30.06.24 | 24.01.22 | 30.06.24 | 30.06.24 | 1.470 | 833 333 | -833 333 | 833 333 | |||||||
| Plan 1c | 24.01.22 | 1.470 | 0 | ||||||||||||
| Plan 1d | 24.01.22 - 30.06.25 | 24.01.22 | 30.06.25 | 30.06.25 | 1.543 | 833 334 | 833 334 | 833 334 | 833 334 | ||||||
| Plan 1e | 24.01.22 | 1.543 | 0 | ||||||||||||
| Trond Ottar Bø | Managing Director - Skarpenord AS | Plan 1a | 24.01.22 - 30.06.23 | 24.01.22 | 30.06.23 | 30.06.23 | 1.400 | 333 333 | -333 333 | ||||||
| Plan 1b | 24.01.22 - 30.06.24 | 24.01.22 | 30.06.24 | 30.06.24 | 1.470 | 333 333 | -333 333 | 333 333 | |||||||
| Plan 1c | 24.01.22 | 1.470 | 0 | ||||||||||||
| Plan 1d | 24.01.22 - 30.06.25 | 24.01.22 | 30.06.25 | 30.06.25 | 1.543 | 333 334 | 333 334 | 333 334 | 333 334 | ||||||
| Plan 1e | 24.01.22 | 1.543 | 0 | ||||||||||||
| Peter Jansson | Managing Director - Subseatec AB | Plan 1a | 24.01.22 - 30.06.23 | 24.01.22 | 30.06.23 | 30.06.23 | 1.400 | 0 | |||||||
| Plan 1b | 24.01.22 - 30.06.24 | 24.01.22 | 30.06.24 | 30.06.24 | 1.470 | 333 333 | -333 333 | 333 333 | |||||||
| Plan 1c | 24.01.22 | 1.470 | 0 | ||||||||||||
| Plan 1d | 24.01.22 - 30.06.25 | 24.01.22 | 30.06.25 | 30.06.25 | 1.543 | 333 334 | 333 334 | 333 334 | 333 334 | ||||||
| Plan 1e | 24.01.22 | 1.543 | 0 |
SHARE BASED REMUNERATION FROM 2022
| Name | Position | Specification of plan | Performance period | Award date | Vesting Date | Exercise period | Strike price of the share | Share options awarded at the beginning of the year | Share options awarded | Excercised in 2024 | Deducted in 2024 | Share options vested | Share options subject to a performance condition | Share options awarded and unvested | Share options at the end of the year |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Anette Netteland Dybvik | Head of Investor Relations and Communication - Scana ASA | Plan 1a | 24.01.22 - 30.06.23 | 24.01.22 | 30.06.23 | 30.06.23 | 1.400 |
The options can be exercised in connection with the reporting of the quarterly reports indicated in the table above. The exercise period is two weeks after the quarterly report is published at Oslo Børs. The options linked to plan 1a are earned in the period from the award date to the vesting date, which is 24 January 2022 - 30 June 2023. The options linked to plan 1b are earned in the period from the award date to the vesting date, which is 24 January 2022 – 30 June 2024. Options that have not been exercised (cf. plan 1a) can be exercised through plan 1c on 30 June 2024 at a strike price of 1.47. The exercise can take place after the publication of the second quarter report of 2024 and the following two weeks. The options linked to plan 1d are earned in the period from the award date to the vesting date, which is 24 January 2022 – 30 June 2025. Options that have not been exercised (cf. 1a and 1b) can be exercised through plan 1e until 30 June 2025 at a strike price of 1.544. The exercise can take place after the publication of the second quarter report of 2025 and the following two weeks. Former CEO left the company with effect from 12 January 2023. He has retained his allocated options with associated rights. In January 2024 Oddbjørn Haukøy exercised 2 million options. In September 2024 all 9.5 million options were exercised by leading personnel. No shares or other instruments have been allocated in connection with remuneration to leading persons.
1.4 INFORMATION ON HOW THE REMUNERATION COMPLIES WITH THE REMUNERATION GUIDELINES AND HOW PERFORMANCE CRITERIA WERE APPLIED.
The Scana Group does not have payment schemes that are based on performance criteria and the application of such criteria. Based on the employment agreements, such arrangements are not included in the conditions.
1.5 EXCEPTIONS AND DEVIATIONS FROM THE REMUNERATION POLICY AND THE PROCEDURE FOR IMPLEMENTATION
In 2023 the Scana Group did deviate from parts of the guidelines. The declaration relating to the remuneration of leading personnel allows the board to decide in some cases to deviate from the guidelines, one of these extraordinary circumstances is the event of a change of CEO. The deviation from the guidelines is limited to severance pay not having deductions for income from other sources and an own pension scheme for CEO not perfectly aligned with Scana ASA. See additional information in the group disclosure 8.
1.6 YEARLY CHANGES OF REMUNERATION AND THE GROUPS RESULTS
The report must contain information on the annual change in the remuneration of each individual executive, the company’s results, as well as the average remuneration divided by the number of FTE’s (full-time equivalents) excluding executive staff over a period covering at least the last five financial years. Scana ASA do not have salary agreements linked to the achievement of results and it is therefore not included in the table below. See the Groups Consolidated Statement of Profit or Loss for reference to the Groups results and the discussion in the board of directors’ report. The table below shows comparable remuneration and the company’s performance over the 5 last reported financial years. Leading personnel who do not hold the same role today are anonymized in the table below. The average number of FTEs and total remuneration are linked to continued operations and the EBITDA.
REMUNERATION FOR LEADING PERSONNEL
| Name | Position | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|---|---|
| Pål Selvik | CEO | 4 299 | 4 960 | ||||
| Torvald Ulland Reiestad | CFO | 529 | 1 817 | 1 722 | 1 886 | 2 720 | |
| Anette Netteland Dybvik | IR & Communication | 429 | 1 218 | 1 570 | |||
| Baste Tveito | COO | 1 768 | 2 679 | ||||
| Stian Vikebø | General Counsel | 1 892 | |||||
| Former CBO | 2 841 | 3 291 | 3 615 | ||||
| Former CCO | 2 295 | - | |||||
| Former CEO (1) | 1 652 | 2 086 | 3 568 | 3 308 | - | - | |
| Former CFO | 2 440 | 2 151 | 175 | - | |||
| Former Chairman of the Board | 599 | 72 | 3 | ||||
| Adjusted remuneration for leading personnel ** | 4 691 | 4 838 | 5 563 | 8 300 | 14 757 | 17 436 | |
| Remuneration for leading personnel | 4 691 | 4 838 | 5 563 | 8 300 | 22 558 | 19 346 | |
| Average FTEs | 104 | 102 | 91 | 301 | 435 | 644 | |
| Total remuneration for all employees | 77 608 | 76 550 | 74 106 | 281 120 | 376 800 | 539 400 | |
| Remuneration - not leading personnel | 72 917 | 71 712 | 68 543 | 272 820 | 354 242 | 520 054 | |
| Average FTE - not leading personnel | 102 | 100 | 89 | 298 | 431 | 638 | |
| Average remuneration not leading personnel | 715 | 717 | 774 | 916 | 822 | 815 | |
| EBITDA | 10 636 | 34 593 | 16 655 | 70 627 | 181 259 | 260 635 |
- Remuneration for leading personnel is annualised.
** Adjusted remuneration for leading personnel is excluded extraordinary items and personnel which has quit during the year.
YEARLY CHANGE- REMUNERATION FOR LEADING PERSONNEL
| Information regarding Financial Year | Name | Position | RFY-4 vs. RFY-5 | RFY-3 vs. RFY-4 | RFY-2 vs. RFY-3 | RFY-1 vs. RFY-2 | RFY vs. RFY-1 |
|---|---|---|---|---|---|---|---|
| Pål Selvik | CEO | 4 299 | 662 | 4 960 | |||
| Torvald Ulland Reiestad | CFO | 529 | 1 288 | -95 | 164 | 834 | |
| Anette Netteland Dybvik | IR & Communication | 429 | 789 | 352 | 1 570 | ||
| Baste Tveito | COO | 1 768 | 910 | 2 679 | |||
| Stian Vikebø | General Counsel | - | 1 892 | 1 892 | |||
| Former CBO | 2 841 | 450 | 324 | 3 615 | |||
| Former CCO | 2 295 | -2 295 | - | ||||
| Former CEO (1) | 434 | 1 482 | -260 | -3 308 | - | ||
| Former CFO | -289 | -1 976 | -175 | - | |||
| Former Chairman of the Board | -527 | -69 | -3 | ||||
| Total yearly change remuneration for leading personnel | 147 | 725 | 2 737 | 6 457 | 2 679 | ||
| Yearly average change in remuneration for not leading personnel | 2 | 57 | 142 | -94 | -7 815 |
- Former CEO resigned in January 2023 and received severance pay the same year.
1.7 INFORMATION REGARDING SHAREHOLDER VOTE
At the Ordinary General Meeting held on 7 May 2021, guidelines for remuneration to leading personnel were adopted. A total of 35,166,443 shares were represented, of which 638,668 share votes voted against. According to the guidelines for salary and remuneration must be approved by the Scana ASA’s ordinary General Meeting at least every fourth-year guidelines can also be adjusted by decision in subsequent General Meetings. No such adjustments have been made since approval in 2021.
1.8 BOARD REMUNERATION
The Board of Directors of Scana ASA was paid TNOK 1,800 in fees in 2024 and TNOK 75 to the election committee and TNOK 40 to audit committee. Board remunerations are paid annually in arrears and apply for the period from the ordinary general meeting 2023 to the Ordinary General Meeting 2024. Fees in arrears for the board elected in June 2023 with a term of office until May 2024 are specified below. During this period there has been five members in the board. The board was elected 8 June 2023. On 30 August 2023 there was arrange a new election since Pål Selvik resigned as Chairman of the Board and became a CEO.
| Name | Position | Active period | Remuneration paid out in 2023 | Remuneration paid out in 2024 |
|---|---|---|---|---|
| Bjørn Gabriel Reed | Board Member | Aug 2023 - | 300 | |
| Morten Blix | Board Member | Jan 2022 - Dec 2022 /Jun 2023- | 90 | 115 |
| Ida Ianssen Lundh | Board Member | Dec 2022 - | 97 | 300 |
| Gunnar Eliassen | Former Chairman of the board | Aug 2023 - Aug 2024 | 460 | |
| Birgitte Feginn Angelil | Former Board Member | Dec 2022 - Dec 2024 | 97 | 300 |
| Pål Selvik | Former Deputy chair of the board and Chairman of the board | Dec 2022 - Jan 2023 / Jan 2023-Aug 2023 | 141 | 140 |
| Vidar Rabben | Former Board Member | Dec 2022 - Aug 2023 | 97 | 70 |
| Former Chairman of the board | May 2018- Jan 2023 | 300 | 174 | |
| Former Board Member | May 2021- Jan 2023 | 200 | 116 | |
| Former Board Member | May 2016- Jan 2023 | 200 | 116 | |
| Former Board Member | May 2018- Dec 2022 | 200 | 103 | |
| Total remuneration | 1 058 | 1 800 |
The table below shows comparable remuneration to the board over the last five reported financial years. It is the various roles on the board that are used in the arrangement
YEARLY CHANGE – REMUNERATION FOR BOARD MEMBERS
| Active period | RFY-4 vs. RFY-5 | RFY-3 vs. RFY-4 | RFY-2 vs. RFY-3 | RFY-1 vs. RFY-2 | RFY vs. |
| :-------------------- | :------------ | :------------ | :------------ | :------------ | :------ |# RFY-1 Information regarding Financial Year
| Name | Position | Start Date | End Date | Amount 1 | Amount 2 | Total Amount |
|---|---|---|---|---|---|---|
| Bjørn Gabriel Reed | Board Member | Aug 2023 | 300 | 300 | ||
| Morten Blix | Board Member | Jan 2022 | Dec 2022 | 90 | 25 | 115 |
| Jun 2023 | 230 | |||||
| Ida Ianssen Lundh | Board Member | Dec 2022 | 97 | 203 | 300 | |
| Gunnar Eliassen | Former Chairman of the board | Aug 2023 | Aug 2024 | 460 | 460 | |
| Birgitte Feginn Angelil | Former Board Member | Dec 2022 | Dec 2024 | 97 | 203 | 300 |
| Pål Selvik | Former Deputy chair of the board and Chairman of the board | Dec 2022 | Jan 2023 | 141 | -1 | 140 |
| Jan 2023 | Aug 2023 | |||||
| Vidar Rabben | Former Board Member | Dec 2022 | Aug 2023 | 97 | -27 | 70 |
| Former Chairman of the board | May 2018 | Jan 2023 | -126 | -174 | 0 | |
| Former Board Member | May 2021 | Jan 2023 | 200 | -84 | -116 | |
| Former Board Member | May 2016 | Jan 2023 | -84 | -116 | 0 | |
| Former Board Member | May 2018 | Dec 2022 | -97 | -103 | 0 | |
| Former Board Member | May 2020 | Jan 2022 | -90 | -135 | 0 | |
| Total remuneration | 200 | -67 | 742 |
The board confirm that the report is prepared in accordance to the Companies Act Section §6-16 b (3) and related regulations.
Bergen, 23 April 2025
160 SCANA ASA | ANNUAL REPORT 2024
161 SCANA ASA | ANNUAL REPORT 2024
162 SCANA ASA | ANNUAL REPORT 2024