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Tankerska Next Generation d.d.

Quarterly Report Oct 28, 2022

2103_10-q_2022-10-28_4ee1d923-284d-4bd8-826b-4ba76a176281.pdf

Quarterly Report

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TANKERSKA NEXT GENERATION

UNAUDITED FINANCIAL STATEMENTS FOR THE THIRD QUARTER AND THE FIRST NINE MONTHS OF 2022

Contents Management report

2
Market
environment
4
Results
for the period
5
Operational
data of
the
fleet
9
Financial position
summary
12
Risk
management
20
Unaudited
financial
statements
23
Notes to the
financial
statements
32
Important
terms
and
concepts
36
Cautionary
note
43
Contact 44

Management report

for the period from 1 st January until 30 th Sep, 2022

Results Q1-Q3 2022

Vessel revenues USD 51.9m

EBITDA USD 22.7m

EBIT USD 16.8m

Net income USD 9.3m

TCE NET 21,361 USD/day

OPEX 7,077 USD/day Tanker markets continue their rise in the third quarter. Markets east of the Suez led the dramatic upswing to already exceptionally high levels, while the Atlantic basin market for MR tankers averaged slightly lower with somewhat more pronounced volatility.

Considering the strong dynamics on the market of product tankers in the third quarter, and their positive impact on total revenues, i.e. on business performance, the Company decided, unlike the previous practice, to track the reporting period in a slightly modified format.

Following on from the introductory part, the numbers and financial results should dominate compared to the previous practice of more extensive descriptive reporting. Due to the specificity of the situation and the significantly changed circumstances, we believe that financial indicators alone will be the best medium for expressively portraying the current environment. At these times when our competition in the MR tanker segment is also successful, it is clear that financial achievements are not lacking. We shall leave the description of the market, already associated with superlatives, to the numbers.

The challenges of particular interest to our business remain the same in all three quarters so far, with the exception of the challenges concerning seafarers, whose position has improved due to the marginalized impact of the pandemic, resulting in the liberalization of seafarers' embarkation and disembarkation. External factors or drivers in the third quarter remain largely the same as in the previous two. The Ukrainian crisis, decarbonisation, sanctions and digitalization, to name just a few, which have become regular headlines. Most of these prominent themes from the second half of the first quarter became even more apparent in the second quarter and later additionally sharpened in intensity in the third. Fortunately, the exception is the situation regarding the well-being of the crews, which is now within acceptable limits, since the challenges and dangers have been pushed into the background together with the pandemic. Although both seem to

be waning in parallel, seafarers still bear the long-term consequences together with their families and ultimately with all of us.

On the other hand, in addition to objective difficulties, charterer's speculations about possible outcomes, i.e. about the development of today's situation that affects the political environment, in many ways influenced the formation of a highly sensitized market in addition to the already palpable restrictions regarding navigable areas, where we primarily mean the area of the Black and Baltic Seas.

There was, and still is, a high level of uncertainty surrounding Russian exports of crude oil and petroleum products, which further leads to general concerns about a global recession. Some more complex factors that do not offer unequivocal answers for the third quarter are the slow growth of the Chinese economy, as the main driver of global oil demand so far, then the OPEC+ announcement of production cuts, which nominally should put negative pressure on the freight markets if it were not for the Russian invasion. This conflict has created huge geopolitical tensions, triggered a wave of sanctions against Russia and caused a lot of disruption, inefficiency and uncertainty in the tanker market.

In the above-mentioned extremely complex environment, the Company generated HRK 372.9 million in operating revenues in the reporting period, attributed predominantly to revenues generated from sales.

In the same period, the Company reported HRK 252.2 million of operating costs. The majority of operating expenses are the material costs in the amount of HRK 151.3 million, followed by depreciation in the amount of HRK 42.2 million (of which HRK 5.5 million is the depreciation of dry-docking), employee costs in the amount of HRK 41.8 million, and other expenses in the amount of HRK 16.9 million.

Management report

UNAUDITED FINANCIAL STATEMENTS FOR THE THIRD QUARTER AND THE FIRST NINE MONTHS OF 2022

In the period ended 30th of September 2022, financial income amounted to HRK 209 thousand while financial expenses amounted to HRK 55.1 million.

In the reporting period, the company achieved a net income in the amount of HRK 65.8 million.

The Company's equity capital in the amount of HRK 436.7 million was allocated to 8.7 million of approved, issued and fully paid ordinary shares without nominal value.

As of September 30, 2022, the Company held 28,319 treasury shares, representing 0.3243% of the total number of shares. Reserves for treasury shares are formed from retained Company's earnings.

The table below shows some of the most significant financial report data for the observed period:

DESCRIPTION Period
st Jan –
th Sep
1
30
2021
Period
st Jan –
th
1
30
Sep
2022
Total revenues HRK 176.641.491 HRK 373.099.159
Operating revenues / Total revenues 99% 100%
Other revenues / Total revenues 1% 0%
International market
/ Total revenues
100% 100%
Domestic
market
/ Total revenues
0% 0%
Material
costs
/ Operating
expenses
49% 60%
Employee
costs
/ Operating
expenses
20% 17%
Financial expenses
/ Total Expenses
11% 18%
Net margin (11,51%) 17,65%
Net
income
(HRK 20.212.473) HRK 65.831.286
Operating
profit (EBIT)
(HRK 442.398) HRK 120.731.694

John Karavanić, CEO

QUICK
OVERVIEW
(MR
25-59.999
DWT)
Key
fleet
figures
Changes
in
2022
as
at
01st
October
2022
In
Service:
2,694
vessels
as
at
01st
October
2022
Deliveries:
63
vessels
total dwt capacity:
year to date growth
119,088,757 dwt
1.13%
total
dwt
capacity:
as
percentage
of
fleet:
2,933,615
dwt
2.36
%
Over
20yrs:
total
dwt
capacity:
278
vessels
11,187,878
dwt
of
which
in
Sep
'22:
of
which
in
Q3
'22:
6
vessels
18
vessels
as
percentage
of
fleet:
On
order:
total
dwt
capacity:
as
percentage
of
fleet:
10.32
%
131
vessels
5,829,054
dwt
4.86
%
New
orders:
total
dwt
capacity:
as
percentage
of
fleet:
of
which
in
Sep
'22:
of
which
in
Q3
'22:
23
vessels
1,095,700
dwt
0.86
%
0
vessels
2
vessels
Scrapped: 31
vessels
Remaining
deliveries
for
2022
total
dwt
capacity:
as
percentage
of
fleet:
of
which
in
Sep
'22:
1,282,217
dwt
1.16
%
1
vessel
as
at
01st
October
2022
of
which
in
Q3
'22:
3
tankera
Scheduled:
total
dwt
capacity:
39
vessels
1,733,485
dwt
as
percentage
of
fleet:
1.45
%
Allied, October 2022

MR product tanker fleet

The product tanker fleet grew by 1.13% in the first nine months of 2022 which represents a slight increase compared to 2021 when it amounted to 0.91% and a slowdown compared to 2020 and 2019 when the growth was 3.3% and 3.6% respectively, creating a potential long-term positive impact on the product tanker market.

During the first nine months of 2022 a total of 31 MR tankers were sent to scrap while in 2021 a total of 59 tankers were scrapped and n 2020 a total of 19 tankers were scrapped.

Up to 30th September 2022, 63 deliveries were reported and another 39 new buildings are expected to be delivered by the end of the year.

Scrapping as a percentage of the fleet

*Data till end Sep '22

TNG TCE Net (USD/day, period average) OPEX (USD/day, period average) Clarksons 1-year TC Net - MR tanker shipowner expectaition (end of period)

HRK 000 USD 000
SELECTED
FINANCIALS
Q1
2022
Q2
2022
Q3
2022
Q1-Q3
2022
Q1
2022
Q2
2022
Q3
2022
Q1-Q3
2022
Vessel
revenues
78,840 85,898 207,546 372,284 11,762 12,245 27,853 51,860
EBITDA 22,409 38,373 102,196 162,978 3,373 5,536 13,759 22,668
EBIT 9,546 24,805 86,380 120,731 1,473 3,629 11,650 16,752
Net profit (1,454) 6,090 61,195 65,831 (159) 1,044 8,452 9,337

UNAUDITED FINANCIAL STATEMENTS FOR THE THIRD QUARTER AND THE FIRST NINE MONTHS OF 2022

Revenues for the first nine months of 2022 amounted to HRK 372.9 million (USD 52m), which represents a dramatic increase from the level achieved in the same period of 2021 when the vessel revenues amounted to HRK 175.4m (USD 27.9m).

Commissions and voyage associated costs amounted to HRK 123.0m (USD 16.9m) in the first nine months of 2022, while in the same period of 2021 they added up to HRK 61.2m (USD 9.7m) which was significantly lower.

Higher exposure to spot market results in achieving a nominally higher revenue, but at the same time has increased voyage-related costs due to the fact that the ship owner covers the voyage related expenses like bunkers, port expenses, agency fees and etc.

Operating expenditures of the fleet in the first nine months of 2022 amounted to HRK 81.7m (USD 11.6m), while in the same period in 2021 were recorded at HRK 69.4m (USD 11.0m). General and administrative expenses were recorded at HRK 4.6m (USD 0.7m), both of these categories of expenses were held at the similar level as in the same period of 2021.

Profit before interest, taxes, depreciation and amortization (EBITDA) in the first nine months of 2022 was HRK 163.0m (USD 22.7m) and was significantly increased compared to the same period last year when it amounted to HRK 38.3m (USD 6.1m).

Depreciation costs in the first nine months of 2022 came to HRK 42.2m (USD 5.9m). All the vessels in operation are depreciated over an estimated useful life span of 25 years on a linear basis to their residual value, which represents their scrap value on the international market.

Net interest expenses added up to HRK 16.3 mil. (USD 2.4m), while net foreign exchange loss were recorded at a significant level of HRK 38.6m (USD 5.0m).

Net foreign exchange losses mainly relate to unrealized exchange differences on US dollar credit liabilities of Tankerska Next Generation d.d. and have no impact on the cash flows in US dollars of Tankerska Next Generation d.d. and its subsidiaries abroad. Exchange rate differences primarily arise as a result of the recalculation of interest-bearing liabilities between affiliated companies that have different functional currencies.

During the first nine months of 2022 the Company recorded a net profit which corresponded to HRK 65.8m (USD 9.3m).

The average daily TCE for the fleet during the first nine months of 2022 was recorded at USD 21.361.

In the third quarter of 2022, the revenues reached HRK 207,8 million (USD 27.9m), which is a massive increase compared to revenues generated in the same period of 2021 when they amounted HRK 59.3m (USD 9.3m).

Commissions and voyage associated costs amounted to HRK 73.2m (USD 9.7m) in the third quarter of 2022, while in the same period of 2021 they added up to HRK 24.6m (USD 3.9m) which is significantly less.

Higher exposure to spot market results in achieving a nominally higher revenue, but at the same time has increased voyage-related costs due to the fact that the ship owner covers the voyage related expenses like bunkers, port expenses, agency fees and etc.

Operating expenses of the fleet in the third quarter of 2022 amounted to HRK 30.8m (USD 4,2m), while in the same period of 2021 they added up to HRK 24.1m (USD 3.8m). General and administrative expenses corresponded to HRK 1.5m (USD 0.2m), both of these categories of expenses were held at the similar level as in the same period of 2021.

Profit before interest, taxes, depreciation and amortization (EBITDA) in the third quarter of 2022 amounts to HRK 102.2m (USD 13.8m) and was significantly boosted compared to the same period last year when it amounted to HRK 7.9m (USD 1.3m).

Depreciation costs in the third quarter of 2022 amounted to HRK 15.8m (USD 2.1m) and remain in accordance to the depreciation plan.

Net interest expenses in the third quarter amounted to HRK 6.8 mil. (USD 1m), while net foreign exchange loss were recorded at a significant level of HRK 18.4m (USD 2.2m).

mil. USD

Net foreign exchange losses mainly relate to unrealized exchange differences on US dollar credit liabilities of Tankerska Next Generation d.d. and have no impact on the cash flows in US dollars of Tankerska Next Generation d.d. and its subsidiaries abroad. Exchange rate differences primarily arise as a result of the recalculation of interest-bearing liabilities between affiliated companies that have different functional currencies.

During the third quarter of 2022 the Company recorded a net profit which amounted to HRK 61.2m (USD 8.5m).

The average daily TCE for the fleet during the third quarter of 2022 was recorded at USD 32.832 per day.

TNG's CURRENT FLEET

Currently TNG's fleet consists of six MR tankers (Velebit, Vinjerac, Vukovar, Zoilo, Dalmacija and Pag). The Group owns an operating fleet which consists of two conventional ice class tankers and four eco-design modern product tankers with a total capacity of around 300,000 dwt. As of September 30, 2022, the average age of the vessels in TNG's fleet was 8.46 years.

In the period from August of 2020 to the end of October 2021 the tankers from TNG's fleet completed their regular five year drydocking together with the installation of BWTS equipment.

CURRENT CHARTERING STRATEGY

Vinjerac

At the beginning of May 2020, a two-year time charter contract was secured for m/t Vinjerac. The tanker was under contract with the Charterer Clearlake Shipping ("Clearlake") at an agreed hire rate of USD 15,250 per day. The Charterer had the option to extend the contract for a third year with a freight rate of USD 15,750 per day which he did not utilize, and the tanker was re-delivered to the Company at the beginning of June 2022, after which it was employed on the "spot" market.

Pag

In January 2022, a short-term time charter contract was concluded for the vessel with Trafigura Maritime Logistics ("Trafigura") with an escalating freight rate (from USD 13,400 to USD 14,000). Upon the expiration of the contract, the charterer re-delivered the ship in the second half of May 2022, after which the ship was employed on the "spot" market.

Vessel Year built Type Employment Hire rate (USD/day)
Velebit 2011 ICE class
MR product
SPOT market SPOT (from Aug 2021)
Vinjerac 2011 ICE class
MR product
SPOT market SPOT (from Jun 2022)
Vukovar 2015 Eco MR product EXXON 17,050 (until
Aug
2023)
Zoilo 2015 Eco MR product SPOT market SPOT (from
May
2021)
Dalmacija 2015 Eco MR product HARTREE 16,000 (until
Mar
2026)
Pag 2015 Eco MR product SPOT market SPOT (from
May
2022)

Vukovar

During July 2020, the tanker performed a regular fiveyear drydock, after which it was delivered to Exxon Mobil ("Exxon") in August 2020 in accordance with a three-year time charter contract in the amount of USD 17,050 per day with the option to extend for another year at USD 18,000 per day.

Velebit

After a successful five-year drydock and installation of BWTS devices in Q2/2021, a short-term time charter contract was concluded with Trafigura Maritime Logistics ("Trafigura"). After the expiration of the contract, from the beginning of August 2021, the ship is employed on the "spot" market.

Zoilo

Upon completion of the time charter contract with the charterer CSSA Chartering Shipping Services SA ("CSSA") with a maximum duration of up to 12 months in the charterer's option with an escalating freight rate, from May 2021 the ship was transferred to the "spot" market.

Dalmacija

At the beginning of the year, MT Dalmacija was employed on the "spot" market until March 2, 2022. when delivered to charterer Hartree under a four-year fixed time shipping contract at USD 16,000 per day with an option to extend the contract for one year at the charterer's option at USD 19,000 per day.

OPERATIONAL
DATA OF THE FLEET
Q3 2021. Q1-Q3 2021. FY 2021. Q1 2022. Q2 2022. Q3 2022. Q1-Q3 2022.
Time Charter Equivalent rates
(USD/day)
10,088 11,558 11,763 13,549 17,463 32,832 21,361
Daily vessel operating expenses
(USD/day)
6,909 6,744 6,897 6,828 6,832 7,563 7,077
Operating days 552 1,638 2,190 540 546 552 1,638
Revenue days 542 1,572 2,093 540 543 552 1,634
Fleet utilization (%) 98.2% 96.0% 95.6% 99.9% 99.4% 100.0% 99.8%

Tankerska Next Generation takes on the conservative approach of fixing its employment charters for its fleet, which was confirmed in the escalating market conditions when key time charters were concluded. At the time, the concluded time charter contracts enabled TNG to achieve results above the market average.

In the third quarter tankers were employed on time charter contracts for 184 days out of 552 revenue days, which equates to 33.3% of revenue days.

The average TCE net daily rate for Q3/2022 equates to USD 32,832; while the average daily vessel operating expenses (OPEX) in the same period amounted to USD 7,563 per vessel.

During Q3, we did not record any days without revenue on TNG fleet.

The Ballast Water Convention of the International Maritime Organization entered into force on September 8, 2017. The approved ballast water treatment system will have to be installed by the time it is necessary to renew the International Oil Pollution Prevention (IOPP) certificate, which for TNG means that the systems are installed on vessels following a five-year drydock cycle that started in mid 2020.

During 2020 and 2021, the BWTS was installed in five out of six tankers that had their regular five-year drydocks (m/t Zoilo, m/t Vukovar, m/t Pag, m/t Velebit; while m/t Dalmacija had the BWTS installed already as a newbuilding).

Based on the completed drydockings, we can conclude that the actual costs are in line with the plan. In other words, the average cost of delivery and installation of BWTS and the cost of docking amounted about USD 1,7 million per vessel, keeping in mind that the Eco tanker m/t Dalmacija was delivered from the shipyard as a newbuilding with an already implemented ballast water treatment system, therefore its cost of drydocking amounted to USD 0,77 million.

Financial position summary

Tankerska Next Generation concluded the first nine months of 2022 with the gearing ratio of 38%. The debt trend is in accordance with the loan repayment plans of TNG and regular decrease in indebtedness, and we expect that the degree of indebtedness will decrease in the future with the same dynamics.

Following its strategy of maintaining financial stability and liquidity, the Company, through the refinancing of credit obligations at the end of 2020 and the beginning of 2021, fully implemented the plan to refinance its credit liabilities maturing due in 2021 and 2022, thereby ensuring refinancing for the entire fleet on competitive terms for the upcoming five-year period.

During the third quarter, the Company refinanced part of the existing credit obligations, during which it withdrew additional funds in the amount of 9.3 million dollars. In the reporting period the Company closed all obligations regarding utilized revolving facilities approved by Tankerska plovidba.

FINANCIAL POSITION
SUMMARY
HRK 000 USD 000
30 Sep 2021 31 Dec 2021 31 Mar 2022 30
Jun
2022
30
Sep
2022
30 Sep 2021 31 Dec 2021 31 Mar 2022 30
Jun
2022
30
Sep
2022
Bank debt 502,060 536,385 509,467 519,127 573,490 78,123 80,737 74,853 72,468 73,827
Cash and cash
equivalents
43,451 55,433 39,129 40,979 121,263 6,761 8,344 5,749 5,721 15,610
Net debt 458,609 480,952 470,338 478,148 452,227 71,362 72,393 69,104 66,747 58,217
Capital and reserves 592,009 548,290 567,085 617,782 751,836 92,120 82,530 83,320 86,242 96,787
Gearing ratio
Net debt / (Capital and
reserves + Net debt
44% 47% 45% 44% 38% 44% 47% 45% 44% 38%

Income statement and statement of other comprehensive income

UNAUDITED FINANCIAL STATEMENTS FOR THE
THIRD QUARTER AND THE FIRST NINE MONTHS OF 2022

INCOME STATEMENT FOR PERIOD FROM
JANUARY 1st
to SEPTEMBER 30th, 2022
HRK 000 USD 000
Unaudited Q3
2021
Q3
2022
Q1-Q3
2021
Q1-Q3
2022
Q3
2021
Q3
2022
Q1-Q3
2021
Q1-Q3
2022
Vessel
revenues
59,257 207,546 175,101 372,284 9,324 27,853 27,860 51,860
Other revenues 4 240 341 606 - 32 54 86
Sales revenues 59,261 207,786 175,442 372,890 9,324 27,885 27,914 51,946
Commission and voyage related costs (24,649) (73,152) (61,180) (123,049) (3,858) (9,730) (9,686) (16,946)
Vessel operating expenses (24,124) (30,794) (69,361) (81,678) (3,814) (4,175) (11,046) (11,592)
General and administrative (1,406) (1,510) (4,636) (4,597) (221) (204) (736) (654)
Other expenses (1,146) (134) (1,926) (588) (180) (17) (303) (86)
Total operating expenses (51,325) (105,590) (137,103) (209,912) (8,073) (14,126) (21,771) (29,278)
EBITDA 7,936 102,196 38,339 162,978 1,251 13,759 6,143 22,668
Depreciation and amortization (13,213) (15,816) (38,781) (42,247) (2,078) (2,109) (6,155) (5,916)
Impairment - - - - - - - -
Operating profit (EBIT) (5,277) 86,380 (442) 120,731 (827) 11,650 (12) 16,752
Net interest expenses (3,253) (6,813) (13,133) (16,257) (519) (995) (2,084) (2,399)
Net foreign exchange gains (losses) (6,655) (18,372) (6,637) (38,643) (1,038) (2,203) (1,039) (5,016)
Net income (15,185) 61,195 (20,212) 65,831 (2,384) 8,452 (3,135) 9,337
Other comprehensive income 19,139 72,859 33,788 137,715 1,019 2,093 1,032 4,920
Total comprehensive income 3,954 134,054 13,576 203,546 (1,365) 10,545 (2,103) 14,257
Weighted average number of shares
outstanding, basic & diluted (thou,)
8,705 8,705 8,706 8,705 8,705 8,705 8,706 8,705
Net income (loss) per share, basic &
diluted
(1.74) 7.03 (2.32) 7.56 (0.27) 1 (0.36) 1.07

UNAUDITED FINANCIAL STATEMENTS FOR THE Balance THIRD QUARTER AND THE FIRST NINE MONTHS OF 2022 sheet

BALANCE SHEET HRK 000 USD 000
AT THE DATE OF SEPTEMBER
30th,
2022
unaudited
31
Dec 2021
31 Mar 2022 30
Jun
2022
30 Sep
2022
31
Dec 2021
31 Mar 2022 30
Jun
2022
30
Sep
2022
Non-current Assets 1,002,146 1,013,725 1,053,300 1,125,782 150,845 148,942 147,038 144,926
Vessels 1,001,749 1,013,349 1,052,931 1,125,441 150,785 148,886 146,986 144,881
Tangible assets in preparation - - 0 0 - - - -
Other non-current assets 397 376 369 341 60 56 52 45
Current Assets 125,380 112,020 123,852 231,982 18,872 16,458 17,290 29,863
Inventory 14,004 13,028 33,000 27,686 2,108 1,914 4,607 3,564
Accounts receivable 50,796 54,315 40,111 74,536 7,646 7,980 5,599 9,595
Cash and cash equivalents 55,433 39,129 40,979 121,263 8,344 5,749 5,721 15,610
Other current assets 5,147 5,548 9,762 8,497 774 815 1,363 1,094
Total Assets 1,127,526 1,125,745 1,177,152 1,357,764 169,717 165,400 164,328 174,789
Shareholders Equity 548,290 567,085 617,782 751,836 82,530 83,320 86,242 96,787
Share capital 436,667 436,667 436,667 436,667 67,500 67,500 67,500 67,500
Reserves 141,910 162,159 176,479 249,338 20,539 21,488 17,857 19,950
Retained earnings (30,287) (31,741) 4,636 65,831 (5,509) (5,668) 885 9,337
Non-Current Liabilities 469,695 460,777 484,963 551,699 70,699 67,699 67,699 71,022
Interest-bearing loans 469,695 460,777 484,963 551,699 70,699 67,699 67,699 71,022
Current Liabilities 109,541 97,883 74,407 54,229 16,488 14,381 10,387 6,980
Interest-bearing loans 66,690 48,690 34,164 21,791 10,038 7,154 4,769 2,805
Accounts payable 26,857 16,285 27,270 17,474 4,043 2,393 3,807 2,249
Other current liabilities 15,994 32,908 12,973 14,964 2,407 4,834 1,811 1,926
Total liabilities and
shareholders equity
1,127,526 1,125,745 1,177,152 1,357,764 169,717 165,400 164,328 174,789

HRK 000 USD 000
CASH FLOW STATEMENT FOR Q1-Q3
2022
unaudited
FY
2021
Q1
2022
H1
2022
Q1-Q3
2022
FY
2021
Q1
2022
H1
2022
Q1-Q3
2022
Profit before tax (86,989) (1,454) 4,636 65,831 (13,208) (159) 885 9,337
Amortisation 52,668 12,863 26,431 42,247 8,264 1,900 3,807 5.916
Changes in working capital (14,561) 6,039 (10,533) (42,921) (1,982) 815 (1,587) (5,903)
Other 76,156 7,875 23,660 46,093 10,692 1,065 2,873 5,161
Cash flow from operating activities 27,274 25,323 44,194 111,250 3,766 3,621 5,978 14,511
Cash inflows from investing activities - - - - - - -
Cash outflows from investing activities (31,669) (2,170) (2,176) (2,188) (5,026) (331) (332) (334)
Cash flow from investing activities (31,669) (2,170) (2,176) (2,188) (5,026) (331) (332) (334)
Cash inflows from financing activities 551,573 - - 471,455 87,392 - - 61,061
Cash outflows from financing activities (526,550) (39,457) (56,472) (514,687) (83,456) (5,885) (8,269) (67,972)
Cash flow from financing activities 25,023 (39,457) (56,472) (43,232) 3,935 (5,885) (8,269) (6,911)
Net changes in cash 20,628 (16,304) (14,454) 65,830 2,676 (2,595) (2,623) 7,266
Cash and cash equivalents (beg, of period) 34,804 55,433 55,433 55,433 5,669 8,344 8,344 8,344
Cash and cash equivalents (end of period) 55,433) 39,129 40,979 121,263 8,344 5,749 5,721 15,610

THIRD QUARTER AND THE FIRST NINE MONTHS OF 2022 Statement of changes in equity

STATEMENT OF CHANGES IN EQUITY
unaudited
Share
capital
Retained
Earnings
Other reserves
and
comprehensive
income
Foreign
exchange
translation
reserves
Total STATEMENT OF CHANGES IN EQUITY
unaudited
Share
capital
For the period from 1 Oct to 31 Dec 2021 HRK 000 HRK 000 HRK 000 HRK 000 HRK 000
Balance at 1
October
2021
436,667 36,490 128,544 (9,692) 592,009
Net profit for the period - (66,777) - - (66,777)
Change
in capital
- - - - -
Change
in other
reserves
- - - - -
Changes in other comprehensive income - - - 23,058 23,058
Balance at 31 December
2021
436,667 (30,287) 128,544 13,366 548,290
For the period from 1 Jan to 31 Mar 2022 HRK 000 HRK 000 HRK 000 HRK 000 HRK 000
Balance at 1
Jan
2022
436,667 (30,287) 128,544 13,366 548,290
Net profit for the period - (1,454) - - (1,454)
Change
in capital
- - - - -
Change
in other
reserves
- - - - -
Changes in other comprehensive income - - - 20,249 20,249
Balance at 31 March 2022 436,667 (31,741) 128,544 33,615 567,085
For the period from 1 Apr to 30 Jun 2022 HRK 000 HRK 000 HRK 000 HRK 000 HRK 000
Balance at 1
Apr
2022
436,667 (31,741) 128,544 33,615 567,085
Net profit for the period - 6,090 - - 6,090
Change
in capital
- - - - -
Change
in other
reserves
- 30,287 (30,287) - -
Changes in other comprehensive income - - - 44,607 44,607
Balance at 30
Jun
2022
436,667 4,636 98,257 78,222 617,782
For the period from 1 Jul to 30 Sep 2022 HRK 000 HRK 000 HRK 000 HRK 000 HRK 000
Balance at 1
Jul
2022
436,667 4,636 98,257 78,222 617,782
Net profit for the period - 61.195 - - 61,195
Change
in capital
- - - - -
Change
in other
reserves
- - - - -
Changes in other comprehensive income - - - 72,859 72,859
Balance at 30
Sep
2022
436,667 65,831 98,257 151,081 751,836
STATEMENT OF CHANGES IN EQUITY
unaudited
Share
capital
Retained
Earnings
Other reserves
and
comprehensive
income
Foreign
exchange
translation
reserves
Total
For the period from 1 Oct to 31 Dec 2021 USD 000 USD 000 USD 000 USD 000 USD 000
Balance at 1
October
2021
67,500 4,564 19,867 940 92,871
Net profit for the period - (10,073) - - (10,073)
Change
in capital
- - - - -
Change
in other
reserves
- - - - -
Changes in other comprehensive income - - - (268) (268)
Balance at 31 December
2021
67,500 (5,509) 19,867 672 82,530
For the period from 1 Jan to 31 Mar 2022 USD 000 USD 000 USD 000 USD 000 USD 000
Balance at 1
Jan
2022
67,500 (5,509) 19,867 672 82,530
Net profit for the period - (159) - - (159)
Change
in capital
- - - - -
Change
in other
reserves
- - - - -
Changes in other comprehensive income - - - 949 949
Balance at 31 March 2022 67,500 (5,668) 19,867 1,621 83,320
For the period from 1 Apr to 30 Jun 2022 USD 000 USD 000 USD 000 USD 000 USD 000
Balance at 1
Apr
2022
67,500 (5,668) 19,867 1,621 83,320
Net profit for the period - 1,044 - - 1,044
Change
in capital
- - - - -
Change
in other
reserves
- 5,509 (5,509) - -
Changes in other comprehensive income - - - 1,878 1,878
Balance at 30
Jun
2022
67,500 885 14,358 3,499 86,242
For the period from 1 Jul to 30 Sep 2022 USD 000 USD 000 USD 000 USD 000 USD 000
Balance at 1
Jul
2022
67,500 885 14,358 3,499 86,242
Net profit for the period - 8,452 - - 8,452
Change
in capital
- - - - -
Change
in other
reserves
- - - - -
Changes in other comprehensive income - - - 2,093 2,093
Balance at 30
Sep
2022
67,500 9,337 14,358 5,592 96,787

ANNOUNCEMENTS IN THE FIRST NINE MONTHS OF 2022

18 Feb 2022 Announcement of the Management and Supervisory Board

24 Feb 2022 Management and Supervisory Board meeting held

02 Mar 2022 Time charter employment secured for our ECO tanker Dalmacija

21 Apr 2022 Announcement of the Management and Supervisory Board

29 Apr 2022 Management and Supervisory Board meeting held

16 May 2022 Invitation to the General Assembly

27 June 2022 Notification about acquirement of shares

28 June 2022 Annual General Assembly held

22 July 2022 Announcement of the Management and Supervisory Board

29 July 2022 Management and Supervisory Board meeting held

14 Sep 2022 Notification about acquirement of shares

20 Sep 2022 Notification about acquirement of shares 23 Sep 2022 Notification on changes in the percentage of voting rights

23 Sep 2022 Notification about acquirement of shares 26 Sep 2022 Notification about acquirement of shares 26 Sep 2022 Notification on changes in the percentage of voting rights

27 Sep 2022 Notification about acquirement of shares 29 Sep 2022 Notification about acquirement of shares 29 Sep 2022 Notification on changes in the percentage of voting rights

30 Sep 2022 Notice acoording to Article 11, Paragraph 3 of the Act on Takeover of Joint Stock Companies

SHAREHOLDER STRUCTURE

Shareholders on 30 September
2022
No. of
shares
Share
(%)
Tankerska Plovidba 7,983,550 91.41%
Zagrebačka banka d.d. 120,000 1.37%
OTP banka d.d. / OTP indeksni fond 49,477 0.57%
Croatia banka d.d. 31,247 0.36%
Tankerska Next Generation 28,319 0.32%
Other shareholders 520,752 5.97%
Total 8,733,345 100.00%

MANAGEMENT AND SUPERVISORY BOARD

On September 30th, 2022, the sole member of the Management Board is Mr. John Karavanić. In 2022 there were no changes in Supervisory Board. The Supervisory Board consists of Mr. Ivica Pijaca, president, Mr. Mario Pavić, deputy president, and members Mr. Joško Miliša, Mr. Nikola Koščica and Mr. Dalibor Fell.

OVERVIEW OF RELATED PARTY TRANSACTIONS

TPNG SHARES

The share capital of the Company equals to HRK 436,667,250.00, divided into 8,733,345 ordinary dematerialized registered shares, without par value, and each share gives one vote at the General assembly of the Company.

The Company shares with the ticker TPNG are listed on the Zagreb Stock Exchange.

In first nine months of 2022, the TPNG share achieved turnover in the amount of HRK 287.5 million.

HRK
TPNG at ZSE FY 2017 FY 2018 FY 2019 FY 2020 FY 2021 Q3 2022 Q1 –
Q3 2022
Volume (million) 4.1 1.5 5.9 17.2 25.5 279.5 287.5
Last price 54.00 38.80 47.20 43.00 41.80 76.80 76.80
Highest price 84.89 57.00 49.60 60.00 49.80 78.80 78.80
Lowest price 54.00 33.40 28.80 36.00 37.20 47.20 37.40
Average price 70.88 43.61 39.98 48.59 42.30 56.96 49.10

Price and volume of TPNG until the end of the third quarter of

TNG's risk management policy in connection to managing its financial assets can be summarized as follows:

Foreign exchange risk

TNG is exposed to the following currency risks: the transaction risk, which is the risk of a negative impact of fluctuations in foreign exchange rates against the Croatian kuna on TNG's cash flows from commercial activities; and the balance sheet risk, which is the risk that the net value of monetary assets on retranslation of kuna-denominated balances becomes lower as a result of changes in foreign exchange rates.

TNG operates internationally and is exposed to changes of US currency as significant amount of receivables and foreign revenues are stated in this currency. Current TNG policies do not include active hedging.

Interest rate risk

Interest rate risk is the risk of change in value of financial instruments due to changes in market interest rates. The risk of interest rate in cash flow is a risk that the interest expenditure on financial instruments will be variable during the period. As TNG has no significant interest-bearing assets, its operating income and cash flows from operations are not significantly exposed to fluctuations in market interest rates. TNG's interest rate risk arises from long-term borrowings. TNG is exposed to interest rate risk on its long-term borrowings that bear interest at variable

rates.

Arranging interest rate swaps with the key lenders provides for easing the risk of volatility in the variable interest rate, allowing the company, which operates in terms of pre-fixed income contracted to manage the profitability of operations fixing one of the major cost components.

Credit risk

Credit risk is the risk of failure by one party to meet commitments to the financial instruments, what could cause the financial loss to the other party. Maximum exposure to credit risk is expressed in the highest value of each of the financial asset in statement of financial position. Basic financial assets of TNG consist of cash and of account balance with banks, trade receivables and other receivables, and of investments. Credit risk in liquid funds is limited as the counterparty is often the bank that most international agencies assessed with high credit ratings.

Liquidity risk

The responsibility for managing liquidity risk rests with the Management Board which sets an appropriate liquidity risk management framework for the purpose of managing its short-term, medium-term and longterm funding and liquidity requirements. Liquidity risk, which is considered the risk of financing, is the risk of difficulties which the TNG may encounter in collecting funds to meet commitments associated with financial instruments. TNG has significant interest bearing noncurrent liabilities for loans with variable interest that expose TNG to the risk of cash flows. Company manages liquidity risk through maintaining adequate reserves and loan facilities, in parallel to continuously comparing planned and relished cash flow and maturity of receivables and liabilities.

Price risk

TNG's activities expose it to price risk associated with changes in the freight rate. The daily freight rate (the spot rate) measured in USD per day, has historically been very volatile. In addition, TNG trades its spot exposed vessels in different pools that reduces the sensitivity to freight rate volatility by economies of scale and optimization of the fleet's geographical position.

Operational risk

Due to the risks involved in seaborne transportation of oil products as well as due to very stringent requirements by the "oil majors", safety and environmental compliance are TNG's top operational priorities. The Fleet Manager will operate TNG's vessels in a way so as to ensure maximum protection of the safety and health of staff, the general public and the environment. TNG and the Fleet Manager actively manage the risks inherent in TNG's business and are committed to eliminating incidents that would threaten safety and the integrity of the vessels. Fleet Manager uses a risk management program that includes, among other, computer-aided risk analysis tools, maintenance and assessment programs, seafarers competence training program, and seafarers workshops.

Daily rates

Time charter rates are usually fixed during the term of the charter. Vessels operating on time charters for a certain period of time provide more predictable cash flows over that period of time and yield conservative profitability margins. Prevailing time charter rates fluctuate on a seasonal and year-toyear basis reflecting changes in spot charter rates, expectations about future spot charter rates and other factors. The degree of volatility in time charter rates is lower for longer-term time charters as opposed to shorter term time charters.

Employment strategy based on longer than one year time charter enables the mitigation of this type of risk.

TNG and its fleet manager are committed to the following standards, strategies and insurance:

  • International Standards Organization's ("ISO") 9001 for quality assurance,
  • ISO 14001 for environmental management systems,
  • ISO 50001 for energy management systems and Occupational Health and Safety
  • "OHSAS"18001 Safety Advisory Services
  • ISM Code International safety management code

Company strategy

The Company's strategy is to be a reliable, efficient and responsible provider of seaborne refined petroleum product transportation services and to manage and expand the Group in a manner that is believed will enable the Company to increase its distributable cash flow, enhance its ability to pay dividends and maximize value to its shareholders.

Business operations are based on the timely acquisition of tankers, ensuring efficient use of raised capital and debt minimization. Basically, fleet management is directed towards increasing cash flow and profitability through outsourcing majority of functions and services, maintaining a flexible and simple organizational structure unencumbered with additional overheads. This enables efficient assets and liabilities management and ensures a stable dividend return to shareholders.

Chartering strategy

Charterer's financial condition and reliability is an important factor in counterparty risk. TNG generally minimizes such risks by providing services to major energy corporations, large trading houses (including commodities traders), major crude and derivatives producers and other reputable entities with extenuating tradition in in seaborne transportation.

Insurance

The operation of any ocean-going vessel represents a potential risk of major losses and liabilities, death or injury of persons, as well as property damage caused by adverse weather conditions, mechanical failures, human error, war, terrorism, piracy and other circumstances or events. The transportation of oil is subject to the risk of pollution and to business interruptions due to political unrest, hostilities, labour strikes and boycotts. In addition, there is always an inherent possibility of marine disaster, including oil spills and other environmental mishaps, and the liabilities arising from owning and operating vessels in international trade.

As an integral part of operating the vessels, TNG maintains insurance with first class international insurance providers to protect against the majority of accident-related risks in connection with the TNG's marine operations.

The Company believes that the TNG's current insurance program, is adequate to protect TNG against the majority of accident-related risks involved in the conduct of its business and that an appropriate level of protection and indemnity against pollution liability and environmental damage is maintained. TNG's goal is to maintain an adequate insurance coverage required by its marine operations and to actively monitor any new regulations and threats that may require the TNG to revise its coverage.

INTERIM FINANCIAL STATEMENTS FOR PERIOD FROM 1ST JANUARY UNTIL 30TH SEPTEMBER 2022 (UNAUDITED)

  • I. Report of the Management Board on the Company's operations for the period from 1st January until 30 th September, 2022
  • II. Unaudited condensed quarterly financial statements:
    • Balance Sheet per as at 30 th September, 2022
    • Profit and Loss Account for the period from 1st January until 30 th September, 2022
    • Cash Flow Statement for the period from 1st January until 30 th September, 2022
    • Statement of Changes in Equity for the period from 1st January until 30 th September, 2022
    • Notes to the Financial Statements
  • III. Statement of Responsibility for the Financial Statements

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the
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f fin
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net
)
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5 U
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exp
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m f
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4 E
3 In
xch
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ex
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nse
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fer
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an
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ex
the
pe
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pe
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5 95 1 95 4 wit
h u
nde
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xch
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the
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25
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FIN
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0 0 0 0 03
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8 E
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6 In
the
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op
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3 In
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0 0 0 0 03
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link
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inv
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atin
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of c
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0 0 0 0 1 1 In
com
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inv
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III F
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f) O
the
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Pro
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Pr
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(AD
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ina
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an
d s
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0 0 0 0 02
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b)
cur
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set
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fina
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fixe
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in
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30
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for
th
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01
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to
SS O
R
LO
ST
AT
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OF
P
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0 0 0 0 10
1
2 A
ttr
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ta
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to
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no
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co
nt
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llin
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te
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0 0 0 0 10
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ttr
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ta
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to
ow
ne
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of
th
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pa
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0 0 0 0 09
9
10
VI
C
0+
OM
10
PR
1)
EH
EN
SI
VE
IN
CO
ME
O
R
LO
SS
FO
R
TH
E P
ER
IO
D
(A
DP
em
en
ts
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c
on
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lid
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at
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by
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nd
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AP
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IX
to
th
e S
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te
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t o
n c
om
pr
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to
b
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ille
d
13
4,0
54
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7
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3,5
46
,26
5
3,9
53
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0
13
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09
8
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VI
C
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7)
PR
EH
EN
SI
VE
IN
CO
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O
R
LO
SS
FO
R
TH
E P
ER
IO
D
(A
DP
72
,85
9,2
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13
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14
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9
19
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08
33
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96
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7
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V
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NS
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NC
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(A
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0 0 0 0 09
6
los
9
s
Inc
om
e t
ax
re
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s t
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ay
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e
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ss
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r
0 0 0 0 09
5
8 O
th
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ite
m
s t
ha
t m
ay
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e
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ss
ifie
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o
pr
of
it o
r lo
ss
0 0 0 0 09
4
7 C
ha
ng
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al
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d e
lem
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ts
of
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0 0 0 0 09
3
6 C
ha
ng
es
in
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al
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al
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0 0 0 0 09
2
by
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5 S
rtu
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e o
re
f p
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ar
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r c
tin
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g
pr
int
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er
en
es
siv
ts
e
inc
om
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los
s o
f c
om
pa
nie
s
lin
ke
d
0 0 0 0 09
1
fo
re
4
ign
Pr
of
o
it o
pe
r lo
rat
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ss
a
ris
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fr
om
ef
fe
cti
ve
h
ed
ge
of
a
ne
t in
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st
m
en
t in
a
0 0 0 0 09
0
3
Pr
of
it o
r lo
ss
a
ris
ing
fr
om
ef
fe
cti
ve
ca
sh
flo
w
he
dg
ing
0 0 0 0 08
9
se
2
Ga
cu
ins
riti
es
o
at
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fa
ss
ir v
es
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fr
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om
th
s
ro
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ug
se
h o
qu
th
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t m
co
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m
pr
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en
m
en
siv
t o
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f d
inc
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t
e
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9,2
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13
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9
19
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9,3
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33
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7,7
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08
8
1 E
xc
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e
rat
e d
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fr
om
tr
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sla
tio
n o
f fo
re
ign
o
pe
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s
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9,2
17
13
7,7
14
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9
19
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08
33
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7,7
96
08
7
IV
Ite
m
s t
ha
t m
ay
b
e
re
cla
ss
ifie
d t
o
pr
of
it o
r lo
ss
(A
DP
0
88
to
0
95
)
0 0 0 0 08
6
6
Inc
om
e t
ax
re
lat
ing
to
ite
m
s t
ha
t w
ill
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t b
e
re
cla
ss
ifie
d
0 0 0 0 08
5
5 O
th
er
ite
m
s t
ha
t w
ill
no
t b
e
re
cla
ss
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d
0 0 0 0 08
4
4 A
ctu
ar
ial
g
ai
ns
/lo
ss
es
o
n t
he
d
ef
ine
d
be
ne
fit
ob
lig
at
ion
0 0 0 0 08
3
sta
3
Fa
te
ir v
m
en
al
ue
t o
ch
f p
rof
an
it o
ge
s o
r lo
f fi
ss
na
, a
nc
ttr
ibu
ial
lia
ta
ble
bil
to
itie
ch
s a
an
t fa
ge
ir v
s
al
in
ue
th
th
ei
r c
ro
ug
re
dit
h
ri
sk
0 0 0 0 08
2
ins
2
Ga
tru
ins
m
en
o
r lo
ts
at
ss
fa
es
ir v
fr
al
om
ue
s
th
ub
ro
se
ug
qu
h o
en
th
t m
er
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ea
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m
pr
re
eh
m
en
en
siv
t o
f e
e
inc
qu
om
ity
e
0 0 0 0 08
1
as
1 C
se
ha
ts
ng
es
in
re
va
lua
tio
n r
es
er
ve
s o
f fi
xe
d t
an
gib
le
an
d
int
an
gib
le
0 0 0 0 08
0
08
III
Ite
5)
m
s t
ha
t w
ill
no
t b
e
re
cla
ss
ifie
d t
o
pr
of
it o
r l
os
s (
AD
P
08
1 t
o
72
,85
9,2
17
13
7,7
14
,97
9
19
,13
9,3
08
33
,78
7,7
96
07
9
II O
TH
(A
DP
ER
C
8
0+
OM
8
PR
7)
EH
EN
SI
VE
IN
CO
ME
/L
OS
S
BE
FO
RE
T
AX
61
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THIRD QUARTER AND THE FIRST NINE MONTHS OF 2022 Statement of changes in equity

STATEMENT OF CHANGES IN EQUITY
for the period from
01.01.2022 to 30.09.2022
in HRK
Attributable to owners of the parent
Item ADP
code
Initial
(subscribed)
capital
Capital reserves Legal reserves Reserves for treasury shares Treasury shares
and holdings
(deductible item)
Statutory
reserves
Other reserves Revaluation
reserves
Fair value of
financial assets
through other
comprehensive
income (available
for sale)
Cash flow hedge -
effective portion
Hedge of a net
investment in a
foreign operation -
effective portion
Other fair value
reserves
Exchange rate
differences from
translation of
foreign
operations
Retained profit /
loss brought
forward
Profit/loss for the
business year
Total attributable
to owners of the
parent
Minority (non
controlling)
interest
Total capital and
reserves
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 (3 to 6 - 7
+ 8 to 17)
19 20 (18+19)
Previous period
1 Balance on the first day of the previous business year 01 436,667,250 68,425,976 5,118,250 1,578,097 1,578,097 0
55,000,000
0
0
0 0
0
-43,479,713 56,765,436 0
578,497,199
0 578,497,199
2 Changes in accounting policies 02 0 0 0 0
0
0
0
0
0
0 0
0
0
0
0
0
0 0
3 Correction of errors 03 0 0 0 0
0
0
0
0
0
0 0
0
0
0
0
0
0 0
4 Balance on the first day of the previous business year (restated)
(ADP 01 to 03)
04 436,667,250 68,425,976 5,118,250 1,578,097 1,578,097 0
55,000,000
0
0
0 0
0
-43,479,713 56,765,436 0
578,497,199
0 578,497,199
5 Profit/loss of the period 05 0 0 0 0
0
0
0
0
0
0 0
0
0
0
-20,212,473 -20,212,473 0 -20,212,473
6 Exchange rate differences from translation of foreign operations 06 0 0 0 0
0
0
0
0
0
0 0
0
33,787,796 0 0
33,787,796
0 33,787,796
7 Changes in revaluation reserves of fixed tangible and intangible assets 07 0 0 0 0
0
0
0
0
0
0 0
0
0
0
0
0
0 0
8 Gains or losses from subsequent measurement of financial assets at fair
value through other comprehensive income (available for sale)
08 0 0 0 0
0
0
0
0
0
0 0
0
0
0
0
0
0 0
9 Profit or loss arising from effective cash flow hedge 09 0 0 0 0
0
0
0
0
0
0 0
0
0
0
0
0
0 0
10 Profit or loss arising from effective hedge of a net investment in a foreign
operation
10 0 0 0 0
0
0
0
0
0
0 0
0
0
0
0
0
0 0
11 Share in other comprehensive income/loss of companies linked by virtue of
participating interests
11 0 0 0 0
0
0
0
0
0
0 0
0
0
0
0
0
0 0
12 Actuarial gains/losses on the defined benefit obligation 12 0 0 0 0
0
0
0
0
0
0 0
0
0
0
0
0
0 0
13 Other changes in equity unrelated to ow ners 13 0 0 0 0
0
0
0
0
0
0 0
0
0
0
0
0
0 0
14 Tax on transactions recognised directly in equity 14 0 0 0 0
0
0
0
0
0
0 0
0
0
0
0
0
0 0
15 Decrease in initial (subscribed) capital (other than arising from the pre
bankruptcy settlement procedure or from the reinvestment of profit)
15 0 0 0 0
0
0
0
0
0
0 0
0
0
0
0
0
0 0
16 Decrease in initial (subscribed) capital arising from the pre-bankruptcy
settlement procedure
16 0 0 0 0
0
0
0
0
0
0 0
0
0
0
0
0
0 0
17 Decrease in initial (subscribed) capital arising from the reinvestment of profit 17 0 0 0 0
0
0
0
0
0
0 0
0
0
0
0
0
0 0
18 Redemption of treasury shares/holdings 18 0 0 0
63,553
63,553 0
0
0
0
0 0
0
0
-63,553
0
-63,553
0 -63,553
19 Payments from members/shareholders 19 0 0 0 0
0
0
0
0
0
0 0
0
0
0
0
0
0 0
20 Payment of share in profit/dividend 20 0 0 0 0
0
0
0
0
0
0 0
0
0
0
0
0
0 0
21 Other distributions and payments to members/shareholders 21 0 0 0 0
0
0
0
0
0
0 0
0
0
0
0
0
0 0
22 Transfer to reserves according to the annual schedule 22 0 0 0 0
0
0
0
0
0
0 0
0
0
0
0
0
0 0
23 Increase in reserves arising from the pre-bankruptcy settlement procedure 23 0 0 0 0
0
0
0
0
0
0 0
0
0
0
0
0
0 0
24 Balance on the last day of the previous business year reporting
period (ADP 04 to 23)
24 436,667,250 68,425,976 5,118,250 1,641,650 1,641,650 0
55,000,000
0
0
0 0
0
-9,691,917 56,701,883 -20,212,473 592,008,969 0 592,008,969
APPENDIX TO THE STATEMENT OF CHANGES IN EQUITY (to be filled in by undertakings that draw up financial statements in accordance with the IFRS)
I OTHER COMPREHENSIVE INCOME OF THE PREVIOUS PERIOD, NET OF
TAX (ADP 06 to 14)
25 0 0 0 0
0
0
0
0
0
0 0
0
33,787,796 0 0
33,787,796
0 33,787,796
II COMPREHENSIVE INCOME OR LOSS FOR THE PREVIOUS PERIOD (ADP
05+25)
26 0 0 0 0
0
0
0
0
0
0 0
0
33,787,796 0 -20,212,473 13,575,323 0 13,575,323
III TRANSACTIONS WITH OWNERS IN THE PREVIOUS PERIOD RECOGNISED
DIRECTLY IN EQUITY (ADP 15 to 23)
27 0 0 0
63,553
63,553 0
0
0
0
0 0
0
0
-63,553
0
-63,553
0 -63,553

Item ADP
code
Initial
(subscribed)
capital
Capital reserves Legal reserves Reserves for treasury shares Treasury shares
and holdings
(deductible item)
Statutory
reserves
Other reserves Revaluation
reserves
Fair value of
financial assets
through other
comprehensive
income (available
for sale)
Cash flow hedge -
effective portion
Hedge of a net
investment in a
foreign operation -
effective portion
Other fair value
reserves
Exchange rate
differences from
translation of
foreign
operations
Retained profit /
loss brought
forward
Profit/loss for the
business year
Total attributable
to owners of the
parent
Minority (non
controlling)
interest
Total capital and
reserves
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 (3 to 6 - 7
+ 8 to 17)
19 20 (18+19)
Current period
1 Balance on the first day of the current business year 28 436,667,250 68,425,976 5,118,250 1,641,650 1,641,650 0
55,000,000
0 0
0
0
0
13,365,296 -30,286,941 0 548,289,831 0 548,289,831
2 Changes in accounting policies 29 0 0
0
0
0
0
0
0 0
0
0
0
0 0
0
0 0 0
3 Correction of errors 30 0 0
0
0
0
0
0
0 0
0
0
0
0 0
0
0 0 0
4 Balance on the first day of the current business year (restated) (AOP
28 to 30)
31 436,667,250 68,425,976 5,118,250 1,641,650 1,641,650 0
55,000,000
0 0
0
0
0
13,365,296 -30,286,941 0 548,289,831 0 548,289,831
5 Profit/loss of the period 32 0 0
0
0
0
0
0
0 0
0
0
0
0 0
65,831,286
65,831,286 0 65,831,286
6 Exchange rate differences from translation of foreign operations 33 0 0
0
0
0
0
0
0 0
0
0
0
137,714,979 0
0
137,714,979 0 137,714,979
7 Changes in revaluation reserves of fixed tangible and intangible assets 34 0 0
0
0
0
0
0
0 0
0
0
0
0 0
0
0 0 0
8 Gains or losses from subsequent measurement of financial assets at fair
value through other comprehensive income (available for sale)
35 0 0
0
0
0
0
0
0 0
0
0
0
0 0
0
0 0 0
9 Profit or loss arising from effective cash flow hedge 36 0 0
0
0
0
0
0
0 0
0
0
0
0 0
0
0 0 0
10 Profit or loss arising from effective hedge of a net investment in a foreign
operation
37 0 0
0
0
0
0
0
0 0
0
0
0
0 0
0
0 0 0
11 Share in other comprehensive income/loss of companies linked by virtue of
participating interests
38 0 0
0
0
0
0
0
0 0
0
0
0
0 0
0
0 0 0
12 Actuarial gains/losses on the defined benefit obligation 39 0 0
0
0
0
0
0
0 0
0
0
0
0 0
0
0 0 0
13 Other changes in equity unrelated to ow ners 40 0 -30,286,941 0 0
0
0
0
0 0
0
0
0
0 30,286,941 0 0 0 0
14 Tax on transactions recognised directly in equity 41 0 0
0
0
0
0
0
0 0
0
0 0 0 0
15 Decrease in initial (subscribed) capital (other than arising from the pre
bankruptcy settlement procedure or from the reinvestment of profit)
42 0 0
0
0
0
0
0
0 0
0
0
0
0 0
0
0 0 0
16 Decrease in initial (subscribed) capital arising from the pre-bankruptcy
settlement procedure
43 0 0
0
0
0
0
0
0 0
0
0
0
0 0
0
0 0 0
17 Decrease in initial (subscribed) capital arising from the reinvestment of profit 44 0 0
0
0
0
0
0
0 0
0
0
0
0 0
0
0 0 0
18 Redemption of treasury shares/holdings 45 0 0
0
0
0
0
0
0 0
0
0
0
0 0 0 0 0
19 Payments from members/shareholders 46 0 0
0
0
0
0
0
0 0
0
0
0
0 0
0
0 0 0
20 Payment of share in profit/dividend 47 0 0
0
0
0
0
0
0 0
0
0
0
0 0
0
0 0 0
21 Other distributions and payments to members/shareholders 48 0 0
0
0
0
0
0
0 0
0
0
0
0 0
0
0 0 0
22 Carryforw ard per annual plane 49 0 0
0
0
0
0
0
0 0
0
0
0
0 0
0
0 0 0
23 Increase in reserves arising from the pre-bankruptcy settlement procedure 50 0 0
0
0
0
0
0
0 0
0
0
0
0 0
0
0 0 0
24 Balance on the last day of the current business year reporting
period (ADP 31 to 50)
51 436,667,250 38,139,035 5,118,250 1,641,650 1,641,650 0
55,000,000
0 0
0
0
0
151,080,275 0
65,831,286
751,836,096 0 751,836,096
APPENDIX TO THE STATEMENT OF CHANGES IN EQUITY (to be filled in by undertakings that draw up financial statements in accordance with the IFRS)
I OTHER COMPREHENSIVE INCOME FOR THE CURRENT PERIOD, NET OF
TAX (ADP 33 to 41)
52 0 -30,286,941 0 0
0
0
0
0 0
0
0
0
137,714,979 30,286,941 0 137,714,979 0 137,714,979
II COMPREHENSIVE INCOME OR LOSS FOR THE CURRENT PERIOD (ADP 32
do 52)
53 0 -30,286,941 0 0
0
0
0
0 0
0
0
0
137,714,979 30,286,941 65,831,286 203,546,265 0 203,546,265
III TRANSACTIONS WITH OWNERS IN THE CURRENT PERIOD RECOGNISED
DIRECTLY IN EQUITY (ADP 42 to 50)
54 0 0
0
0
0
0
0
0 0
0
0
0
0 0
0
0 0 0

Attributable to owners of the parent

NOTES TO THE FINANCIAL STATEMENTS

GENERAL INFORMATION

Tankerska Next Generation d.d. is a shipping joint-stock company, founded in the Republic of Croatia and registered in the Court Register of the Commercial Court in Zadar under the entity registration number MBS 110046753, OIB 30312968003. Tankerska Next Generation d.d. is headquartered at Zadar, Božidar Petranovića 4.

Management Board:

• John Karavanić, the sole member of the Board

Supervisory board members from January 1 st , 2022 up to the reporting date:

  • Ivica Pijaca, chairman
  • Mario Pavić, vice chairman
  • Nikola Koščica, member
  • Joško Miliša, member
  • Dalibor Fell, member

As of September 30th , 2022 Tankerska Next Generation's Inc. share capital amounted to HRK 436,667,250 divided into 8,733,345 TPNG-R-A shares without nominal value. The amount of share capital per share is HRK 50.

The table below shows the overview of ownership structure on September 30th , 2022:

Number of shares Ownership share %
Tankerska
plovidba
d.d.
7,983,550 91.41
Zagrebačka
banka
120,000 1.37
Other
shareholders
601,476 6.90
28,319 0.32
Own
shares
8,733,345 100.00

The Financial Statements for the period ending September 30th , 2022 include assets and liabilities, revenues and expenses respectively of Tankerska Next Generation Inc. and its international subsidiaries (companies engaged in international shipping). All companies are managed by Tankerska Next Generation Inc. from the sole headquarters and by the same Management Board. Pursuant to the Article 429.a, section 4 of the Maritime Code ("Official Gazette" No. 181/04., 76/07., 146/08., 61/11., 56/13., 26/15. and 17/19.) Tankerska Next Generation Inc. is obliged to conduct accounting and prepare financial statements for all domestic and international business operations, including all shipping companies in which it holds the majority ownership and which are engaged in vessel operations with their net tonnage being included in the tonnage tax calculation.

For some of Tankerska Next Generation Inc. subsidiaries that, pursuant to the regulations of the states they have been founded in, are not obliged to keep business books and prepare financial statements, Tankerska Next Generation Inc., in accordance with the Accounting Act and the Income Tax Act, states their assets and liabilities, revenues and expenses respectively, within its financial statements.

PRINCIPAL ACCOUNTING POLICIES

The financial statements of Tankerska Next Generation d.d., Zadar include assets and liabilities, i.e. income and expenses of the following subsidiaries 100% owned by Tankerska Next Generation d.d.:

    1. Tankerska Next Generation International Ltd., Majuro, Marshall Islands;
    1. Fontana Shipping Company Ltd., Monrovia, Liberia;
    1. Teuta Shipping Company Ltd., Monrovia, Liberia;
    1. Vukovar Shipping, LLC, Majuro, Marshall Islands;
    1. Zoilo Shipping, LLC, Majuro, Marshall Islands;
    1. Pag Shipping, LLC, Majuro Marshall Islands.

Financial statements have been prepared based on the same accounting policies, presentations and calculation methods as the ones used during preparation of the financial statements for the period ending 31st December 2021.

CHANGES IN THE REPORT ON FINANCIAL POSITION AND BUSINESS RESULTS FOR THE REPORTING PERIOD

Business events that are significant for understanding the changes in the statement of financial position (balance sheet) and achieved business results for the reporting period (profit and loss account) in relation to the last business year are described in Management report which is attached to these financial statements.

INCOME AND EXPENSES OF EXCEPTIONAL SIZE OR OCCURRENCE

All significant changes in the Company's income and expenses are listed in the Management report, which is attached to these financial statements.

DEBT

The amount of the Company's loans and other loans is described and presented in more detail in the Management report, which is attached to these financial statements.

EMPLOYEES

As of September 30, 2022, 140 people were employed in the Company.

EARNINGS PER SHARE

EARNINGS PER SHARE Period
st Jan –
30th Sep
1
2021
Period
st Jan –
30th Sep
1
2022
Net (loss) / profit to shareholders (HRK 20,212,473) HRK 65,831,286
Weighted average number of shares 8,705,549 8,705,549
Basic (loss) / earnings per share (HRK 2,32) HRK 7,56

Basic and diluted earnings per share are equal since the Company has no potentially dilutive ordinary shares.

RELATED PARTY TRANSACTIONS Period
1st Jan - 30th Sep 2021 1st Jan - 30th Sep 2022
Period
Sales to related parties HRK O HRK O
Purchase from related parties HRK 12,637,727 HRK 15.674.527
Receivables from related parties HRK O HRK O
Liabilities towards related parties HRK 5,351,922 HRK 4.778.472
Given loans to related parties HRK O HRK O
Received loans from related parties HRK 28,919,596 HRK O

TRANSACTIONS WITH THE RELATED PARTIES SUBSEQUENT EVENTS AFTER BALANCE SHEET DATE

There were no events after the balance sheet date that would significantly affect the Company's financial statements as at September 30th, 2022.

OTHER ANNOUNCEMENTS

Other announcements related to the understanding and interpretation of these reports are listed in the report of the Management Board, which is an attachment to these financial statements.

The financial statements for the period starting January 1st , 2022 and ending September 30 th , 2022¸ have been prepared by applying the International Financial Reporting Standards and provide an accurate and truthful review of assets, liabilities, profit and loss, financial position and operating of the Company.

The report of the Management Board on the Company's operations for the period starting on January 1st , 2022, and ending on September 30 th , 2022, contains a fair presentation of the Company's development, operating results and position with the description of significant risks and uncertainty the Company is exposed to.

Zadar, October 28th , 2022

John Karavanić, CEO

The Group uses a variety of industry terms and concepts when analysing its own performance. These include the following:

Revenue Days. Revenue Days represent the total number of calendar days the Group's vessels were in possession of the Group during a period, less the total number of Off-Hire Days during that period generally associated with repairs, drydocking or special or intermediate surveys.

Consequently, Revenue Days represent the total number of days available for a vessel to earn revenue. Idle days, which are days when a vessel is available to earn revenue, yet is not employed, are included in Revenue Days. The Group uses Revenue Days to explain changes in its net voyage revenues (equivalent to time charter earnings) between periods.

Off-Hire Days. Off-Hire Days refer to the time a vessel is not available for service due primarily to scheduled and unscheduled repairs or drydocking.

When a vessel is off-hire, or not available for service, the charterer is generally not required to pay the charter hire rate and the Group will be responsible for all costs, including the cost of fuel bunkers unless the charterer is responsible for the circumstances giving rise to the lack of availability. Prolonged off-hire may obligate the vessel owner to provide a substitute vessel or permit the charter termination.

The Group's vessels may be out of service, that is, offhire, for several reasons: scheduled drydocking, special surveys, vessel upgrade or maintenance or inspection, which are referred to as scheduled off-hire; and unscheduled repairs, maintenance, operational deficiencies, equipment breakdown, accidents/incidents, crewing strikes, certain vessel detentions or similar problems, or charterer's failure to maintain the vessel in compliance with its specifications and contractual and/or market standards (for example major oil company acceptances) or to man a vessel with the required crew, which is referred to as unscheduled off-hire.

Operating Days. Operating Days represent the number of days the Group's vessels are in operation during the year. Operating Days is a measurement that is only applicable to owned and not bareboated or charteredin vessels. Where a vessel is under the Group's ownership for a full year, Operating Days will generally equal calendar days. Days when a vessel is in a dry dock are included in the calculation of Operating Days as the Group still incurs vessel operating expenses.

Operating Days are an indicator of the size of the fleet over a period of time and affect both revenues and expenses recorded during that period.

Time Charter Equivalent (TCE). TCE is a standard shipping industry performance measure used primarily to compare daily earnings generated by vessels on time charters with daily earnings generated by vessels on voyage charters, because charter hire rates for vessels on voyage charters are generally not expressed per day as charter hire rates for vessels on time charters are. Therefore the net equivalent of a daily time voyage rate is expressed in net daily time charter rate.

(Net) TCE earnings. The Group defines time charter equivalent earnings, or TCE earnings, as vessel revenues less commissions and voyage-related costs (both major and minor) during a period.

(Net) TCE rates. The Group defines time charter equivalent rates, or TCE rates, as vessel revenues less commission and voyage related costs (both major and minor) during a period divided by the number of Revenue Days during that period. TCE rates is a measure of the average daily revenue performance of a vessel or a fleet, achieved on a given voyage or voyages and it is expressed in US dollars per day. TCE rates correspond to the net voyage earnings per day. The Group's definition of TCE rates may not be the same as that used by other companies in the shipping or other industries. The Group uses the foregoing methodology for calculating TCE rates and TCE earnings in cases of both time charter and voyage charter contracts.

Gross Time Charter rates (GTC rates). The Group defines gross time charter rates, or GTC rates, as vessel revenues during a period divided by the number of Revenue Days during that period. GTC rates should reflect the average daily charter rate of a vessel or a fleet and is expressed in US dollars per day. The Group's definition of GTC rate may not be the same as that used by other companies in the shipping or other industries.

Daily vessel operating expenses. Daily vessel operating expenses is a metric used to evaluate the Group's ability to efficiently operate vessels incurring operating expenses and to limit these expenses.

Daily vessel operating expenses represent vessel operating expenses divided by the number of Operating Days of vessels incurring operating expenses and is expressed in US dollars per day.

Average number of vessels. Historical average number of owned vessels consists of the average number of vessels that were in the Group's possession during a period. The Group uses average number of vessels primarily to highlight changes in vessel operating costs.

Fleet utilization. Fleet utilization is the percentage of time that the Group's vessels generate revenues. The shipping industry uses fleet utilization to measure a company's efficiency in finding employment for its vessels and in minimizing the number of days that its vessels are off-hire for reasons such as scheduled repairs, drydocking, surveys or other reasons other than commercial waiting time. Fleet utilization is calculated by dividing the number of Revenue Days during a period by the number of Operating Days during that period.

The Group's performance can be affected by some of the following types of contracts:

Time charter. Time charter is a contract under which a charterer pays a fixed daily hire rate on a semi-monthly or monthly basis for a fixed period of time for using the vessel. Subject to any restrictions in the charter, the charterer decides the type and quantity of cargo to be carried and the ports of loading and unloading. Under a time charter the charterer pays substantially all of the voyage-related costs (etc. port costs, canal charges, cargo manipulation expenses, fuel expenses and others). The vessel owner pays commissions on gross voyage revenues and the vessel operating expenses (etc. crew wages, insurance, technical maintenance and other).

Time charter rates are usually fixed during the term of the charter. Vessels operating on time charters for a certain period of time provide more predictable cash flows over that period of time, but can yield lower profit margins than vessels operating under voyage charters in the spot market during periods characterized by favourable market conditions. Prevailing time charter rates fluctuate on a seasonal and year-on-year basis reflecting changes in spot charter rates, expectations about future spot charter rates and other factors. The degree of volatility in time charter rates is lower for longer-term time charters compared to shorter-term time charters.

Voyage charter. Voyage charter involves the carriage of a specific amount and type of cargo from a specific loading port(s) to a specific unloading port(s) and most of these charters are of a single voyage nature. The owner of the vessel receives one payment derived by multiplying the tonnes of cargo loaded on board by the cost per cargo tonne. The owner is responsible for the payment of all expenses including commissions, voyage-related costs, operating expenses and capital costs of the vessel. The charterer is typically responsible for any costs associated with any delay at the loading or unloading ports. Voyage charter rates are volatile and fluctuate on a seasonal and year-onyear basis.

Other charters. Besides the two most common charters (time and voyage) the shipping industry provides other types of contracts between the ship owner and the charterer:

Bareboat charter. Bareboat charter is a contract pursuant to which the vessel owner provides the vessel to the charterer for a fixed period of time at a specified daily rate, and the charterer provides for all of the vessel's operating expenses in addition to the commissions and voyage related costs, and generally assumes all risk of operation. The charterer undertakes to maintain the vessel in a good state of repair and efficient operating condition and drydock the vessel during the term of the charter consistent with applicable classification society requirements.

Time charter trip. Time charter trip is a short term time charter where the vessel performs a single voyage between loading port(s) and unloading port(s). Time charter trip has all the elements of a time charter including the upfront fixed daily hire rate.

The Group uses a variety of financial and operational terms and concepts when analysing its own performance. These include the following:

Vessel revenues. The Group generates revenues by charging customers for the transportation of their oil products using its own vessels. Historically, the Operating Fleet's services have generally been provided under time charters although the Group may enter into voyage charters in the future. The following describes these basic types of contractual relationships:

Time charters, under which the vessels are chartered to customers for a fixed period of time at rates that are generally fixed; and

Voyage charters, under which the vessels are chartered to customers for shorter intervals that are priced on a current or "spot" market rate

Under a time charter the charterer pays substantially all of the voyage-related costs. The vessel owner pays commissions on gross vessel revenues and also the vessel operating expenses. Time charter rates are usually fixed during the term of the charter.

Vessels operating under time charters provide

more predictable cash flows over a given period of time, but can yield lower profit margins than vessels operating under voyage charters in the spot market during periods characterized by favourable market conditions. Prevailing time charter rates fluctuate on a seasonal and year-onyear basis reflecting changes in spot charter rates, expectations about future spot charter rates and other factors. The degree of volatility in time charter rates is lower for longer-term time charters as opposed to shorter-term time charters.

Other revenues. Other revenues primary includes revenues from charterers for other services and revenues from profit commission on insurance policies.

Primary distinction among these types of charters and contracts

Time charter Voyage charter
Typical
contract length
1-5
years
Single voyages,
consecutive voyages
and contracts of
affreightment
(COA)
Hire rate basis (1) Daily Varies
Commercial fee (2) The Group pays The Group pays
Commissions (2) The Group pays The Group pays
Major Vessel related costs (2) Customer pays The Group pays
Minor Vessel related cost (2) The Group pays The Group pays
Vessel operating costs (2) Customer does not
pay
Customer
does not
pay
(1) 'Hire' rate refers to the basic payment from the charterer for the use of the vessel

(2) See 'Important Financial and Operational Terms and Concepts below'

(3) 'Off-hire' refers to the time a vessel is not available for service due primarly to scheduled and unscheduled repairs and drydockings

Commercial fee. Commercial fees expenses include fees paid to the Fleet Manager, under the Management Agreement, for providing the Group with chartering and commercial management services.

Commissions. Commissions are realized in two basic forms: addressed commission and brokerage commission.

Addressed commission is commission payable by the ship owner to the charterer, regardless of charter type and is expressed as a percentage of the freight or hire. This commission is a reimbursement to the charterer for costs incurred in relation to the chartering of the vessel either to third party brokers or by the charterer's shipping department.

Brokerage commission is payable under a time charter on hire. Subject to the precise wording of the charter, the broker's entitlement to commission will therefore only arise when the charterers remit hire or is recovered by some other means. Commission under a voyage charter is payable on freight, and may also be payable on deadfreight and demurrage.

Voyage-related costs. Voyage-related costs are typically paid by the ship owner under voyage charters and by the customer under time charters. Voyagerelated costs are all expenses which pertain to a specific voyage. The Group differs major and minor voyage-related costs.

Most of the voyage-related costs are incurred in connection with the employment of the fleet on the spot market (voyage charter) and under COAs (contracts of affreightment). Major voyage-related costs include bunker fuel expenses, port fees, cargo loading and unloading expenses, canal tolls, agency fees, extra war risks insurance and any other expenses related to the cargo are typically paid by the customer.

Minor voyage-related expenses such as draft surveys, tank cleaning, postage and other minor miscellaneous expenses related to the voyage may occur and are typically paid by the ship owner. From time to time, the ship owner may also pay a small portion of above mentioned major voyage-related costs.

Vessel operating costs. The Group is responsible for vessel operating costs which include crewing, repairs and maintenance, lubricants, insurance, spares, stores, registration and communication and sundries.

Vessel operating costs also includes management fees paid to the Fleet Manager, under the Management Agreement, for providing the Group with technical and crew management, insurance arrangements and accounting services.

The largest components of vessel operating costs are generally crews and repairs and maintenance. Expenses for repairs and maintenance tend to fluctuate from period to period because most repairs and maintenance typically occur during periodic drydocking. These expenses may tend to increase as these vessels mature and thus the extent of maintenance requirements expands.

Depreciation and amortization. The Group depreciates the original cost, less an estimated residual value, of its vessels on a straight-line basis over each vessel's estimated useful life. The estimated useful life of 25 years is the Management Board's best estimate and is also consistent with industry practice for similar vessels. The residual value is estimated as the lightweight tonnage of each vessel multiplied by an estimated scrap value (cost of steel) per tone. The scrap value per tone is estimated taking into consideration the historical Indian sub-continent five year scrap market rate.

Depreciation expense typically consists of charges related to the depreciation of the historical cost of the vessels (less an estimated residual value) over the estimated useful lives of the vessels and charges relating to the depreciation of upgrades to vessels, which are depreciated over the shorter of the vessel's remaining useful life or the life of the renewal or upgrade. The Group reviews the estimated useful life of vessels at the end of each annual reporting period.

Drydocking and surveys (special and intermediate).

The vessels are required to undergo planned drydocking for replacement of certain components, major repairs and maintenance of other components, which cannot be carried out while the vessels are operating, approximately every 30 months or 60 months depending on the nature of work and external requirements. The Group intend to periodically drydock each of vessels for inspection, repairs and maintenance and any modifications to comply with industry certification or governmental requirements. The number of drydocking undertaken in a given period and the nature of the work performed determine the level of drydocking expenses.

Vessel impairment. The carrying amounts of the vessels are reviewed at each balance sheet date to determine whether there is any indication of impairment. If any such indications exists, the vessel`s recoverable amount is estimated. Vessels that are subject to deprecation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be fully recoverable. The carrying values of the vessels may not represent their fair market value at any point in time since the market prices of second-hand vessels tend to fluctuate with changes in charter rates and the cost of newbuilds. Historically, both the charter rates and vessel values have been cyclical in nature.

Management Board's judgment is critical in assessing whether events have occurred that may impact the carrying value of the vessels and in developing estimates of future cash flows, future charter rates, vessel operating expenses, and the estimated useful lives and residual values of those vessels. These estimates are based on historical trends as well as future expectations. Management Board's estimates are also based on the estimated fair values of their vessels obtained from independent ship brokers, industry reports of similar vessel sales and evaluation of current market trends.

General and administrative expenses. General and administrative expenses comprise of the administrative staff costs, management costs, office expenses, audit, legal and professional fees, travel expenses and other expenses relating to administration.

Interest expense and finance costs. Interest expense and finance costs comprise of interest payable on borrowings and loans and foreign exchange gains and losses.

Tonnage tax. The tonnage tax regime is introduced into the Croatian maritime legislation by new amendments to the Maritime Act and is applicable from January 1, 2014. According to the relevant provisions of the Maritime Act ("Maritime Act"), qualifying companies may choose to have their shipping activities taxed on the basis of the net tonnage of their fleet instead of on the basis of their actual profits. Companies, having opted for the tonnage tax, must remain subject to this regime for the following 10 years. The qualifying company has to be a shipping company liable under the Croatian corporate tax on any profits it generates. Furthermore, it must operate the vessels which satisfy all applicable requirements, and most importantly, the qualifying company must be carrying out the strategic and commercial management activities of vessels in Croatia.

In the tonnage tax system, the shipping operations shifted from taxation of business income to tonnagebased taxation. Under the tonnage tax regime, the tax liability is not calculated on the basis of income and expenses as under the normal corporate taxation, but is based on the controlled fleet's notional shipping income, which in turn depends on the total net tonnage of the fleet under management.

Summary of expenses. Under voyage charters, the Group will be responsible for commissions, all vessel voyage-related costs and operating expenses. Under time charters, the charterer generally pays commissions, operating expenses and minor voyagerelated costs. For both types of contracts the Group is responsible to pay fees to the Fleet Manager, under the Management Agreement.

EXPENSE TYPE MAIN COMPONENTS TIME CHARTER VOYAGE CHARTER
Capital Capital
Principal Repayment
Interest
Operating Crewing
Repairs and Maintenance
Lubricants
Insurance
Spares and stores
Registration, communication and sundries
Management fee*
technical management
crew management
insurance arrangements
accounting services
Commisions Address
Brokerage
Commercial fee* Chartering and commerical management services
Voyage (minor) Draft surveys
Tank cleaning
Postage
Other minor miscellaneous expenses
Voyage (major) Bunker fuel expenses
Port fees
Cargo loading and unloading expenses
Canal tolls
Agency fees
Extra war risks insurance
Other expenses related to the cargo

Certain statements in this document are not historical facts and are forward-looking statements. They appear in a number of places throughout this document. From time to time, the Group may make written or oral forward-looking statements in reports to shareholders and in other communications. Forward-looking statements include statements concerning the Group's plans, objectives, goals, strategies, future events, future revenues or performance, capital expenditure, financing needs, plans or intentions relating to acquisitions, competitive strengths and weaknesses, business strategy and the trends which the Group anticipates in the industries and the political and legal environment in which it operates and other information that is not historical information.

Words such as "believe", "anticipate", "estimate", "expect", "intend", "predict", "project", "could", "may", "will", "plan" and similar expressions are intended to identify forward-looking statements, but are not the exclusive means of identifying such statements.

By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that the predictions, forecasts, projections and other forward-looking statements will not be achieved. Prospective investors should be aware that a number of important factors could cause actual results to differ materially from the plans, objectives, expectations, estimates and intentions expressed in such forward-looking statements.

When relying on forward-looking statements, investors should carefully consider the foregoing factors and other uncertainties and events, especially in light of the political, economic, social and legal environment in which the Group operates. Such forward-looking statements speak only as of the date on which they were made.

Accordingly, the Company does not undertake any obligation to update or revise any of them, whether as a result of new information, future events or otherwise, other than as required by applicable laws and the Zagreb Stock Exchange Rules. The Company makes no representation, warranty or prediction that the results anticipated by such forward-looking statements will be achieved, and such forward-looking statements represent, in each case, only one of many possible scenarios and should not be viewed as the most likely or standard scenario.

Contact

TANKERSKA NEXT GENERATION d.d.

Božidara Petranovića 4

23 000 Zadar

Croatia

Tel: +385 23 202 135

e-mail: [email protected]

www.tng.hr

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